HomeMy WebLinkAboutCRC-2011-11 Authorization of $29,000,000 Lease Rental Revenue Refunding BondRESOLUTION NO. 2:0 11 " l .1
RESOLUTION OF THE CITY OF CARMEL REDEVELOPMENT COMMISSION
AUTHORIZING THE EXECUTION OF AN AMENDMENT TO LEASE
BETWEEN THE CITY OF CARMEL REDEVELOPMENT AUTHORITY AND THE
CITY OF CARMEL REDEVELOPMENT COMMISSION AND
APPROVING CERTAIN MATTERS RELATED THERETO
WHEREAS, the City of Carmel Redevelopment Authority (the "Authority ") has been
created pursuant to IC 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 "); and
WHEREAS, the Authority, as lessor, and the Commission, as lessee, have previously
entered into a Lease Agreement, dated as of March 23, 2004, as amended and supplemented by
an Addendum to Lease Agreement, dated as of May 13, 2004 (collectively, the "Lease ");
WHEREAS, the Authority issued its Lease Rental Revenue Bonds of 2004, dated June 9,
2004 (the "2004 Bonds "), in the original aggregate principal amount of Thirty -Five Million
Dollars ($35,000,000), pursuant to a Trust Indenture, dated as of May 1, 2004, between the
Lessor and Wells Fargo Bank, N.A. (ultimate successor to National City Bank of Indiana,
Indianapolis, Indiana), as trustee, for the purpose of procuring funds to pay the cost of acquiring
and constructing certain road improvements in the City of Carmel, Indiana, as described in
Exhibit A of the Lease; and
WHEREAS, the 2004 Bonds are currently outstanding in the aggregate principal amount
of Twenty -Six Million Seven Hundred Sixty -Five Thousand Dollars ($26,765,000); and
WHEREAS, Indiana Code 36 -7 -14.5 authorizes the refunding of bonds issued by the
Authority; and
WHEREAS, due to favorable market conditions, the Authority desires to advance refund
all of the outstanding 2004 Bonds (the "Refunded Bonds ") in order to effect a savings in the
interest costs on the Refunded Bonds; and
WHEREAS, the Authority has authorized, or is anticipated to authorize, the issuance of
refunding bonds designated as "City of Carmel Redevelopment Authority Lease Rental Revenue
Refunding Bonds of 2011", in the aggregate principal amount not to exceed Twenty -Nine
Million Five Hundred Thousand Dollars ($29,500,000) (the "2011 Bonds "), for the purpose of
providing funds for the payment of: (i) the principal and interest due on the Refunded Bonds
from February 1, 2012, through and including August 1, 2012; (ii) the principal, interest and
redemption premium payable on the remaining outstanding Refunded Bonds, as the same
becomes due on August 1, 2012; and (iii) the costs of refunding the Refunded Bonds, including
the costs of issuance of the 2011 Bonds; and
WHEREAS, pursuant to the Lease, the Commission has agreed to pay the Authority
fixed annual rental payments, which were based on the annual amounts of principal and interest
due on the 2004 Bonds in each twelve (12) month period, commencing each year on August 1,
rounded up to the next One Thousand Dollars ($1,000) (plus an additional Five Thousand
Dollars ($5,000) each year to cover the certain administrative costs and expenses related to the
2004 Bonds), payable in advance in semi -annual installments on January 15 and July 15 of each
year; and
WHEREAS, the Commission now desires to approve a First Amendment to Lease
Agreement, between the Authority and the Commission (the "Lease Amendment "), in order to
reduce the annual lease rental payments under the Lease in amounts that correspond with the
annual amounts of principal and interest due on the 2011 Bonds in each twelve (12) month
period, commencing each year on August 1, rounded up to the next One Thousand Dollars
($1,000) (plus an additional Five Thousand Dollars ($5,000) each year to cover the certain
administrative costs and expenses related to the 2011 Bonds), payable in advance in semi - annual
installments on January 15 and July 15 of each year, and to approve other actions related thereto.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY OF CARMEL
REDEVELOPMENT COMMISSION AS FOLLOWS:
1. The Commission hereby approves the issuance of the 2011 Bonds.
2. The Commission hereby approves the proposed Lease Amendment, in the form
presented at this meeting. The President or any other officer of the Commission is hereby
authorized and directed to execute and deliver the Lease Amendment in substantially the form
presented at this meeting with such changes in form or substance as the President or any other
officer of the Commission shall approve, such approval to be conclusively evidenced by the
execution thereof.
3. The President, Vice President and Secretary of this Commission, and each of
them, is hereby authorized and directed to take all such further actions and to execute all such
instruments as are desirable to carry out the transactions contemplated by this Resolution,
including but not limited to a continuing disclosure agreement and closing certifications, in such
forms as the President, Vice President or Secretary executing the same shall deem proper, such
desirability to be conclusively evidenced by the execution thereof.
4. This Resolution shall be in full force and effect after adoption by the Commission.
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ADOPTED the 16"' day of November, 2011.
INDS01 BJB 1285863v2
CITY OF CARMEL REDEVELOPMENT
COMMISSION
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