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HomeMy WebLinkAboutD-428 Econ Dev/Meridian One ORDINANCE AUTHORIZING THE CITY OF CARMEL TO ISSUE ITS "ECONOMIC DEVELOPMENT REVENUE BONDS, SERIES 1984 (MERIDIAN ONE COMPANY PROJECT)" AND APPROVING OTHER ACTIONS IN RESPECT THERETO WHEREAS, the Carmel Economic Development Commission has rendered its Project Report for the Meridian One Company Project regarding the financing of proposed economic development facilities for Meridian One Company, and the Carmel Planning Commission has commented favorably thereon; and WHEREAS, the Carmel Economic Development Commissinn conducted a public hearing on December 3, 1984, and also adopted a resolution on December 3, 1984, which Resolution has been transmitted hereto, finding that the financing of certain economic development facilities of Meridian One Company co~np[ies with the purposes and provisions of I.C. 36-7-12 and that sach financing will be of benefit to the health and welfare of the City of Carmel and its citizens; and WHEREAS, the Car~nel Economic Development Commission has heretofore approved and recommended the adoption of this form of Ordinance by this Common Core,cji, has considered the issue of adverse co~npetitive impact and has approved the forms of and has transmitted for approval by the Com~non CoanciI the Loan A§reement, Mortgage and Security Ag~'eement, Note, Trust Indenture and Guaranty Agreement; now therefore, BE IT ORDAINED BY THE COMMON COUNCIL OF THE CITY OF CARMEL, INDIANA THAT: Section 1. It is hereby found that the financing of the economic development facilities referred to in the Loan Agreement, Mortgage and Security Agreement and Trust [ndentare approved by the Carmel Economic Development Commission and presented to th~s Common CoanciI, the issuance and sale of revenue bonds in the aggregate principal amotmt of S4,500,000, the loan of the proceeds of the revenue bonds to Meridian One Comp~u~y for the acquisition a~d construction of such facilities and the equipping thereof, the payment of the revenue bonds by the note payments of Meridian One Company raider the Loan Agreement, Mortgage and Security Agreement and Note, the guaranty of paymeut of principal of and interest on the revenue bonds by Terry Eaton, Robert Lauth and R. D. P~ichardson under the Guara~lty Agreement and the securing of said bonds by the mortgaging of such facilities to the Trustee under the Loan Agreement, Mortgage axed Security Agreement complies with the purposes and provisions of I.C. 36-7-12 and will be of benefit to the health a~ld welfare of the City of Carmel and its citizens. Section 2. The facilities will consist of the acquisition of land and construction of a 70,000 square foot office facility located at 10585 North Meridian Street, Indianapolis, indiana, which site is in Hamilton County. Section 3. The above-described Project of Meridian One Comp~my will not have a~ adverse competitive impact on other facilities of the same kind already operating in the same market area for the reasons set forth in the Commission's resolution, which reasons are beceby confirmed and adopted. Section 4. The substantially final forms of the Loan Agreement, Mortgage and Security Agreement, Note, Trust Indenture (herein collectively referred to as the "Financing Agreement" referred to in LC. 36-7-12) and the Guar~mty Agreement approved by the Carmel Econo~nic Development Commission are hereby approved, and all such documents shah be incorporated herein by reference and shall be inserted in the minutes of the Common Cotmcil and kept on file by the Cleck-Treasarer. In accordance with the provisions of I.C. 36-1-5-4, two (2) copies of all such documents are on file in the office of the Clerk-Treasurer for public inspection. Section 5. The City of Carmel shall issue its Economic Development Revenue Bonds, Series 1984 (Mec[diax~ One Company Project), ~n the total pchlcipal amotmt of approximately Four Milliou Five Hundred Thoasand Dollars ($4,500,000), which bonds shah mature over a period ending not more than 8 years frum the date of the first principal payment in the manner and amotmts as set forth in Article II of the Trust Indenture. The bonds are being' issued for the purpose of procuring funds to [end to Meridian One Company to pay the costs of acquisition, construction and equipping of the economic development facilities as more partieutarly set out in the Loan Agreement, Mortgage and Security Agreement and Trust Indenture incorporated herein by reference, and the bonds will be payable as to principal, premium, if any, and interest from the note payments made by Meridian One Company under the Loan Agreement, Mortgage and Security Agreement and Note or as otherwise provided in the above described Trust Indenture and Guaranty Agreement. The bonds shall be issued in fully registered form in the denominations of $5,000 oc integral multiples thereof and shall be redeemable as provided in Article iii of the Trust Indenture. Payments of principal and interest are payable in lawful money of the United States of America at the principal office of the Trustee or its successor in toast ur by check or draft mailed or delivered to the registered owner as provided in the Trust Indenture. The bonds shall never constitute a general obligation of, an indebtedness of, or a charge agaiust the general credit of the City of Carmel or the State of Indiana nor are the bonds payable in any rammer from ceveuues raised by taxation. Section 6. The Mayor and Clerk-Tceusurec are authorized and directed to sell such bonds to the purchasers thereof at a price not tess than 100% of the principal amount thereof. The Bonds shall bear interest at the rate per ~umum equal to 60% of the prime [ending rate established by Citizeu's Fidelity Bank and Trust Company, Louisville, Kentucky, from time to time ('Prime Rate") plus an ~umual amount equal to 2% of the outstanding balance on the bonds; provided that such rate shall never exceed 30% per ammm and provided, further, that in the event interest on the bonds becomes taxable due to a Detecminatiou of Taxability as described in the Trust Indenture, the interest rate per aamum on the bonds shall increase to said Prime R. ate plus 2%. Section 7. The Mayor and Clerk-Treasurer are authorized amd directed to execute, attest, affix or imprint by any means the City seal to the documents constituting the Financing Agreement approved herein on behalf of the City and any other document which -3- may be necessary or desirable to consummate the transaction, including the bonds authorized herein. The Mayor and Clerk-Treasurer are hereby expressly authorized to approve any modifications or additions to the documents constituting the Financing Agreement which take place after the date of this Ordintmee with the review and advice of the City Attorney; it being the express understanding of this Common Core,ell that said Financing Agreement is in substantially final form as of the date of this Ordinance. The approval of said modifications or additions shall be conclusively evidenced by the execution and attestation thereof and the affixing of the seal thereto or the imprinting of the seal thereon; provided, however, that no such modification or addition shall change the maximmn principal amoant of, interest rate on or term of the bonds as approved by the Common Council by this Ordinance without further consideration by the Common Council The sigxlatures of the Mayor and Clerk-Treasurer on the bonds may be either manual or facsimile sig~mtuces. The Clerk-Treasurer is authorized to arrange for delivery of such bonds to the Trustee named itl the Mortgage and indenture of Trust. Payineut for the bonds will be made to the Trustee named in the Mortgage and Indenture of Trust and after such payment the bonds will be delivered by the Trustee to the purchasers thereof. The Mayor and Clerk-Treasurer shah execute and the Clerk-Treasurer shall deliver the bonds to the Trustee within ninety days of the adoption of this Ordinance. The bonds shall be dated as of December 15, [984, but wi[l bear interest from the date of initial delivery. Section 8. The provisions of this Ordinance and the Trust indenture securing the bonds shall constitute a contcaet binding between the City of Carmel m~d the holders of the Economic Development Revenue Bonds, Series [984 (Meridian One Compm~y Project), and after the issuance of said bonds, this Ordinance shall not be repealed or amended in troy respect which would adversely affect the rights of sucll holders so loug as ally Or' said bonds or the interest thereon remains anpaid. -4- Section 9. This Ordinance shall be in fall force and effect from and after its passage and signing by the Mayor. Passed and adopted this 3cd day of December, 1984. Attest: Cler~k-Treasure~ ~ · CARMEL COMMON COUNCIL Pre~~icec Presented by me to the Mayor of the City of Carmel, Indiana, on this __ December, 1984, at the hour of ~://~/~.m. C lerk-Treasu~e~/ day of Approved and signed by me on this _ ~ day of December, 1984. -City~ f Carmel -5-