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HomeMy WebLinkAboutORDINANCES-1985-059-O-85EXHIBIT A ORDINANCE NO. ,5 AN ORDINANCE PROVIDING FOR THE FINANCING BY THE CITY OF EVANSTON, ILLINOIS OF AN INDUSTRIAL DEVELOPMENT PROJECT CONSISTING OF REFUNDING THE COSTS OF A BUILDING AND RELATED PROPERTY IN ORDER THAT LASALLE NATIONAL BANK, AS TRUSTEE UNDER TRUST NUMBER 106324 DATED APRIL 29, 1983 AND NOT INDIVIDUALLY AND FOUNTAIN SQUARE LIMITED PARTNERSHIP (THE "BORROWER") MAY BE PROVIDED WITH FACILITIES TO RELIEVE CONDITIONS OF UNEMPLOYMENT WITHIN THE CITY: AUTHORIZING THE ISSUANCE OF ITS $3,300,000 REFUNDING FLOATING/FIXED RATE INDUSTRIAL DEVELOPMENT REVENUE BONDS (FOUNTAIN SQUARE PROJECT), SERIES 1985 IN CONNECTION THEREWITH; AUTHORIZING THE EXECUTION AND DELIVERY OF A LOAN AGREEMENT BETWEEN THE CITY OF EVANSTON, ILLINOIS AND THE BORROWER; AUTHORIZING THE EXECUTION AND DELIVERY OF AN INDENTURE OF TRUST SECURING SAID BONDS; AND AUTHORIZING THE EXECUTION OF A BOND PURCHASE AGREEMENT PROVIDING FOR THE SALE OF SAID BONDS TO THE PURCHASER THEREOF AND -RELATED MATTERS. WHEREAS, the City of Evanston, Illinois, a municipality existing under the Constitution and the laws of the State of • Illinois (the "Issuer") is authorized and empowered by the provisions of Ordinance No. 13-0-81, adopted by the City Council of the Issuer on March 2, 1981, as from time to time supplemented and amended (the "Act") to issue its revenue bonds to finance the costs of any industrial project to the end that the Issuer may be able to relieve conditions of unemployment, to maintain existing levels of employment and to encourage the increase of industry and commerce within the City of Evanston, Illinois, thereby reducing the evils attendent upon unemployment and provide for the public safety, benefit and welfare of the residents of the City of Evanston; and WHEREAS, as a result of negotiations between the Issuer and LaSalle National Bank, as Trustee under Trust Number 106324 dated April 29; 1983 and not individually (the "Land Trust") and • Fountain Square Limited Partnership, an Illinois limited • partnership (the "Beneficiary") (the Land Trust and the Beneficiary are hereinafter collectively referred to as the "Borrower".), the Borrower has provided for financing of the cost of refunding the cost of acquisition of real estate and construction and equipping of a building (here- inafter referred to as the "Project"), which constitutes an industrial project under the Act, and the Issuer is willing to issue its revenue bonds to refund the cost of the Project (the "Bonds") and to enter into a loan agreement with the Borrower upon terms which will produce revenues and receipts sufficient to provide for the prompt payment at maturity of the principal and interest on such revenue bonds, all as set forth in the details and provisions of the Loan Agreement hereinafter identified; and WHEREAS, the legal title to the Project is held by the • Land Trust of which the Beneficiary is the sole beneficiary and the Project is leased to various tenants; and WHEREAS, it is necessary and proper for the Issuer for the benefit of the inhabitants.within the Issuer to authorize the refunding of the Project and the issuance of the Issuer's Refunding Floating/Fixed Rate Industrial Development Revenue Bonds (Fountain Square Project), Series 1985 in the aggregate principal amount of $3,300,000 (the "Bonds"); and WHEREAS, Prudential-Bache Securities Inc. (the "Underwriter") has indicated its willingness to purchase the Bonds to provide the refunding of the Project; and WHEREAS, it is necessary to authorize the execution of a Loan Agreement between the Issuer and the Borrower under the terms 0 of which the Issuer will lend the proceeds of the sale of the -2- • Bonds to the Borrower to refund the Issuer's $3,00,000 Industrial Development Revenue Bonds (Fountain Square Project).(Series 1983) dated as of November 1, 1983 and to reimburse the Borrower for the financing of the costs of the refunding of the Project, the payments to be paid by the Borrower to the Issuer in repayment of the loan to be sufficient to pay at maturity the principal of premium, if any, and interest on the Bonds; and WHEREAS, it is necessary for the Issuer to execute and deliver an Indenture of Trust to LaSalle National Bank, as Trustee (the "Trustee") for the holders from time to time of the Bonds pursuant to which the Bonds will be issued; and WHEREAS, Republic Savings & Loan Association of Wisconsin (the "Association") will enter into a Loan Purchase • Agreement dated as of May 1, 1985 with the Trustee (the "Loan Purchase Agreement" ), and WHEREAS, the Borrower will enter into a First Mortgage and Security Agreement dated as of May 1, 1985 (the "Mortgage"), said Mortgage to be to the Issuer and assigned by the Issuer to the Trustee to secure such Bonds; and WHEREAS, the Borrower will enter into an Assignment of Leases and Rents dated as of May 1, 1985 (the "Assignment of Leases and Rents"), said Assignment of Leases and Rents to be to the Issuer and assigned by the Issuer to the Trustee to secure such Bonds; and WHEREAS, it is necessary to authorize the sale of the Bonds and to execute a Bond Purchase Agreement hereinafter defined in connection therewith; and 0 • WHEREAS, a Preliminary Official Statement (the "Preliminary Official Statement") dated , 1985 has been prepared and presented to this meeting; and WHEREAS, the Issuer has caused to be prepared and presented to this meeting the following documents, which the Issuer proposes to enter into: 1. The Loan Agreement dated as of May 1, 1985, between the Issuer and the Borrower (the "Loan Agreement"); 2. The Indenture of Trust dated as of May 1, 1985 (the "Indenture"), between the Issuer and the Trustee, setting forth terms, conditions and security requirements for the proposed bond issue to refund the Project and containing the form of the Bonds; 3. The Bond Purchase Agreement to.be dated as of May 1, 1985 (the "Bond Purchase Agreement"), among the Issuer, the • Borrower and the Underwriter; 4. The Mortgage; 5. The Assignment of Leases and Rents; 6. The Remarketing Agreement dated as of May 1, 1985 among the Underwriter, the Issuer, the Association and the Borrower (the "Remarketing Agreement"); 7. The Tender Date Agreement dated as o May 1, 1985 among the Underwriter, the Borrower, the Issuer, the Trustee, Manufacturers Hanover Trust Company (the "Tender Agent") and the Association (the "Tender Agent Agreement"); and 8. The Standby Loan Agreement dated as of May 1, 1985 11 among the Association, the Trustee, the Issuer, the Tender Agent, the Beneficiary and the Underwriter (the "Standby Loan 0 Agreement"); and -4- • WHEREAS, the Issuer held a Public Hearing pursuant to Section 103(k) of the Internal Revenue Code of 1954, as amended, on May 20, 1985; NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF EVANSTON, COOK COUNTY, STATE OF ILLINOIS, AS FOLLOWS: Section 1. That the form, terms and provisions of the proposed Loan Agreement and Indenture be, and they hereby are, in all respects approved, and that the Mayor and the City Clerk of the Issuer be, and they are hereby authorized, empowered and directed to execute and deliver such instruments in the name and on behalf of the Issuer, to cause the Loan Agreement to be delivered to the Borrower and to cause the Indenture to be delivered to the Trustee; that the Indenture shall constitute a lien for the security of the Bonds and upon all right, title and • interest of the Issuer in and to the Loan Agreement (except for certain rights of the Issuer to indemnification and payment of expenses), the promissory note of the Borrower (the "Note") delivered pursuant thereto and the Mortgage and the Assignment of Leases and Rents, and in and to the payments, revenues and - receipts payable to the Issuer pursuant thereto, and said revenues are hereby and in the Indenture pledged for such purpose;, that.the Loan Agreement and the Indenture are to be in substantially the respective forms submitted to this meeting and hereby approved, with such changes therein as shall be approved by the officials of the Issuer executing the same, their execution thereof to constitute conclusive evidence of their approval of any and all changes or revisions therein from the forms of the Loan Agreement • and the Indenture hereby approved; and that from and after the =5- • execution and delivery of such instruments, the officials, agents and employees of the Issuer are hereby authorized, empowered and directed to do all such acts and things and to execute all such documents as may be necessary to carry out and comply with the provisions of such instrument as executed. Section 2. That the form, terms and provisions of the proposed Bond Purchase Agreement, a copy of which is before this meeting., be, and it hereby is, in all respects approved, and that the Mayor and the City Clerk of the Issuer be, and they hereby are, authorized, empowered and directed to execute the Bond Purchase Agreement in the name and on behalf of the Issuer and thereupon to cause the Bond Purchase Agreement to be delivered to the Underwriter and the Borrower; that the Bond Purchase Agreement • is to be in substantially the form thereof submitted to this meeting and hereby approved, with such changes therein as shall be approved by the officials of the Issuer executing the same, their execution thereof to constitute conclusive evidence of their approval of any and all changes or revisions therein from the form of such instrument hereby approved; that the Bond Purchase Agreement shall be entered into with the Underwriter and the Borrower; and that from and after the execution and delivery of such instrument, the officials, agents and employees of the Issuer are hereby authorized, empowered and directed to do all such acts and things necessary to carry out.and comply with the provisions of such instrument as executed. Section 3. That the issuance of the Bonds in the aggregate principal amount of $3,300,.000 to mature on May 1, 2015 • with the interest rate to beat a Variable Rate or a Fixed Rate, { . as determined from time to time in accordance with the Indenture and to be redeemed by sinking fund payments as provided on the attached Exhibit A is hereby approved and the Mayor and the City Clerk of the Issuer be and are hereby authorized, empowered and directed to cause to be prepared the Bonds in the form and having the other terms and provisions specified in the Indenture (as executed and delivered); that the Bonds shall be executed in the name of the Issuer with the manual or facsimile signature of its Mayor and the manual or facsimile signature of its City Clerk and the seal of the Issuer shall be impressed or reproduced thereon, and that the Mayor or any other officer.of the Issuer shall cause the Bonds, as so executed and attested, to be delivered to the Trustee for authentication and the Trustee is hereby requested to • authenticate the $3,300,000 aggregate principal amount of Bonds; and the form of the Bonds submitted to this meeting as the same appears in the Indenture, subject to appropriate insertion and revision in order to comply with the provisions of said Indenture be, and the same hereby is, approved, and when the same shall be executed on behalf of the Issuer in the manner contemplated by the Indenture and this Ordinance in the aggregate principal amount of $3,300,000, it shall represent the approved form of the Bonds of the Issuer. Section 4. That the distribution and use of the Preliminary Official Statement by the Underwriter is hereby ratified and the Mayor is authorized to execute the same and the distribution and use of a Final Official Statement is hereby authorized and the Mayor is directed to execute the same. .7 • Section 5. That the sale of the Bonds to the Underwriter at a purchase price of % of the principal amount thereof, upon the terms and conditions set out in the Bond Purchase Agreement, be, and is, in.all respects authorized and approved. Section 6. That from and after the execution and delivery of said documents, the.proper officials, agents and employees of -the Issuer are hereby authorized, empowered and directed to do all such acts and things, including without limi- tation endorsement or assignment of the Note, the Mortgage and the .Assignment of Leases and Rents to the Trustee, and to execute all such documents, including the Remarketing Agreement, the Tender Agent Agreement and the Standby Loan Agreement, as may be necessary to carry out and comply with the provisions of said • documents as executed and to further the purposes and intent of this Ordinance, including the preamble hereto. Section 7. That the Issuer at the direction of the Beneficiary hereby approves and appoints Prudential-Bache Securities Inc. as the initial Indexing Agent (as defined in the Indenture) and Prudential-Bache Securities Inc. is hereby approved and appointed as initial Remarketing Agent (as defined in the Indenture). The City Council is hereby authorized and empowered from time to time to approve the removal and replacement of the Indexing Agent and/or the Remarketing Agent on behalf of the Issuer in accordance with the Indenture, and to -execute and deliver on behalf of.the Issuer any and all documents as may from time to time be required in connection with the remarketing of the • Bonds, it being the intention of the City Council of the Issuer at • the direction of the Beneficiary and without independent • investigation that, except as otherwise provided in the Indenture (as executed and delivered) the Bonds will remain outstanding as Bonds on which the interest is exempt from federal income tax for the entire term of the Bonds in order that the Project will be able to provide the benefits to the Issuer intended by this Ordinance. Section 8. That all acts and doings of the officials of the Issuer which are in conformity.with the purposes and intent of this Ordinance and in furtherance of the issuance and sale of the Bonds in the aggregate principal amount of $3,300,000 and the refunding of the Project to that amount be, and the same hereby are, in all respects, approved and confirmed. Section 9. That approval is hereby granted for the • issuance of the Bonds pursuant to Section 103(k) of the Code. Section 10. The Issuer hereby elects to have the provisions of Section 103(b)(6)(D) of the Internal Revenue Code of 1954, as amended, apply to the hereinabove described bond issue. Section 11. The Bonds shall be a limited obligation of the Issuer payable solely out of the revenues and receipts to be derived from the Loan Agreement and the Note. No holder of any Bond shall ever have the right to compel any exercise of the taxing power of the Issuer to pay the Bonds or.the interest or premium, if any, thereon and the Bonds shall not constitute an indebtedness of the Issuer or a loan of credit thereof within the meaning of any constitutional or statutory provision. It shall be plainly stated on the face of each Bond that it has been issued under the provisions of the Act'and that it does not constitute an • -9- • indebtedness of the Issuer or a loan of credit thereof within the meaning of any constitutional or statutory provisions. Nothing in this Bond Ordinance, the Loan Agreement or the Indenture shall be construed as an obligation or commitment by the Issuer to expend any of its funds other than (i) the proceeds of the sale of the Bonds, (ii) the revenues and receipts to be derived from the Loan Agreement and the Note, or (iii) any moneys arising out of the investment or reinvestment of said proceeds, rents, revenues or moneys. Section 12. The Bonds shall be issued in compliance with and under the authority of the provisions of the Act, this Bond Ordinance and the Indenture. Section 13. That the provisions of this Ordinance are hereby declared to be separable, and if any section, phrase or • provision shall, for any reason, be declared to be invalid, such • declaration shall not affect the validity of the remainder of the sections, phrases or provisions. Section 14. That all ordinances, resolutions, orders or parts thereof in conflict with the provisions of this Ordinance are, to the extent of such conflict, hereby superseded. -10- •• Section 15. This Ordinance shall be in full force and effect from and after its passage and approval, in accordance with 1 aw•. AYES: Aldermen Davis, Brady, Summers, Wold, Nelson, Bleveans, Collens, Rainey, Larson, Ream, Warshaw, Rudy, Juliar, Thiel, and Drummer. NAYES : None ABSENT: Aldermen Korshak and Morton. (Alderman Raden temporarily absent) PASSED this 20 day of May, 1985. APPROVED this 30 day of May, 1985. Mayer ATTEST: Cry y Clerk • • C • EXHIBIT A TERM BONDS Year May 1 1991 1992 1993 1994 1995 1996 1997 1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 • 201 2012 2013 2014 2015 • Sinking Fund Installments -12-