HomeMy WebLinkAboutCRC-15-2001 Merchants Pointe $1,170,000 BondCARMEL REDEVELOPMENT COMMISSION
RESOLUTIONNO. i,5--2-001
A RESOLUTION AMENDD;G, AND RESTATING RESOLUTION NO. 13-2001 AND
AUTHORIZING THE ISSUANCE ,AI D SALE OF AD.IUSTABI E RATE TAX INCREMENT
REVENUE BONDS (MERCHANTS"POINTE PROJECT), IN ONE OR MORE SERIES, IN
AN AMOUNT NOTTO,EXCEED $1,170,000, AUTHORIZING AN INDENTURE, A BOND
PURCHASE AGREEMENT, AN OFFERING MEMORANDUM,. AND, OTHER
DOCUMENTS ,IN CONNECTION THEREWITH, AND OTHER MATTERS RELATING
THERETO.
WHEREAS, the Carmel Redevelopment Commission (the ""Commission" ).is authorized
by Indiana Code 3677-14-and-36r-7'-25-('collecti'vely, the•"Act"), to have issued in the.name of the
City of Carmel bonds of the Carmel Redevelopment Disdict.(the?' District") for the?purpose.of
providing.-for the financing-ofeconomic. development projects; and
WHEREAS, the Commission has previously established'the Merchants"Pointe Economic
Development Area (the "Area') as an economic development area and. an allocation area to
facilitate the. financing of certain. local public improvements-in the Area as more fdlty described
in Exhibit A.attached hereto (collectively` the "Project");=and
WHEREAS, the Commission, proposes to issue and sell the revenue bonds li6reihafter
authorized, and, designated "-Adjustalile Rate. Tax.,Increment Revenue Bonds> (Merchants' Pointe
Project) (the "Bonds" ), in one or more series, to finance costs of,the,Project',
NOW, THEREFORE, BE IT RESOLVED`by the,Commission:as follows:
Section 1, Financing Agreements; The Commission hereby approved the following
agreements, and other documents, substantially in the forms.presented`at this.meeting: (i) a Trust
Indenture between the Commission•and, First;Merchants Bank, N.A., astrustee (the "Indenture");
(ii) She form of,Bnnds included.in the Indenture; (iii) a Bond Purchase: Agreement (the ``Bond
Purchase Agreement") betWeep the Commission and McDonald 'Investment, Inc. (the
"Placement Agent"); ,(iv) a-Preliminary Offering.Memorandum with respect to the Bonds (the
"Preliminary Offering, Memorandum" j; (v) a Letter: of Credit to be issued by Bank One, Indiana,
N.A. in favor of the trustee -for ,the Bonds (the "Letter of Credit"); and (vi) a Reimbursement
Agreement among the Commission, Merchants" Pointe Associates; I:LC. (or. another entity on,
behalf of Merchants' Pointe Associates; LLQ and Bank One, Indiana, N:A. (the
"Reimbursement Agreement")., In addition,.the Commission hereby approved tbe'use of an
Offering'Memorandum with respect to, the,Bonds,:in, substantially the fonn:of the Preliminary
Offering-Mernorandum, but with the addition thereto of any pricing or.,other information omitted
therefrom (the "Offering•Memorandum")..
Section72., Bonds. The Commission hereby, authorizes the-issuance of the Bonds, in
one or more senes,.in„an.aggregate principal amount not.to exceed One Million One Hundred
Seventy Thousand Dollars ($1,170,000),_fot the putpose of procuring funds to!pay a portion of
the costs of the Project, which Bonds will be payable solely out,of.and-secured exclusivelyby.the
trust Estate (as defined in the Indenture), as well as the Letter of Credif(up.to tbe,maxintum
amount authorized therein). The Bonds shall be.dated`the date of delivery"thereef, shall mature
not later than'twenty (20) years from the first February l after the Bonds are delivered,, shall be
in denominations of One Hundred .Thousand Dollars ($100;000) and any'integral multiples, of
Five Thousand Dollars ($5,000) in excess thereof. (except as otherwise, provided in the
Indenture), and shall Vein fully registered form, registered,ihitially in the, name of Cede, & Cc.,
as nominee of The Depository Trusi"Company, New..-York,-New York. The. Bonds,shali carry
the conversion or registration privileges, be-executed m the manneri be payable in the,medium of
payment at the'place or_places, and be subjectto,the terms o€.redemption, including redemption
prior to maturity,. as provided in the Indenture. The_Bonds shall bear interest at the rate or rates
from time to time deei mzined iwaccordance:with'the Indentiire;,not to exceed seven percent (70/6)
per annum. The interest on the Bonds shall'be;payable at the time or times or at the interval or
intervals provided' in 'the Indenture. The Bonds are limited obligations of the, District, payable
solely out of and secured exclusively by the Trust Estate, and shall not otherwise consikate a
debt, liability or obligation of the District,orthe-City of Cannel.
Section I Offering Memorandum, The distribution of the Preliminary Offering
Memorandum-and the Offering Memorandum are hereby authorized and approved.
Section4. Letter-of-Credit; Guaranty. The officers of the Commission. are,., hereby
authorized to obtain the, Letter of Credif and to execute;any necessary or appropriate documents
in connection therewith, including;wiihout limitation the Reimbursement Agreement .and a
remarketing agreement with a remarketing agent to be selected by;such -officers. Such officers
are further authorized and directed to secure one or more guaranties from Merchants' Pointe
Associates, LLC'ordts affiliates°or principals or designees, as aback-up sourcc of security for,the
Commission's reimbursement?obligations with respect'to the Letter of Credit; and-to execute any
and all•documents necessary or appropriate to effectuate such?guaranties.
Section 5" Execution of Documents. Any two officers of the Commission
(collect ively;°the-'Authorized-Sign atories") areherebyauthorized and'direeted, for an on behalf
of the Commission, to execute, seal, attest and deliver the Indenture, the Bond Purchase
Agreement, the Offering. Memorandum and the Reimbursement Agreement,::substantially in the
forms presented at this meeting, but with such, changes thereto as such.Authorized Signatories
may determine to be necessary or appropriate,, such determination to be cohclusively evidenced:
by such Authorized Signatories'` execution and attestation thereof; provided; however, that no
such.change shall,increase,the maximum principal amount of, the maximum interestrate,on or
the maximum term to maturity of`the'Botlds as set forth;in the Resolution without: further
consideration by'the Commission. The,Mayor and Clerk-Treasurer of the City of Carmel are
authorized to sign the Bonds in the name of the City on behalf 'of the District, and such
signatures may be facsimile=signatures. The Clerk-Treasurer is,hereby authorizedand directed,
for and on behalf of the Commission, to arrange. for the delivery of'the.Bonds;at'the direction of
the Placement Agent..
Section 6. Other Actions. Any of the. Authorized Signatories is hereby authorized
and directed, for and. on, behalf.of the Commissioni"to'"execute, seal, attest and delivery any other
2
agreement or instrument and to take any other action as, such Authorized Signatory may
determine to be `necessary or :appropriate to effect the 'transactions contemplated by this
Resolution, such determination to. be conclusively evidenced by such Authorized Signatory's
having executed such_other agreement or instrument or haying taken such other "action.
Section T Resolutibn'As.Contract. The. provisions of 'Ns Resolution,shall constitute
a contract between the Commission and-the owners of the Bonds, and, from and after the
issuance of the Bonds, this Resolution shall nocbe.repealed or amended in any respect which
would adversely affect the rights of'such owners so long;as any,oftheBonds.remam outstanding
under the Indenture.
Section 8:. Effectiveness, This.Resolution shall constitute a complete restatement of
Resolution No..13-2001.and shall'be,in full force and effect immediately upon its passage.
Adopted by the,members 'of.the:Carmel Redevelopment Commission on this
day of November,, 2001.
CARMEL REDEVELOPMENT CONWISSION
resident
Vice,President
Member
266174
3
EXHIBIT A
Description. of.the-Pro jects
The proceeds!of the.Bonds-will:be used to pay all or "a portion of the-.costs incurred for the
following projects which will.be located in or.directly serve and benefit the Merchants' Pointe
Economic Devel6pment Area (the."together with costs incurred in, connection with the
issuance of the Bonds,, including-capitalized interest, credit enhancement; fees, and-any required
funding of.a debt service. resdnye:f nd-
1. The construction and acq"uisition.of.lylerch-ants' Pointe. Drive including the
acquisition, construction and-,installahon of the,paved roadway; curbs and
sidewalks, sewers, and relatedimprovements and enhancements.
2. Drainage Improvements;to 116`h Street.
3. Reconfiguration and installation of traffic signaf.at intersection of 116h Street,
AAA Way and Merchants' Pointe Drive.
266174
4