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HomeMy WebLinkAboutCRC-2012-06 Proposed Lease /CRA/CRC RESOLUTION NO. 2012-6 RESOLUTION OF THE CITY OF CARMEL REDEVELOPMENT COMMISSION APPROVING THE FORM AND AUTHORIZING THE EXECUTION OF A PROPOSED LEASE BETWEEN THE CITY OF CARMEL REDEVELOPMENT AUTHORITY AND THE CITY OF CARMEL REDEVELOPMENT COMMISSION, AND AUTHORIZING CERTAIN MATTERS RELATED THERETO 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"); and WHEREAS, the Authority has adopted, or is expected to adopt, a resolution (a) approving a proposed lease agreement (the "Lease") between the Authority, as lessor, and the Commission, as lessee, for the lease of the Leased Premises (as defined in the Lease), and (b) 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 original principal amount of$195,000,000 (collectively, the "Bonds"), to provide funds for the purposes of: (1) financing the acquisition by the Authority from the City of the Leased Premises, and the use by the City of the proceeds of such sale to (A) refund, or cause to be refunded, all or a portion of the outstanding obligations of the City and/or the District, identified in Ordinance D- 2100-12 (as may be amended) (the "Ordinance"), adopted or to be adopted by the Common Council of the City ("Common Council") prior to the issuance of the Bonds, and pay all costs or expenses incurred in connection therewith (clause (1)(A), collectively, the "Refunding Project"), and (B) finance or reimburse the cost of the construction, renovation, improvement and/or equipping of the projects identified in the Ordinance (clause (1)(B), collectively, the "City Center Completion Projects"); (2) funding a debt service reserve fund or paying the premiums for one or more municipal bond insurance policies and/or one or more debt service reserve fund credit facilities, if any; (3) paying capitalized interest on the Bonds, if any; and (4) paying all costs of issuance of the Bonds (clauses (1) through and including (4), collectively, the "Project"); and WHEREAS, the form of proposed Lease has been presented to the Commission at this meeting; and WHEREAS, after publishing notice of a public hearing in accordance with Indiana law and Section 147(f) of the Internal Revenue Code of 1986, as amended, the Commission held a public hearing on September 19, 2012, at 6:30 p.m. (local time), in the City Hall Council Chambers, located at One Civic Square, Carmel, Indiana, regarding the Lease and the Bonds at which the Commission provided all interested parties the opportunity to be heard at such hearing; and WHEREAS, pursuant to the terms of the Lease, the Commission intends to pay lease rental payments to the Authority (the "Rental Payments") at a maximum annual rate of Seventeen Million Five Hundred Thousand Dollars ($17,500,000), which Rental Payments shall be payable in semi-annual installments, for a term no longer than twenty-five (25) years beginning on the date on which the Commission begins to make Rental Payments under the Lease, and ending on the day prior to a date not later than twenty-five (25) years thereafter; and WHEREAS, the Commission desires to execute the Lease and authorize the publication, in accordance with Indiana Code 36-7-14-25.2, of a Notice of Execution and Approval of Lease. NOW, THEREFORE, BE IT RESOLVED BY THE CITY OF CARMEL REDEVELOPMENT COMMISSION AS FOLLOWS: 1. The Commission hereby finds and determines that the terms of the Lease are based upon the value of the Leased Premises, that the Rental Payments to be paid by the Commission, pursuant to the terms of the Lease, at a maximum annual rate of Seventeen Million Five Hundred Thousand Dollars ($17,500,000), which Rental Payments shall be payable in semi- annual installments, for a term no longer than twenty-five (25) years beginning on the date on which the Commission begins to make lease rental payments under the Lease and ending on the day prior to a date not later than twenty-five (25) years thereafter, arc fair and reasonable, and that the service to be provided throughout the term of the Lease will serve the public purpose of the City and is in the best interests of its residents. 2. The Commission reasonably expects to pay the Rental Payments during the term of the Lease from tax increment revenues or other legally available revenues of the Commission, and the payment of the Rental Payments will be secured by a back-up pledge of the revenues derived by the Commission from the levy of a special benefits tax pursuant to Indiana Code 36- 7-14-27. 3. The President or Vice President and the Secretary of this Commission are hereby authorized and directed, on behalf of the City, and subject to obtaining approval from the Common Council, to execute and deliver the Lease in substantially the form presented at this meeting with such changes in form or substance as the President or Vice President of this Commission shall approve, such approval to be conclusively evidenced by the execution thereof; provided, however, the annual Rental Payments and term of the Lease shall not exceed the parameters set forth in paragraph 1 hereof. 4. The Secretary of the Commission is hereby directed to transmit to the Common Council a copy of this Resolution and to request from the Common Council an ordinance approving the Lease, prior to the execution thereof. 5. The Commission hereby authorizes the publication, in accordance with Indiana Code 36-7-14-25.2, of the Notice of Execution and Approval of Lease. 6. The Commission hereby declares its official intent to facilitate the issuance of the Bonds for the purpose of financing the Project. The Commission hereby declares its intent, pursuant to Treas. Reg. §1.150-2 and Indiana Code 5-1-14-6(c), that all or a portion of the costs incurred by or on behalf of the Authority, the Commission or the City in financing the Project,be reimbursed from the proceeds of the Bonds. 7. The President, Vice President and Secretary of this Commission, and each of them, is hereby authorized and directed to take any and all such further actions and to execute all 2 such instruments, documents or certificates as may be necessary, desirable or appropriate to carry out the Project and the transactions contemplated by this Resolution, 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, and any and all actions previously taken by any member of the Commission or representatives of the Commission in connection with the foregoing resolutions, including, but not limited to, publication of the notice of the public hearing held in connection with such resolutions, be, and hereby are, ratified and approved. 8. This Resolution shall be in full force and effect after adoption by the Commission. ADOPTED this 19`h day of September, 2012. CITY OF CARMEL REDEVELOPMENT COMMI. ION President _ y Vice President Secretary A4 ∎- ems e Member INDS01 WB 1350187v3 3