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HomeMy WebLinkAbout165 - 12/06/1988 - ISSUANCE OF TAXABLE INDUSTRIAL DEVELOPMENT REVENUE BONDS FOR THE OPERA HOUSE PROJECT IN THE AMOUNT O ORDINANCE NO. 165 , 1988 AN ORDINANCE RELATING TO THE ISSUANCE OF TAXABLE INDUSTRIAL DEVELOPMENT REVENUE BONDS UNDER THE PROVISIONS OF THE COLORADO COUNTY AND MUNICIPALITY DEVELOPMENT REVENUE BOND ACT; PROVIDING FOR THE ISSUANCE AND SALE OF CITY OF FORT COLLINS, COLORADO, TAXABLE INDUSTRIAL DEVELOPMENT REVENUE BONDS (THE OPERA HOUSE PROJECT) , SERIES 1988 , IN THE AGGREGATE PRINCIPAL AMOUNT OF $1, 000, 000 FOR THE PURPOSE OF LOANING FUNDS TO HISTORICAL OPERA HOUSE PROPERTIES, LTD. TO FINANCE IMPROVEMENTS RELATING TO ACQUIRING, IMPROVING, RENOVATING, CONSTRUCTING, INSTALLING AND EQUIPPING OF A COMMERCIAL FACILITY IN FORT COLLINS, COLORADO; AUTHORIZING THE PREPARATION AND EXECUTION OF DOCUMENTS AND INSTRUMENTS RELATING THERETO. WHEREAS, the City of Fort Collins, Colorado (the "City") , is authorized by part 1 of article 3 of title 29 , Colorado Revised Statutes, as amended (the "Act") , to issue revenue bonds for the purpose of financing projects to the end that business enterprises will locate and expand in the City of Fort Collins, to enter into financing agreements with others for the purpose of providing revenues to pay such bonds, and further to secure the payment of such bonds; and WHEREAS, the City has determined to take all necessary and advisable steps to issue such bonds in accordance with the provisions of the Act for the purpose of financing a Project ( the " Project" ) to be owned by Historical Opera House Properties, Ltd. , a limited partnership (the "Company") , and to be located within the City of Fort Collins ; and WHEREAS, the following documents will be submitted to the Council of the City (the "Council") and filed in the office of the City Clerk of the City of Fort Collins (the "Clerk") and will there be available for public inspection (a) a Loan Agreement, to be dated as of December 15, 1988 (the "Loan Agreement") , between the City and the Company; and (b) an Indenture of Trust, to be dated as of December 15, 1988 (the "Indenture") , from the City, as grantor, to Central Bank of Denver, as trustee (the "Trustee") ; and (c) a Mortgage and Security Agreement, to be dated as of December 15, 1986 (the "Mortgage and Security Agreement") , between the Company, as mortgagor and debtor, and the Trustee, as mortgagee and secured party; and -2- (d) a Guaranty Agreement, to be dated as of December 15, 1988 (the "Guaranty Agreement") , between the Mayflower Group, Marshall Sterman and Lester Grant, as guarantors, and the Trustee; and (e) a Placement Agreement, to be dated as of the date of its delivery (the "Placement Agreement") , among Capital Markets Corporation (the "Placement Agent ) , the City and the Company. WHEREAS, the Council desires to issue at this time the City of Fort Collins , Colorado , Taxable Industrial Development Revenue Bonds (The Opera House Project) , Series 1988 , in the aggregate principal amount of $1, 000, 000 (the "Bonds") ; and WHEREAS, it is necessary to authorize the issuance of the Bonds by ordinance and to approve the form and authorize the execution of the aforementioned documents thereby. NOW, THEREFORE, BE IT ORDAINED BY THE COUNCIL OF THE CITY OF FORT COLLINS, COLORADO, THAT: ARTICLE I DEFINITIONS, LEGAL AUTHORIZATION AND FINDINGS 1. 1. Definitions The terms used herein, unless the context hereof shall require otherwise, shall have the same meanings when used herein as assigned to them in the Loan Agreement unless the context or use thereof indicates another or different meaning or intent. 1. 2 . Legal Authorization The City is a political subdivision of the State of Colorado and is authorized under the Act to finance the Project herein referred to, and to issue and sell the Bonds for the purpose, in the manner and upon the terms and conditions set forth in the Act and in this Ordinance. 1. 3 . Findings It is hereby found, determined and declared that: (a) The financing of the Project will promote the public health, welfare, safety, convenience and prosperity and promote and develop trade or other economic activity by inducing business enterprises to locate and expand in the City and the State of Colorado in order to mitigate the serious threat of -3- extensive unemployment and to secure and maintain a balanced and stable economy for the City and the State of Colorado. (b) The amounts necessary in each year to pay the principal of and interest on the Bonds. assuming that the Bonds bear interest at the interest rate specified in the Indenture for the entire term thereof, are as follows: YEAR PRINCIPAL INTEREST TOTAL 1988 $ 0 . 00 $ 0. 00 $ 0. 00 1989 0 . 00 130, 000. 00 130, 000. 00 1990 5, 000. 00 130, 000. 00 135, 000. 00 1991 5, 000. 00 129 , 350. 00 134 , 350. 00 1992 5, 000. 00 128 , 700. 00 133 , 700. 00 1993 5, 000. 00 128 , 050. 00 133 , 050 . 00 1994 10, 000. 00 127 , 400. 00 137 , 400 . 00 1995 10, 000. 00 126, 100. 00 136, 100 . 00 1996 10 , 000 . 00 124 , 800. 00 134 , 800. 00 1997 10, 000 . 00 123 , 500. 00 133 , 500. 00 1998 15, 000 . 00 122 , 200. 00 137 , 200. 00 1999 15, 000. 00 120, 250. 00 135 , 250 . 00 2000 15, 000. 00 118, 300. 00 133 , 300 . 00 2001 20, 000. 00 116, 350. 00 136 , 350 . 00 2002 20, 000. 00 113 , 750. 00 133 , 750 . 00 2003 25, 000. 00 111, 150. 00 136 , 150 . 00 2004 30, 000. 00 107 , 900. 00 137 , 900. 00 2005 30, 000. 00 104 , 000. 00 134 , 000. 00 2006 35, 000. 00 100, 100. 00 135, 100 . 00 2007 40, 000. 00 95, 550. 00 135, 550 . 00 2008 45, 000. 00 90, 350 . 00 135 , 350 . 00 2009 50, 000. 00 84 , 500 . 00 134 , 500 . 00 2010 55, 000. 00 78, 000. 00 133 , 000. 00 2011 65, 000. 00 70, 850. 00 135, 850. 00 2012 75, 000. 00 62 , 400. 00 137 , 400. 00 2013 85, 000. 00 52 , 650. 00 137 , 650. 00 2014 95, 000. 00 41, 600. 00 136, 600 . 00 2015 105, 000. 00 29, 250. 00 134 , 250 . 00 2016 120, 000. 00 15 , 600. 00 135 , 600 . 00 1, 000, 000. 00 2 , 782 , 650. 00 3 , 782 , 650 . 00 (c) The amount necessary to be paid each year into any reserve funds which the City Council may deem advisable to establish in connection with the retirement of the Bonds and the maintenance of the Project is $150, 000. (d) The Loan Agreement provides that the Company shall maintain the Project and carry all proper insurance with respect thereto. (e) The Loan Agreement requires that the Company pay the taxes which the taxing entities specified in Section -4- 29-3-120 (3) of the Act are entitled to receive from the Company with respect to the Project. (f) The payments required in the Loan Agreement to be made are sufficient to pay the principal of and interest on the Bonds when due and to pay all other costs required in the Loan Agreement to be paid. 1. 4 . Authorization and Ratification of Protect The City hereby authorizes the Company to provide for the acquisition, construction and installation of the Project pursuant to the Plans and Specifications by such means as shall be available to the Company and in the manner determined by the Company, and the City hereby ratifies, affirms and approves all actions heretofore taken by the Company. ARTICLE II BONDS 2 . 1 . Issuance and Sale of Bonds ; Interest Rates The City shall issue the Bonds for the purpose, in the form and upon the terms set forth in the Bonds and the Indenture. The Bonds shall be executed as provided in the Indenture. The Bonds shall be subject to redemption as set forth in the Indenture. The Bonds shall be sold pursuant to the terms of the Placement Agreement. The Bonds shall be numbered consecutively from "R-1" upward, shall be issued in denominations of $5, 000 or any integral multiple thereof and shall be dated as of their date of issuance. Interest on the Bonds shall be payable semiannually on each June 1 and December 1 until maturity. Each Bond shall bear interest until the principal sum thereof has been paid; provided, however, that if Bonds have been called for redemption and funds are available for the payment on the redemption date thereof in full accordance with the terms of this Ordinance, the Bonds shall then cease to bear interest. The Bonds shall mature on December 1, 2016, and shall bear interest at the rate specified in the Indenture. The maximum net effective interest rate authorized for the Bonds is thirty percent (30%) per annum. The actual net effective interest rate on the Bonds does not exceed thirty percent (30%) per annum. The principal of and interest on the Bonds shall be payable by the Trustee or as may otherwise be provided in the Indenture. -5- ARTICLE III GENERAL COVENANTS 3 . 1. Payment of Principal and Interest The City covenants that it will promptly pay or cause to be paid the principal of and interest on the Bonds at the place, on the dates, from the sol.irce and in the manner provided herein and in said Bonds. The principal and interest are payable solely from and secured by revenues and proceeds derived from the Project and payable pursuant to the Loan Agreement; and nothing in the Bonds or in this Ordinance shall be considered as assigning, pledging or otherwise encumbering any other funds or assets of the City. 3 . 2 . Performance of and Authority for Covenants The City covenants that it will faithfully perform at all times any and all covenants, undertakings, stipulations and provisions contained in this Ordinance, the Loan Agreement, the Indenture, in the Bonds, and in all proceedings of the City Council pertaining thereto; that it is duly authorized under the Constitution and laws of the State of Colorado, including particularly and without limitation the Act, to issue the Bonds authorized hereby, pledge the revenues and assign the Loan Agreement and endorse the Company Note in the manner and to the extent set forth in this Ordinance, the Loan Agreement and the Indenture; that all action on its part for the issuance of the Bonds and for the execution and delivery thereof has been duly and effectively taken; and that the Bonds are and will be valid and enforceable obligations of the City according to the terms thereof. 3 . 3 . Nature of Security The Bonds shall never constitute the debt or indebtedness of the City within the meaning of any provision or limitation of the Constitution or statutes of the State of Colorado or Charter of the City and shall not constitute nor give rise to a pecuniary liability of the City or a charge against its general credit or taxing powers; and the City, its agents, officers and employees shall not be subject to any personal or pecuniary liability thereon. -6- ARTICLE IV MISCELLANEOUS 4 . 1. Facsimile Signatures. Pursuant to the Uniform Facsimile Signature of Public Officials Act of the State of Colorado, Section 11-55-101 et sue. , C.R. S. , as amended, the Mayor, the City Clerk and the Finance Director of the City shall forthwith, but in any event prior to the time the Bonds are delivered to the purchasers thereof, file with the Colorado Secretary of State their manual signatures, certified by them under oath, using a suitable Facsimile Signature Certificate for such purpose. 4 . 2 . CUSIP Numbers. CUSIP identification numbers may be imprinted on the bonds, but such numbers shall not constitute a part of the contract evidenced by the Bonds, and no liability shall hereafter attach to the City or any of the officers or agents thereof because of or on account of said numbers. Any error or omission with respect to said numbers shall not constitute cause for refusal by any person to accept delivery of and pay for the Bonds nor shall it affect the validity of such Bonds. 4 . 3 . Severability If any provision of this Ordinance, except Section 3 . 3 of Article III, hereof, shall be held or deemed to be, or shall, in fact, be, inoperative or unenforceable as applied in any particular case in any jurisdictions or in all cases because it conflicts with any provisions of any constitution or statute or rule or public policy, or for any other reason, such circumstances shall not have the effect of rendering the provision in question inoperative or unenforceable in any other case or circumstance, or of rendering any other provision or provisions herein contained invalid , inoperative or unenforceable to any extent whatever. The invalidity of any one or more phrases, sentences, clauses or paragraphs in this Ordinance, except Section 3 . 3 of Article III hereof, shall not affect the remaining portions of this Ordinance or any part hereof. 4 . 4 . Authorization to Execute Agreements The forms of the Loan Agreement, the Indenture, the Mortgage and Security Agreement, the Guaranty Agreement and the Placement Agreement are hereby approved in substantially the form presented to the City Council; and the Mayor and the City Clerk are authorized to execute the Loan Agreement, the Indenture, and the Placement Agreement in the name of and on behalf of the City and such other documents as Bond Counsel -7- considers appropriate in connection with the issuance of the Bonds. In the event of the absence or disability of the Mayor or the City Clerk, such officers of the City as, in the opinion of the City Attorney, may act in their behalf, shall without further act or authorization of the City Council do all things and execute all instruments and documents required to be done or executed by such absent or disabled officers. 4 . 5 . Authority to Correct Errors, Etc. The Mayor and the City Clerk are hereby authorized and directed to make or agree to any alterations, changes or additions in the instruments hereby approved as the Mayor and the City Attorney deem necessary or proper to accomplish the purposes of this Ordinance, the signatures of the Mayor and the City Clerk on the instruments to be conclusive evidence of such approval ; provided, however, no alteration, change or addition shall be made which shall alter the maximum net effective interest rate. denomination, date, maturities, form, interest rates, registration privileges, manner of execution, places of payment or terms of prepayment of the Bonds or which shall increase the aggregate principal amount of the Bonds authorized by the City Council or in any way give rise to a pecuniary liability of the City or a charge against its general credit or taxing powers with respect to the Bonds. 4 . 6. Further Authority The Mayor and the City Clerk and other proper City off`.cials, and each of them, are hereby authorized to execute and deliver for and on behalf of the City any and all additional certificates, documents and other papers and to perform all other acts they may deem necessary or appropriate in order to implement and carry out the matters herein authorized. 4 . 7 . Repealer All ordinances or parts thereof in conflict with this Ordinance are hereby repealed. 4 .8 . Ordinance Irreoealable After said bonds are issued this Ordinance shall be and remain irrepealable until said bonds and the interest thereon shall have been fully paid, satisfied and discharged. -8- 4 . 9 . Recording and Authentication This Ordinance, as adopted by the City Council , shall be numbered and recorded, and the adoption and publication shall be authenticated by the signatures of the Mayor and City Clerk and by the certificate of the publisher, respectively. INTRODUCED, READ, APPROVED ON FIRST READING, AND ORDERED PUBLISHED BY NUMBER AND TITLE ONLY this 22nd day of November, 1988 . CITY OF RT C NS COLORADO (CITY) �t a By: (SEAL) Mayor Attest: City Clerk -9- READ, FINALLY PASSED ON SECOND READING, AND ORDERED PUBLISHED ONCE BY NUMBER AND TITLE ONLY this 6th day of December, 1988 . CITY OF FORT COLLINS, COLORADO r� By: Mayor (CITY) (SEAL) ATTEST: City Clerk -10-