HomeMy WebLinkAbout1993-106-07/06/1993-IDRBS OPERA HOUSE PROJECT RESOLUTION 93-106
OF THE COUNCIL OF THE CITY OF FORT COLLINS
APPROVING THE FORMS OF A FIFTH SUPPLEMENTAL INDENTURE
AND A FORBEARANCE AGREEMENT AND AUTHORIZING THE EXECUTION
AND DELIVERY BY THE CITY OF THE FIFTH SUPPLEMENTAL INDENTURE
AND OTHER DOCUMENTS NECESSARY IN CONNECTION THEREWITH RELATING
TO THE CITY'S INDUSTRIAL DEVELOPMENT REVENUE BONDS (THE
OPERA HOUSE PROJECT) , SERIES 1986, IN THE AGGREGATE
PRINCIPAL AMOUNT OF $5,800,000
WHEREAS, pursuant to the Colorado County and Municipality Development
Revenue Bond Act, Part 1 of Article 3 of Title 29, Colorado Revised Statutes, as
amended, Ordinance No. 196, 1986, Resolution 87-183, Resolution 88-99 and
Resolution 88-127, adopted and approved by the Council of the City of Fort
Collins, Colorado (the "City") , and the Indenture of Trust, dated as of December
15, 1986, as supplemented by the First Supplemental Indenture of Trust, dated as
of December 23, 1987, the Second Supplemental Indenture of Trust, dated as of
June 23, 1988, the Third Supplemental Indenture of Trust, dated as of August 26,
1988, and the Fourth Supplemental Indenture of Trust, dated as of November 23,
1988 (collectively, the "Indenture") , between the City and Central Bank of
Denver, as successor to United Bank of Fort Collins, National Association, as
trustee, the City has heretofore issued its Industrial Development Revenue Bonds
(The Opera House Project), Series 1986, in the aggregate principal amount of
$5,800,000 (the "Bonds") and loaned the proceeds of the Bonds to Historical Opera
House Properties, Ltd. , a Colorado limited partnership (the "Partnership") , for
the purpose of financing the Opera Galleria (the "Project") ; and
WHEREAS, all of the Bonds are or will be owned by Houlihan, Lokey, Howard
& Zukin (the "Bondholder") ; and
WHEREAS, the Bondholder and the Partnership have requested that certain
provisions of the Indenture be supplemented by a Fifth Supplemental Indenture of
Trust, dated as of June , 1993 (the "Fifth Supplemental Indenture") , between
the City and Central Bank of Denver, or its successor in interest, as trustee
(the "Trustee") , in order to make certain changes that will reduce the principal
amounts of and the interest rates on the Bonds, shorten the maturity dates of the
Bonds, modify the redemption dates and prices of the Bonds, eliminate and create
funds for the security of the Bonds and alter the manner in which amounts in the
Bond Fund (as defined in the Indenture) are to be applied; and
WHEREAS, pursuant to Sections 11.02 and 11.03 of the Indenture, the City
and Trustee may execute and deliver the Fifth Supplemental Indenture with the
consent of the Bondholder and the Partnership; and
WHEREAS, as conditions to the City's execution and delivery of the Fifth
Supplemental Indenture, the Partnership will cause to be delivered to the City
an opinion of nationally recognized bond counsel to the effect that the execution
and delivery of the Fifth Supplemental Indenture will not adversely affect the
tax treatment of interest on the Bonds, pay all property taxes due and owing with
respect to the Project and by deposit in escrow, cause to be retired and
delivered to the Trustee for cancellation, on a date to be determined by
agreement, the City's Taxable Industrial Development Revenue Bonds (The Opera
House Project), Series 1988, dated December 15, 1988, in the aggregate principal
amount of $1,000,000; and
WHEREAS, there have been filed with the City Clerk the forms of the Fifth
Supplemental Indenture and a Forbearance Agreement, dated as of June , 1993
(the "Forbearance Agreement"), among the Partnership, the Trustee and the
Bondholder; and
WHEREAS, the City Council believes that its approval of the Fifth
Supplemental Indenture and the Forbearance Agreement should be conditioned upon
the satisfactory completion of negotiations among all affected parties regarding
other pertinent matters pertaining to the Project.
NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF FORT COLLINS
as follows:
Section 1. That the forms of the Fifth Supplemental Indenture and the
Forbearance Agreement are hereby approved, subject to the satisfaction of the
requirements and conditions described above and in Section 3 below. Upon
satisfaction of said requirements and conditions, the Mayor and the City Clerk
are hereby authorized and directed to execute the Fifth Supplemental Indenture
and affix the seal of the City thereto, and the Mayor and the City Clerk are
further authorized and directed to execute such other documents, instruments or
certificates as are deemed necessary or desirable in order to effectuate the
execution and delivery of the Fifth Supplemental Indenture. The Fifth
Supplemental Indenture and the Forbearance Agreement are to be executed by the
parties thereto in substantially the forms hereinabove approved, provided that
such documents may be completed, corrected or revised as deemed necessary or
convenient by the parties thereto in order to carry out or assist in carrying out
the purposes of this Resolution.
Section 2. That the approval hereby given to such documents includes the
approval of such additional details therein as may be necessary and appropriate
for their completion and such modifications thereof, deletions therefrom and
additions thereto as may be approved by the City Attorney prior to the execution
thereof. The execution of any instrument by the appropriate officers of the City
herein authorized shall be conclusive evidence of the approval by the City of
such instrument in accordance with the terms hereof.
Section 3. That the approvals contained in Sections 1 and 2 of this
Resolution are expressly contingent upon the City Council 's subsequent approval
of an intergovernmental agreement to be executed by the City, the Downtown
Development Authority, the Bondholder and all other parties having a recorded
interest in the Project, which agreement shall address the level of tenant finish
for the Project, the provision of adequate parking facilities for the Project,
the level of tax revenues anticipated to be generated by the Project and such
other matters as may be considered necessary, in the judgment of the City Manager
and the City Attorney, to protect the interests of the City. In the event that
such agreement has not been approved by the Council on or before August 3, 1993,
this Resolution shall be null and void and of no effect whatsoever.
Passed and adopted at a regular meeting of the Council of the City of Fort
Collins held this 6th day of July, A.D. 1993.
Orr
ATTEST:
City Clerk