HomeMy WebLinkAboutD-2635-22 2022 Road Lease Projects as AmendedVERSION A – 10/03/2022
Sponsor: Councilor Worrell
ORDINANCE D-2635-22
AS AMENDED
AN ORDINANCE OF THE COMMON COUNCIL OF THE CITY OF CARMEL,
INDIANA, APPROVING CERTAIN CARMEL REDEVELOPMENT AUTHORITY
LEASE RENTAL BONDS TO FINANCE VARIOUS ROAD IMPROVEMENT
PROJECTS IN THE CITY
Synopsis:
This ordinance approves the issuance of Carmel Redevelopment Authority lease rental bonds in
the maximum principal amount of $63,000,000 for the purpose of financing various local and
arterial road and street system projects in the City, and a related financing Lease, which is
payable from a special benefits tax to be levied on all owners of taxable property in the City.
WHEREAS, the City of Carmel Redevelopment Authority (the “Authority”) has been
created pursuant to Indiana Code 36-7-14.5 as a separate body corporate and politic, and as an
instrumentality of the City of Carmel, Indiana (the “City”) to finance local public improvements
for lease to the City of Carmel Redevelopment Commission (the “Commission”), as the
governing body of the City of Carmel Redevelopment District (the “District”); and
WHEREAS, the Authority has adopted, or is expected to adopt, a resolution indicating its
intent to issue one or more series of its lease rental revenue bonds, all or any portion of which
may be taxable or tax-exempt for federal income tax purposes, in the maximum aggregate
principal amount of Sixty-Three Million Dollars ($63,000,000) (collectively, the “Bonds”), to
provide funds for the purposes of: (a) financing the acquisition by the Authority from the City of
all or any portion of the real property described in Exhibit B to the form of Lease (as hereinafter
defined) (the “Real Property”), and the use by the City of the proceeds of such sale to finance or
reimburse the cost of the acquisition, design, construction, renovation, improvement and/or
equipping of the local and arterial road and street system projects identified on Exhibit A hereto
and made a part hereof (clause (a), collectively, the “Projects”); (b) if necessary, paying
capitalized interest on the Bonds; and (c) paying all costs incurred on account of or in connection
with the issuance and sale of the Bonds, including the premiums for any credit enhancement or
credit facility purchased in connection with the issuance of the Bonds (clauses (a) through and
including (c), collectively, the “Program”); and
WHEREAS, the Authority and the Commission have adopted, or are expected to adopt,
resolutions approving one or more proposed Lease Agreements, between the Authority, as lessor,
and the Commission, as lessee, each in the form presented at this meeting (collectively, the
“Lease”) for the purpose of paying the principal and interest on the Bonds issued pursuant to
Indiana Code 36-7-14.5 to finance the Program; and
WHEREAS, the annual rentals (the “Lease Rentals”) payable by the Commission under
the Lease will be pledged by the Authority to pay debt service on the Bonds; and
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WHEREAS, the payment of the Lease Rentals will be secured solely by a pledge of the
revenues derived by the Commission from the levy of a special benefits tax pursuant to Indiana
Code 36-7-14-27; and
WHEREAS, the Commission scheduled a public hearing regarding the Lease pursuant to
Indiana Code 36-7-14-25.2, as amended, and published a notice of such public hearing pursuant
to Indiana Code 5-3-1, and said public hearing has been held and all interested parties were
provided the opportunity to be heard at the hearing; and
WHEREAS, pursuant to Indiana Code 36-7-14.5-14 and Indiana Code 36-7-14-25.2, the
Commission has adopted a resolution finding that the lease rental payments to be paid by the
Commission to the Authority pursuant to the Lease are fair and reasonable, and that the terms of
the Lease are based upon the value of the Leased Premises (as defined in the form of Lease) and
the use of the Leased Premises and the Projects throughout the term of the Lease will serve the
public purpose of the City and is in the best interests of its residents; and
WHEREAS, the Common Council desires to approve the form of the Lease pursuant to
Indiana Code 36-7-14-25.2, which provides that any lease approved by a resolution of the
Commission must be approved by an ordinance or resolution of the fiscal body of the City; and
WHEREAS, the proceeds of the sale of a portion of the Real Property to the Authority
(the “Sale Proceeds”) have not been included in the existing budget for the City, and the City
now desires to appropriate the Sale Proceeds for the purpose of being applied to the payment of
the costs of the Program; and
WHEREAS, notice of a hearing on said appropriation has been duly given by publication
as required by law, and the hearing on said appropriation has been held, at which all taxpayers
had an opportunity to appear and express their views as to such appropriation;
NOW, THEREFORE, BE IT ORDAINED BY THE COMMON COUNCIL OF THE
CITY OF CARMEL, INDIANA, as follows:
Section 1. Approval of Lease, Bonds and Trust Indenture. The Common Council
hereby approves the issuance of the Bonds by the Authority pursuant to Indiana Code 36-7-14.5-
19, the execution and delivery of the Lease, as approved by the Commission, pursuant to Indiana
Code 36-7-14-25.2, including the levy by the Commission of a special benefits tax pursuant to
Indiana Code 36-7-14-27 during the term of the Lease to provide necessary funds from which to
pay the Lease Rentals under the Lease, the execution and delivery of a Trust Indenture for the
Bonds, to be entered into between the Authority and a trustee bank to be chosen by the
Controller, as trustee, and the pledge of the lease rentals thereunder to the payment of the Bonds,
pursuant to IC 36-7-14.5-21, all subject to the following conditions: (a) the maximum aggregate
original principal amount of the Bonds shall not exceed $63,000,000; (b) any series of the Bonds
shall have a term not longer than twenty (20) years, commencing from the date of issuance of
such series of bonds; (c) the maximum aggregate annual lease rental payments during the terms
of any Lease shall not exceed Five Million Seven Hundred Thousand Dollars ($5,700,000); (d)
the maximum interest rate on the Bonds shall not exceed seven percent (7.0%) per annum; (e)
the Bonds may be subject to redemption prior to maturity on any date not earlier than eight (8)
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years following the date of issuance of the applicable series of Bonds, with such specific dates
and redemption terms determined at the time of the sale of such series of Bonds and approved by
the Authority in the purchase agreement for the applicable series of Bonds, all upon the advice of
the financial advisor to the Authority; (f) the maximum term of any Lease shall not exceed
twenty-two (22) years, provided however, that the lease rental schedule allocable to any given
series of the Bonds may not exceed twenty (20) years following the commencement of such
term; and (g) interest on any series of the Bonds may be capitalized for a period not to exceed
three (3) years from the date of issuance thereof. Notwithstanding anything herein to the
contrary, the Common Council acknowledges and agrees that the Authority and the Commission
may execute separate Leases in order to effectuate the intent of this Ordinance, so long as the
terms and conditions of such Leases, in the aggregate, are consistent with the terms and
conditions of this Ordinance.
Section 2. Sale of Right-of-Way; Appropriation of Sale Proceeds. The Common
Council hereby authorizes the sale to the Authority of the existing Real Property which will
comprise or be included in the Leased Premises under the Lease, for a price sufficient to cover
the costs of the Program, but in any event not to exceed $63,000,000. The Mayor, Clerk,
Controller and other officers of the City are hereby authorized to take such actions and execute
such documents as may be necessary to effectuate such sale and transfer. There is hereby
appropriated a sum of $63,000,000, together with all investment earnings thereon, to be provided
for out of the Sale Proceeds for the purpose of providing funds to be applied to the costs of the
Program. Such appropriation shall be in addition to all appropriations provided for in the existing
budget and shall continue in effect until the completion of the Program. The Mayor, the
Controller and the Clerk are hereby authorized to take all such actions and execute all such
instruments as are necessary or desirable to effectuate this appropriation, including the filing of a
report of this appropriation with the Indiana Department of Local Government Finance.
Section 3. Authorization of Other Actions. Each of the Mayor, any member of the
Common Council, the Controller and the Clerk, and any other officer, employee or agent of the
City is hereby authorized and directed, for and on behalf of the City, to execute and deliver any
contract, deed, agreement, certificate, instrument or other document and to take any action as
such person determines to be necessary or appropriate to accomplish the purposes of this
Ordinance, such determination to be conclusively evidenced by such person’s execution of such
contract, deed, agreement, certificate, instrument or other document or such person’s taking of
such action.
Section 4. Effectiveness. This Ordinance shall be in full force and effect from and
after its adoption by the Common Council and upon compliance with the procedures required by
law.
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PASSED by the Common Council of the City of Carmel, this _____ day of _____________,
2022, by a vote of ______ ayes and _____ nays.
COMMON COUNCIL FOR THE CITY OF CARMEL, INDIANA
___________________________________
Kevin D. Rider, President Jeff Worrell, Vice-President
___________________________________ ____________________________________
Adam Aasen Tim Hannon
___________________________________ ____________________________________
Laura Campbell H. Bruce Kimball
___________________________________ ___________________________________
Sue Finkam Miles Neslon
___________________________________
Anthony Green
ATTEST:
__________________________________
Sue Wolfgang, Clerk
Presented by me to the Mayor of the City of Carmel, Indiana this ____ day of
_________________________ 2022, at _______ __.M.
____________________________________
Sue Wolfgang, Clerk
Approved by me, Mayor of the City of Carmel, Indiana, this _____ day of
________________________ 2022, at _______ __.M.
____________________________________
James Brainard, Mayor
ATTEST:
___________________________________
Sue Wolfgang, Clerk
Prepared by: Bruce D. Donaldson
Barnes & Thornburg LLP
11 South Meridian Street
Indianapolis, IN 46204
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DMS 23288768.3
EXHIBIT A
DESCRIPTION OF PROJECTS
All or any portion of the design, inspection, construction, renovation, replacement,
improvement and/or equipping of road and street construction and reconstruction, resurfacing or
improvement projects, and roundabout improvements in the City, and the construction,
reconstruction, resurfacing, relocation or equipping of improvements related thereto or necessary or
appropriate in connection therewith as part of the City’s road and street system, including but not
limited to the following projects in the following order priority: (1) the completion of various multi-
use paths along existing roads and within the rights-of-way of such roads to fill in gaps in City’s
existing multi-use path systems; (2) Monon Square infrastructure improvements; (3) Ditch Road
improvements between 96th Street and 116th Street; (4) roundabout and related improvements at the
116th Street & Hoover Road intersection; (5) roundabout and related improvements at the 126th
Street & River Road intersection; (6) roundabout and related improvements at the 116th Street &
River Road intersection; (7) roundabout and related improvements at the 106th Street & Hazel Dell
Road intersection; (8) roundabout and north connection and related improvements at the Carmel
Drive and AAA Way intersection; (9) roundabout and related improvements at the 116th Street and
AAA Way intersection; (10) roundabout and related improvements at the Merchants Square Drive
and AAA Way intersection; (11) roundabout and related improvements at the 141st Street &
Shelborne Road intersection; (12) roundabout and related improvements along Pennsylvania Street;
and (13) grade-separated crossings along the Monon Trail at the intersections thereof with 96th
Street, 106th Street, 111th Street and 136th Street (collectively, the “Projects”); provided, however,
that no proceeds of the Bonds shall be spent on public art, and further provided that any proceeds of
the Bonds remaining after the completion of the Projects and in the priority described above may
only be used for additional projects specifically approved by a majority of the members of the
Common Council, or to pay debt service on the Bonds.
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