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HomeMy WebLinkAboutD-1798-06 Ind Design Center $4M Bond SPONSOR(s): Councilor(s) Kirby and Sharp ORDINANCE D-1798-06 AN ORDINANCE OF THE COMMON COUNCIL OF THE CITY OF CARMEL, INDIANA, AUTHORIZING THE ISSUANCE OF THE CITY OF CARMEL, INDIANA TAXABLE ECONOMIC DEVELOPMENT REVENUE BONDS, SERIES 2006 A (INDIANA DESIGN CENTER, LLC PROJECT), AND THE LENDING OF THE PROCEEDS THEREOF TO INDIANA DESIGN CENTER, LLC, AND AUTHORIZING AND APPROVING OTHER ACTIONS IN RESPECT THERETO WHEREAS, the City of Carmel, Indiana (the "City"), is a municipal corporation and political subdivision of the State of Indiana and by virtue of I.C. 36-7-11.9 and I.C. 36-7-12 (collectively, the "Act"), is authorized and empowered to adopt this ordinance (this "Bond Ordinance") and to carry out its provisions; WHEREAS, Indiana Design Center, LLC (the "Borrower"), desires to finance the construction of certain parking facilities and related improvements in or directly serving and benefiting the CRC Parcel #12 Economic Development Area (collectively, the "Projects"); WHEREAS, the Borrower will complete the Projects for use in connection with its mixed use retail and office development in or directly serving and benefiting the CRC Parcel #12 Allocation Area (the "Facilities"); WHEREAS, the Borrower has advised the City of Carmel Economic Development Commission (the "Commission") and the City that it proposes that the City issue its Taxable Economic Development Revenue Bonds, Series 2006 A (Indiana Design Center, Inc. Project) in an amount not to exceed Four Million Dollars ($4,000,000) (the "Bonds"), under the Act and loan the proceeds of such Bonds to the Borrower for the purpose of financing the Projects; WHEREAS, the completion of the Projects results in the diversification of industry, the creation of approximately fifty (50) jobs and the creation of business opportunities in.the City; , , I WHEREAS, pursuant to I.C. ~ 36-7-12-24, the Commission published notice of a public hearing (the "Public Hearing") on the proposed issuance of the Bonds to finance the Projects; WHEREAS, on the date specified in the notice of the Public Hearing, the Commission held the Public Hearing on the Projects and received uncontroverted evidence that there are no facilities which are similar to the Projects and have already been constructed or operating in or near the City; and WHEREAS, the Commission has performed all. actions required of it by the Act preliminary to the adoption of this Bond Ordinance and has approved and forwarded to the Common Council the forms of: (I) a Loan Agreement between the City and the Borrower (including a form of Note) (the "Loan Agreement"); (2) a Trust Indenture between the City a trustee to be selected by the Clerk-Treasurer of the City (the "Trustee") (the "Indenture"); (3) the Bonds; and (4) this Bond Ordinance (the Loan Agreement, the Indenture, the Bonds, and this Bond Ordinance, collectively, the "Financing Agreements"); NOW, THEREFORE, BE IT ORDAINED BY THE COMMON COUNCIL OF THE CITY OF CARMEL, INDIANA, THAT: Section I. Findinl!s: Public Benefits. The Common Council hereby finds and determines that the Projects involve the acquisition, construction and equipping of an "economic development facility" as that phrase is used in the Act; that the Projects will increase employment opportunities and increase diversification of economic development in the City, will improve and promote the economic stability, development and welfare in the City, will encourage and promote the expansion of industry, trade and commerce in the City and the location of other new industries in the City; that the public benefits to be accomplished by this Bond Ordinance, in tending to overcome insufficient employment opportunities and insufficient diversification of industry, are greater than the cost of public services (as that phrase is used in the Act) which will be required by the Project; and, therefore, that the financing of the Projects by the issue of the Bonds under the Act: (i) will be of benefit to the health and general welfare of the City; and (ii) complies with the Act. Section 2. Approval of Financinl!. The proposed financing of the Projects by the issuance of the Bonds under the Act, in the form that such financing was approved by the City of Carmel Economic Development Commission, is hereby approved. Section 3. Authorization of the Bonds. The issuance of the Bonds, payable solely from revenues and receipts derived from the Financing Agreements, is hereby authorized. Section 4. Terms of the Bonds. (a) The Bonds, in the aggregate principal amount not to exceed Four Million Dollars ($4,000,000), shall (i) be executed at or prior to the closing date by the manual or facsimile signatures of the Mayor and the Clerk- Treasurer of the City; (ii) be dated as of the date of their delivery; (iii) mature on a date not later than thirty years after the date of issuance; (iv) bear interest at such rates as determined with the purchaser thereof (the "Purchaser"); (v) be issuable in such denominations as set forth in the Financing Agreements; (vi) be issuable only in fully registered form; (vii) be subject to registration on the bond register as provided in the Indenture; (viii) be payable in lawful money of the United States of America; (ix) be payable at an office of the Trustee as provided in the Indenture; (x) be subject to optional redemption prior to maturity and subject to redemption as otherwise provided in the Financing Agreements; (xi) be issued in one or more series; and (xii) contain such other terms and provisions as may be provided in the Financing Agreements. (b) The Bonds and the interest thereon do not and shall never constitute an indebtedness of, or a charge against the general credit or taxing power of, the City, but shall be special and limited obligations of the City, payable solely from revenues and other amounts derived from the Financing Agreements. Forms of the Financing Agreements are before this meeting and are by this reference incorporated in this Bond 2 Ordinance, and the Clerk-Treasurer of the City is hereby directed, in the name and on behalf of the City, to insert them into the minutes of the Common Council and to keep them on file. Section 5. Sale of the Bonds. The Mayor and the Clerk-Treasurer of the City are hereby authorized and directed, in the name and on behalf of the City, to sell the Bonds to the Purchaser at such prices as are determined on the date of sale and approved by the Mayor and the Clerk-Treasurer of the City. Section 6. Execution and Deliverv of Financing Agreements. The Mayor and the Clerk-Treasurer of the City are hereby authorized and directed, in the name and on behalf of the City, to execute or endorse and deliver the Loan' Agreement, the Note from the Borrower to the City, the Indenture, and the Bonds, submitted to the Common Council, which are hereby approved in all respects. Section 7. Changes in Financing Agreements. The Mayor and the Clerk- Treasurer of the City are hereby authorized, in the name and on behalf of the City, without further approval of the Common Councilor the Commission, to approve such changes in the Financing Agreements as may be permitted by Act, such approval to be conclusively evidenced by their execution thereof. Section 8. General. The Mayor and the Clerk-Treasurer of the City, and each of them, are hereby authorized and directed, in the name and on behalf of the City, to execute or endorse any and all agreements, documents and instruments, perform any and all acts, approve any arid all matters, and do any and all other 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 preambles hereto and the documents mentioned herein), the Projects, the issuance and sale of the Bonds, and the securing of the Bonds under the Financing Agreements, and any such execution, endorsement, performance or doing of other things heretofore effected be, and hereby is, ratified and approved. ' Section 9. Binding Effect. The provisions of this Bond Ordinance and the Financing Agreements 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 adversely affect the rights of the holders of the Bonds as long as the Bonds or interest thereon remains unpaid. Section 10. Reoeal. All ordinances or parts of ordinances in conflict herewith are hereby repealed. Section 11. Effective Date. This Bond Ordinance shall be in full force and effect immediately upon adoption and compliance with I.C. ~ 36-4-6-14. Section 12.Cooies of Financing Agreements on File. Two copies of the Financing Agreements 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 I.C. ~ 36-1-5-4. 3 PASSED ~ by the Common Council. of the City of Carmel, this 17.f{ day of , 2006, by a vote of 1.0 ayes and~ nays. - COMMON COUNCIL FOR THE CITY OF CARMEL, INDIANA' Brian D. Mayo . J'~OT .p(Ce:S E: fJT Mark Rattermann A Presented by me to the at <=t: JJ. A.M. ,2006, ~proved by me, Mayor of the City of Carmel, Indiana, this ,2006, at \\: 31 A.M. of /" erk-Treasurer of Prepared by: Bruce D. Donaldson Barnes & Thornburg LLP 11 South Meridian Street Indianapolis, IN 46204 I}.'DSOl BOD 829225vl 4 '.. ! RESOLUTION NO. EDC _-2006 . A RESOLUTION APPROVING AND AUTHORIZING CERTAIN ACTIONS. AND PROCEEDINGS WITH RESPECT TO CERTAIN PROPOSED . TAXABLE ECONOMIC DEVELOPMENT REVENUE BONDS . . . . . WHEREAS, the City 6fCarmei, Indiana (the "City"), is authqrized by LC 36-7-11.9 and LC 36-7-12 (collectively, the "Act") to issue revenue bonds for the financing of economic development facilities, and loan the proceeds of the revenue bond issue to another entity to . finance or refinance the acquisition; construction, renovation, installation and equipping of said. facilities; . . WHEREAS, Indiana Desigri Center, LLC (the "Borrower") desires to finance the construction certain parking facilities and refated improvements. in or directly serving and. benefitingtheCRC Parcel #12 Economic Development Area (the "Projects");. . WHEREAS, the Borrower will complete the Ffojects for use in connection with its mixed use retail and office development in or directly serving and benefiting the CRC Parcel #12 Allocation Area; .. . WHEREAS, the Borrower :has advised the City of Carmel Economic Development Commission (the "Commission") and the City that it proposes that the City issue its Taxable. Economic Development Revenue Bonds, Series 2006 A, in an amount not to exceed Four Million Dollars ($4,000,000) (the "Bonds") under the Act and loan the proceeds. of such Bonds . to the Borrower for the purpose of financing the Projects; . WHEREAS, the Commission has studied the Projects and the proposed financing of the. Projectsand their effect on the health and genenilwelfare' of the City and its citizens; WHEREAS, the completion of the Projects results in the diversification cif industry, the creation of approximately fifty (50) neW jobs and the creation. and retention of business opportunities in the City; WHEREAS, pursuant to LC 9 36-7' 12-24, the Commission published notice of a public hearing (the "Public Hearing") on the proposed issuance of the Bonds to finance the Projects; and WHEREAS, on the date hereofthe Commission held the public hearing on the Projects and received uncontroverted evidence that there are no facilities which are similar to the Projects and have already been constructed or operating in or near the City; NOW, THEREFORE, BE IT RESOLVED BY THE CITY OF CARMEL ECONOMIC DEVELOPMENT COMMISSION AS FOLLOWS: SECTION 1. The Commission hereby finds, detennines, ratifies and confirms that the. diversification of industry, the retention of business opportunities .and the retention oC opportunities for gainful employment within the. jurisdiction of the City is desirable, serves a public purpose, and is of benefit to the health and general welfare of the City; and that it is in the :t7'f.: : -:... ~ ~ 7f public ,interest that the City take such action as it lawfully may to encourage the diversification of industry, the retention of business opportunities, and the retention of opportunities for gainful employment with:in the jurisdiction of the City. SECTION 2. The Commission hereby makes a finding" of fact, based upon the uncOl)troverted evidence presented at the Public Hearing, that there are no facilities"which are similar to the Projects and already constructed or operating in or near the City and, based upon such finding of fact, hereby determines that the Projects will not have, and have not had, an" adverse competitive effect on any similar facilities already constructed or operating in or near the C~~ " SECTION 3. The Commission hereby approves the report with respect to the Projects presented at this meeting. The Secretary of this Commission shall submit such report to the executive director or chaim1an of the plan commission of the City. SECTION 4. The Commission finds, determines, ratifies and confirms that the issuance and sale of the Bonds in an amount not to exceed Four Minion Dollars ($4,000,000), and the loan of the proceeds of the Bonds to the Borrower for the financing of the Projects will "be of benefit to the health and general welfare of the City, will serve the public purposes referred to above in accordance with the Act, and fully comply with the Act. SECTION 5. The financing of the Projects through the issuance of the Bonds, m an amount not to exceed Four Million Dollars ($4,000,000), is hereby approved. SECTION 6. "The Commission hereby approves the tenns of the following documents in the fonn presented at this meeting: (i) a Loan Agreement (including a form of Note) between the City arid the Borrower; (ii) a Trust Indenture, between the City and a trustee to be selected by the Clerk-Treasurer of the City (the ''Trustee''); (iii) the Bonds; and (iv) an Ordinance of the Common Council oftheCity. SECTION 7. Any officer of the Commission is hereby authorized and directed, in the name and on behalf of the Commission, to execute any and all other agreements, documents and instruments, perform any and all acts, approve" any and all matters, and do any and all other things deemed by him to be necessary or desirable in order to carry out and comply with the intent, conditions and purposes of this resolution (including the preambles hereto and the documents mentioned herein), the Projects and the issuance and sale of the Bonds, and any such execution, performance, approval or doing of other things heretofore effected be, and hereby is, ratified and approved. SECTION 8. The Secretary of this Commission shall transmit this resolution, together with the fom1s of the documents' approved by this resolution, to the Common Council of the City. SECTlON 9. This resolution shall be in full force and effect upon adoption. 2 ,h';-'" .-- ~'7 . . . ... 'f Adopted this ~Oth day of March, 2006. CITY OF CARMEL ECONOMIC DEVELOPMENT COMMISSION Ersal Ozdemir, President Michael J. Rusnak, Vice President Luci Snyder, Secretary INDSOl BOD 829543vJ 3 REPORT 01<' THE CITY OF CARMEL 'ECONOMIC DEVELOPMENT COMMISSION CONCERNING THE PROPOSED FINANCING OF ECONOMIC DEVELOPMENT FACILITIES FOR INDIANA DESIGN CENTER, LLC The City of Cannel Economic Development Commission (the "Commission") proposes to recommend to the Common Council of the City of Cannel, Indiana (the "City"), that it loan the proceeds of certain taxable economic development revenue bonds to Indiana Design Center, LLC (the "Applicant") for the financing of certain economic development facilities in theCity. ln connection therewith, the Commission hereby reports as follows: A. The proposed economic development. facilities consist of the construction of parking facilities and related facilities to support the Applicant's mixed use retail and office development in or directly serving and benefiting the CRC Parcel #12 Economic Development Area (the "Projects"). B. The Commission estimates that no public works or services, including public ways, schools, water, se\ver, street lights and fire protection, will be made necessary or desirable by the Projects, because any such works or services already exist or will be provided by the - Applicant or other parties. C. . The Commission estimates that the total costs of financing the Projects will be approximately $4,OQO,000. D. The Commission estimates that the Projects will create approximately 50 jobs with an annual payroll of approximately $2,000,000. E. There are no facilities similar to the Projects that are already constructed or operating in the City, and consequently, the Projects will have no adverse competitive effect on similar facilities already constructed or operating in the City of Cannel, Indiana. Adopted this 20th day of March, 2006. . Secretary, City of Cannel Economic Development Commission Attest: President, City of Carmel Economic Development Commission INDSOI BOD 82')550111