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HomeMy WebLinkAboutD-1138 Econ Dev.Bond Cool Creek AN ORDINANCE AUTHORIZING THE CITY OF CARMEL, INDIANA, TO ISSUE ITS "CITY OF CARMEL, INDIANA, ECONOMIC DEVELOPMENT REVENUE REFUNDING BONDS, SERIES 1995 (COOL CREEK ASSOCIATES, LTD. PROJECT)", LOAN THE PROCEEDS THEREOF TO COOL CREEK ASSOCIATES, LTD., AN INDIANA LIMITED PARTNERSHIP, AND AUTHORIZING AND APPROVING OTHER ACTIONS IN RESPECT THERETO STATEMENT OF PURPOSE AND INTENT: The City of Carmel, Indiana (the "City"), is a municipal corporation and political subdivision of the State of Indiana and by virtue of IND. CODE §§ 5-1-5-1 and 36-7-12-1 et seq., as amended (the "Act"), is authorized and empowered to enact this ordinance (the "Bond Ordinance") and to carry out its provisions. Cool Creek Associates, Ltd., an Indiana limited partnership or its successor or assigns (the "Borrower"), financed the acquisition, construction and installation of a certain multi- family housing facility (the "Project") located within the City pursuant to the issuance of the City of Carmel, Indiana Economic Development Revenue Bonds, Series 1985 (FHAInsured Mortgage Loan-- Cool Creek Associates, Ltd. Project) dated April 15, 1985, and issued in the original aggregate principal amount of $11,240,000 (the "1985 Bonds").. The Borrower has duly filed its request with the City (and its Economic Development Commission) for the issuance of the City's Economic Development Revenue Refunding Bonds, Series 1995 (FHA Insured Mortgage Loan--Cool Creek Associates, Ltd. Project), on a tax-exempt basis, in an aggregate amount (net of original issue discount, if any) not to exceed $10,250,000 (the "Bonds"), to refund the outstanding principal amount of the 1985 Bonds (the "Refunding"). The 1985 Bonds were issued pursuant to the Act, as amended, as in effect at the time of issuance of the 1985 Bonds. The Borrower has forwarded to this Common Council the forms of (1) a Loan Agreement (the "Loan Agreement"), between the City and the Borrower, providing for the loan by the City to the Borrower of the proceeds of the Bonds; (2) a Trust Indenture (the "Indenture"), among the City and the corporate trustee(s) named therein (the "Trustee") providing for the issuance of the Bonds by the City, the terms applicable thereto and the security for the Bonds and for the assignment of the City's rights under the Loan Agreement; (3) the form of the Bonds (set forth in the Indenture); (4) the Regulatory Agreement and Declaration of Restrictive Covenants, among the City, the Trustee and the Borrower; and (5) Refunding Agreement (the foregoing documents are hereinafter referred to, collectively, as the "Loan Documents" and are incorporated hereby by this reference). NOW, THEREFORE, BE IT ORDAINED BY THE COMMON COUNCIL OF THE CITY OF CARMEL, INDIANA, THAT: Section 1. Findings, Public Benefits. The Common Council of the City hereby finds and determines that the Refunding would be of benefit to the health and general welfare of the City and would comply with the Act. Page 2 Section 2. Authorization of the Bonds. This Common Council hereby approves and authorizes the issuance of the Bonds in order to accomplish the Refunding. Section 3. Terms of the Bonds. The Bonds shall be in the form set forth in the Indenture and shall (i) be in the aggregate stated principal amount not to exceed Ten Million Two Hundred Fifty Thousand Dollars ($10,250,000), (ii) be dated as of March 15, 1995, (iii) be executed at or prior to the closing date by the manual or facsimile signatures of the Mayor and Clerk-Treasurer of the City, and bear an imprint or facsimile of the seal of the City, (iv) bear interest from the date of their initial delivery at a fixed rate not in excess of ten percent (10%) per annum, subject to the provisions of the Indenture and the Bonds which provide for the payment of further interest, (v) be payable as to interest in accord with the Indenture, (vi) be subject to prior redemption or purchase, as .provided in the Indenture and the Bond, (vii) be issuable in denominations of $5,000 (or increments thereof), (viii) be issued only in fully registered form, (ix) be payable in such medium as provided in the Indenture and at the principal corporate trust office of the Trustee, except as otherwise provided in the Indenture and (x) be subject to redemption or purchase as provided in the Loan Documents. THE BONDS AND THE INTEREST THEREON DO NOT AND SHALL NEVER CONSTITUTEAN INDEBTEDNESS OF, OR A CHARGE AGAINST THE GENERAL CREDIT OR TAXING POWER OF, THE CITY, BUT ARE LIMITED OBLIGATIONS OF THE CITY PAYABLE SOLELY FROM REVENUES AND OTHER AMOUNTS DERIVED FROM THE LOAN DOCUMENTS. Forms of the Loan Page 3 Documents are by this reference incorporated in this Bond Ordinance. Capitalized terms not otherwise defined herein shall have the meanings assigned to them in the Indenture. Section 4. Sale of the Bonds. The Mayor and the Clerk- Treasurer are hereby authorized and directed to issue and sell the Bonds, in substantially the form submitted to this Common Council, to PNC Securities Corp as the original purchaser thereof. The purchase'price to be paid for the Bonds, and the sale and delivery of the Bonds pursuant to a Bond Purchase Contract shall be approved by the Mayor. Section 5. Loan Documents. In order to provide for the Refunding, the loan of the proceeds of the Bonds to the Borrower and the payment, by the Borrower, of amounts sufficient to pay the principal of, premium, if any, and interest on the Bonds, the Mayor and (where noted in the Loan Documents) the Clerk-Treasurer shall execute and deliver in the name of and on behalf of the City, the Loan Documents in the forms submitted to (as on file with the City as of the date of the adoption of this Ordinance) this Common Council (subject to the provisions of Section 6 hereof), which are hereby approved in all respects, and pursuant thereto shall loan the proceeds of the sale of the Bonds to the Borrower to effect the Refunding. Section 6. Execution. The Mayor and the Clerk-Treasurer are hereby authorized to execute and deliver, on behalf of the City, the Loan Documents with any necessary revision, change or amendment Page 4 from the form submitted herewith to effectuate the Refunding and the intent and purpose hereof. The Mayor and Clerk-Treasurer are hereby authorized, without further approval of the Common Council or the City's Economic Development Commission to approve such revisions, changes or amendments in the Loan Documents as may be permitted by the Act, such approval to be conclusively evidenced by their execution thereof. Section 7. General. The Mayor and the Clerk-Treasurer are each hereby authorized and directed, in the name and on behalf of the City, to execute any and all agreements, documents, and instruments (including, without limitation, a Bond Purchase Contract with PNC Securities Corp, a substantially final form of which is presented herewith, and an Official Statement), perform any and all acts, approve any and all matters (including, without limitation, the approval and distribution of a Preliminary and Final Official Statement), and do any and all things deemed by them, or either of them, to be necessary or desirable in order to carry out and comply with the intent, conditions and purposes of this Bond Ordinance (including the preamble hereto and the documents mentioned herein), the issuance and sale of the Bonds, and the securing of the Bonds under the Loan Documents. Section 8. Bindin~ Effect. The provisions of this Bond Ordinance and the Loan Documents to which the City is a party shall constitute a binding contract between the City and the holders of the Bonds, and after issuance of the Bonds this Bond Ordinance shall not be repealed or amended in any respect which would Page 5 adversely affect the rights of the holders of the Bonds as long as the Bonds or interest thereon remains unpaid. Section 9. Repeal. All ordinances or parts of ordinances in conflict herewith are hereby repealed. Section 10. Effective Date. This Bond Ordinance shall be in full force and effect immediately upon its adoption by the Common Council and approval by the Mayor. All actions heretofore taken by the Mayor, the Clerk-Treasurer and other representatives of the City to carry out or further the intent, conditions and purposes of this Bond Ordinance (including the preamble hereto and the documents mentioned herein), the issuance and sale of the Bonds, and the securing of the Bonds under the Loan Documents are hereby ratified and confirmed. Section 11. InsDection CODieS. Two copies of the Loan Documents incorporated into this Bond Ordinance were duly filed in the office of the Clerk-Treasurer of the City and are available for public inspection in accordance with Ind. Code § 36-1-5-4. Section 12. Fees and Expenses. The City shall not be responsible for the payment of any fees or expenses (including any fees of the City Attorney) related to the financing contemplated by this Ordinance; provided, however, the City's Economic Development Commission shall not be prohibited by this Ordinance from charging and collecting a fee pursuant to Ind. Code § 36-7-12-29 from the BorrOwer in connection with the financing contemplated by this Ordinance or from incurring and paying related fees or expenses (including any fees of the City Attorney) as and to the extent Page 6 permitted under Act (so long as such are solely an obligation of the Economic Development Commission). The foregoing was passed by the Comm Council his 6th day of March, 1995 at q p.m. Pr ATT T: the Comm Council Presented by me to the Mayor this ~- day of March, 1995, at Approved and signed by me thi~ ~~~of March, 1995 Page 7 STATE OF INDIANA ) ) SS: COUNTY OF HAMILTON ) I, Susan Jones, Clerk-Treasurer, Carmel, Hamilton County, Indiana, do hereby certify the above and foregoing is a full, true, and complete copy of Ordinance No. b-//3~, passed by the Common Council on the 6th day of March, 1995, by a vote of AYES and NAYS, which was signed by the Mayor on the _~day o['March, 1995, and now remains on file and on record in my office. WITNESS my hand and the official seal of the City of Carmel, Indiana, this ~ day of March, 1995. Cl~k-Treasurer '~ Page 8