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HomeMy WebLinkAboutORDINANCES-1983-125-O-83is 0 ORDINANCE.NO. :U5-0-83 - AN ORDINANCE AUTHORIZING THE ISSUANCE OF $3,000,000 INDUSTRIAL; DEVELOPMENT REVENUE BONDS (FOUNTAIN SQUARE PROJECT) BY THE CITY OF EVANSTON, ILLINOIS, AND APPROVING THE EXECUTION AND DELIVERY OF A LOAN AGREE- MENT, DATED AS OF NOVEMBER 1, 1983, A BOND PURCHASE AGREEMENT, DATED AS OF NOVEMBER 1, 1983, AN INDENTURE OF TRUST DATED AS OF NOVEMBER 1, 1983, A MORTGAGE AND SECURITY. AGREEMENT DATED AS OF NOVEMBER 1, 1983 AND AN ASSIGNMENT OF RENTS DATED AS OF NOVEMBER 1, 1983 AND RELATED MATTERS. WHEREAS, pursuant to Ordinance No. 13-0-81, duly adopted by the City Council of the City of Evanston, Cook County, Illinois (hereinafter referred to as the "Issuer"), on March 2, 1981, (the "Act"), the Issuer is authorized to issue revenue bonds for the purpose of financing "economic development projects" as defined in the Act; and - WHEREAS, as a result of negotiations between the Issuer and Fountain Square Limited Partnership (the "Borrower") and in reliance upon a Memorandum of Intent between the Issuer and the Borrower, the Borrower has entered into contracts for the acquisition anal improvement of an office and retail building located within the corporate limits of the Issuer (the "Project"), such acquisition and improvement constituting an "economic development project" with- in the meaning of the Act and of the character and accomplishing the purposes provided for in the Act, and the Issuer is willing to issue its Industrial Development Revenue Bonds to finance the Project Costs as defined in the Act 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 of the principal, interest and redemption premiums, if any, on such revenue bonds, all as set forth in the details and provisions of the Loan Agreement hereinafter identified; . and WHEREAS, the'City Council of the Issuer held a public hearing with respect to the issuance of the Bond (hereinafter de- fined) and the nature and location of the Project and has determined to authorize and approve the issuance of the Bond; and WHEREAS, it is necessary and proper for the interest of the Issuer and its inhabitants to authorize the issuance of $3,000,000 Industrial Development Revenue Bonds (Fountain Square Project) (the "Bonds"), for the purpose of financing the Project • Costs, and the same is a matter pertaining to the government and affairs of the Issuer; and WHEREAS, American National Bank and Trust Company of Chicago (the "Purchaser") has offered to purchase the Bonds at a price acceptable to the Issuer and the Borrower, and in order to provide for the issuance of the Bonds it is necessary for the Issuer to authorize the execution of the following described documents in substantially the forms before this meeti.ng•: (1) A Loan Agreement (the "Loan Agreement"), dated as of November 1, 1983, between the Issuer and the Borrower; and (2') An Indenture of Trust (the "Indenture"),.dated as of November 1, 1983, between the Issuer and American National Bank and Trust Company of Chicago, as Trustee (the "Trustee"), setting • -2- i forth the terms, conditions and security requirements for the C] Bonds; and (3) A Bond Purchase Agreement (the "Bond Purchase Agreement"), dated as of November 1, 1983, among the Issuer, the Purchaser and the Borrower;,and (4) A Mortgage and Security Agreement (the "Mortgage") dated as of November 1, 1983 from LaSalle.National Bank, as Trustee under the Trust Agreement dated April 29, 1983, known as Trust No. 106324 (the "Land Trustee"), and the Borrower to the Issuer; and (5) An Assignment of Rents and Leases (the "Assignment of Rents") dated as of November 1, 1983 from the Borrower and the Land Trustee to the.Issuer; and (6) The Industrial Development Revenue Bond of the.Issuer (the "Bond"), to be expressed to have a final maturity on or about January 1, 2015, to be dated the date of issue thereof, to be pay- able to the Purchaser and to be in the principal amount of $3,000,000. NOW, THEREFORE, BE IT ORDAINED by the City Council of the City of Evanston, Cook County, Illinois, as follows: Section 1. That the Issuer is a home rule unit under the provisions of Section 6(a) of Article VII of the 1970 Consti- t,ution of Illinois, and as a home rule unit may, "exercise any power and,perform.any function pertaining to its government and affairs." That this Ordinance is adopted pursuant to the Issuer's' home rule powers and in accord with the Act, any provision con - twined in the.Illinois (Municipal Code to the contrary notwith- standing.. -3- .. Section 2. That the form, terms and provisions of the proposed 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 the Indenture in the name and on behalf of the Issuer, and thereupon to cause the Indenture to be delivered to the Trustee; that the Indenture is to be in substantially the form presented 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 Indenture presented to this meeting; and that from and after the execution and delivery of the Indenture, 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 the Indenture as executed. Section 3. That the form, terms and provisions of the proposed Loan Agreement be, and they hereby are, 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 and deliver the Loan Agreement in the name and on behalf of the Issuer, and thereupon to cause the Loan Agreement to be 0 delivered to the Borrower; that the Loan Agreement is to be in substantially the form presented to this meeting and hereby approved, or with such change 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 -4- revisions therein from the form of Loan Agreement presented to this meeting; and that from and after the execution and delivery of the Loan Agreement, the official, 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 the Loan Agreement as executed. Section 4. That the form, terms and provisions of the proposed Bond Purchase Agreement be, and they hereby are, in all respects approved, and that the Mayor and the City Clerk of the Issuer be, and each is, authorized, empowered and directed to execute and deliver 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 Borrower and the Purchaser; that the Bond Purchase Agreement is to be in substantially the form presented to this meeting and hereby approved, or 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 Bond Purchase Agreement presented to this meeting; and that from and after the execution and delivery of the Bond Purchase Agreement, 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 the Bond Purchase Agreement as executed. Section 5.. That the form, terms and provisions of the' proposed Mortgage be, and they hereby are, in all respects.approved, _5_ � and that the Mayor and the City Clerk of the Issuer be, and they hereby are, authorized, empowered and directed to execute, acknowledge and deliver,the Mortgage in the name and on behalf of the Issuer, and thereupon to cause the Mortgage to be delivered to the Borrower; that the Mortgage is to be in substantially the form presented to this meeting and hereby. approved, or with such change 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 Mortgage presented to this meeting; and that from and after the execution and delivery of the Mortgage, the official, 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 the Mortgage as executed. Section 6. That the form, terms and provisions of the. proposed Assignment of Rents be, and they hereby are, 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, acknowledge and deliver the Assignment of Rents in the name and on behalf of the Issuer, and thereupon to.cause the Assignment of. Rents to be delivered to the Borrower; that the Assignment of Rents is to be in substantially the form presented to this meeting • and hereby approved, or with such change 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 Assignment of Rents presented to this meeting; and that from and after the 40 -6- execution and delivery of the Assignment of Rents, the official, t 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 the Assignment of Rents as executed. Section 7. That the Mayor or the City Clerk of the Issues be and is hereby authorized, empowered and directed to cause to be -prepared an issue of $3,000,000 aggregate principal amount of the Bonds of the Issuer, bearing interest at the rate or .rates per annum, maturing in the year or years in the principal amounts, in such form and having the other terms and provisions specified in said Indenture (as executed and delivered); that said Bonds shall be executed in the name of the Issuer with the manual signatures of the Mayor and the City Clerk of the Issuer, and the seal of the Issuer shall be affixed thereto or imprinted !' thereof; that the Mayor or City Clerk of the Issuer shall cause the Bonds, as so executed and attested, to be delivered to the Trustee for authentication. Section 8. That 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 are, approved, or with such change therein as shall be approved b the officials* a PP Y ¢� of the Issuer executing the same, their execution thereof to consti- tute conclusive evidence of their approval of any and all changes or revisions therein from the form of the.Bonds submitted to this meeting, and'when the same shall be executed on behalf of the Issuer r r �I in the manner contemplated by the Indenture and this Ordinance in the aggregate principal amount of '$3,000,000; they shall represent the approved forms of the Bonds. of the Issuer. Section 9. That.the Mayor or City Clerk of the Issuer be and is hereby authorized, empowered to issue and sell to the Purchaser $3,000,000 principal amount of the Bonds, at a price of 100% of the principal amount as provided in the Bond Purchase Agreement (as executed and delivered). 'Section 10. 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 limitation, the endorsement and delivery of the Note of the Borrower to the Trustee for the benefit of the holder or holders of the Bonds, and to execute all such documents 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.h.ereto. Section 11. 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 $3,000,000 and the f'inanding of the Project to that amount be, and the same hereby are, in all respects, approved, ratified; authorized and confirmed. • Section 12. That in accordance with Section 103(k) of. the Internal• Revenue Code of 1954, as amended (.the "Code") the 0 8_ 0 issuance of the Bond in the aggregate principal amount of $3,000,000 to finance.all o.r a portion of t$e..cost of the Project is hereby approved. The Project will be owned and operated by the Borrower for use as an office and retail building. This approval is intended to constitute the approval by the elected legislative body of the Issuer as required by Section 103(k) of the Code. Section 13. That the Issuer hereby elects to have the provisions of Section 103(b)(6)(D) of the Code apply to the Bond authorized by this Ordinance, and the Mayor of the Issuer is hereby directed to file or cause to be filed an appropriate state- ment relating to such election with the Internal Revenue Service. Section 14. That the Issuer shall;.and the officers and agents of the Issuer are hereby authorized and directed to, take such action and execute such other documents, financing state - meats, certificates and instruments including, without limitation, the informational statement required by Section 103(1) of the Code and a certificate or certificates to substantiate the conclusion that the Bond is not an "arbitrage bond" within the meaning of Section 103(c) of the Code and the regulations promulgated or proposed thereunder, as may be necessary or desirable to carry out and comply with the intent of this Ordinance and to'carry out, comply with and perform the.duties of the Issuer with respect to the Borid,.the Indenture, the Loan Agreement and the Bond Purchase Agreement, as executed, and all acts and .doings of the officers of the Issuer which. are in conformity with the purposes and intent of this Ordinance and'in furtherance of the issuance and sale of "MIC the Bond,a.nd, the financing of the Project shall be, and are hereby in all respects, authorized, ratified, approved and confirmed. Section 15. The Issuer shall be paid the amount of one percent (1%) of the face value of such Bonds as an issuance and service charge. Said payment shall be made from the proceeds of such Bonds. That all other costs incidental to the issuance of such Bonds including attorneys fees, printing fees and all other similar expenses shall be paid from the proceeds of said Bond issue. That in no event shall the Issuer be liable for any costs or expenses arising from the issuance of said Bonds. Section 16. That the provisions of this Ordinance are hereby declared to be separable, and if any section, phrase or • provision, or the application of any section, phrase or provision to any person or circumstance 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 or the appli- cation of such section, phrase or provision to any person or circum- stance other than that to which it is declared to be invalid. Section 17., That all ordinances, resolutions, orders or parts thereof in conflict with the provisions of this, -Ordinance are, to the extent of such conflict, hereby repealed. Section 18. That this Ordinance shall be in full force and effect upon its approval by the Mayor. • -10- PASSED AND APPROVED this 19th day of December, 1983. AYES: Aldermen Collens, Rainey., Romain, Ream, Borah, Pabst, Juliar, Barr, Davis, Raden, Korshak, Summers, Wold, Nelson, Bleveans NAYS: NONE ABSENT: Aldermen Neems and Morton ATTEST: • City Clerk