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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