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HomeMy WebLinkAbout1978 Ordinance No. 001INTRODUCED AS A BILL BY COUNCILMAN SMITH. BY AUTHORI'l'Y ORD+NANCE NO. I , SERIES OF 1978. AN ORDINANCE PROVIDING FOR THE ISSUANCE OF CITY OF ENGLEWOOD, COLORADO, HOSPITAL REVENUE BONDS, SERIES 1978 (PORTER MEMORIAL HOSPITAL PROJECT) IN THE MAXIMUM PRINCIPAL AMOUNT OF $18,000,000 AND CITY OF ENGLEWOOD, COLORADO, SPECIAL OBLIGATION BONDS, SERIES 1978, IN THE MAXIMUM PRINCIPAL AMOUNT OF $2,000,000 ALL FOR THE PURPOSE OF REIMBURSING PORTER MEMORIAL HOSPITAL FOR THE COSTS OF ACQUIRING AND CONSTRUC'l'ING CERTAIN HOSPITAL PACILI'l1 IES AND REFINANCING OBLIGATIONS INCURRED BY PORTER MEMORIAL WITH RESPECT TO.THE ACQUISITION AND CONSTRUCTION OF CERTAIN HOSPITAL FACILITIES, AND AUTHORIZING THE PREPARATION OF DOCUMENTS AND INSTRUMENTS RELATED THERETO. WHEREAS, the City of Englewood, Colorado (the "City"), desires to promote and stimulate the provision of more adequate hospital care for families and persons within and near the City; and WHEREAS, Article 3 of Title 29 of the Colorado Revised Statutes of 1973, as amended (the "Act"), authorizes the City to issue reventie bonds and use the proceeds therefrom .to pay or to reimburse a ussr for the costs of the acquisition and construction of hospital facilities constituting a "project" under the Act; and WHEREAS, the Act further authorizes the City to issue revenue bonds and use substantially all of the proceeds therefrom to liquidate any obligations previously incurred 2 to finance hospital facilities which.would have constituted a "project" under the Act had such hospital facilities been originally undertaken and financed by the City pursuant to the Act; and WHEREAS, Porter Memorial !Iospital, a Colorado non- profit corporation (the "Hospital") has, within the past several years, acquired and constructed from its own funds certain hospital facilities (the "Project") constituting a project under the Act, which Project is locate~ within eight miles from the neare~t point of the corporate limits of the City; and WHEREAS, the Hospital desires to be reimbursed for the cost of the Project as permitted under the Act; and WHEREAS, the Hospital desires to refinance its outstanding First Mortgage Bonds, 1975 Series , issued in the principal amount of $8,000,000 (the "Series 1975 First Mortgage Bonds") and its Direct Obligation Notes, 1975 Series, issued in the principal amount of $5,000,000 (the "Direct Obligation Notes") both issued to finance hospital facilities constituting a "project" under the Act, which hospital facilities are located within eight miles from the nearest point of the corporate limits of the City; and 3 WHEREAS, the Hospital ,desires to obtain a portion of the funds for the aforesaid purposes by issuing and selling to the City its First Mortgage Note (the "First Mortgage Note") in the maximum principal amount of $18,000,000 issued under and secured by a Mortgage and Security Agreement dated as of February 1,1978 (the "Security Agreement") by and between the City .and the Hospital; and WHEREAS, the Hospital desires to obtain a portion of the funds for the aforesaid purposes by issuing and selling to the City its Special Obligation Note (the "Special Obligation Note") in the maximum principal amount of $2,000,000 issued under and secured by a Security Agreement dated as of February 1, 1978 (the "Special Obligation Security Agreement") by and between the City and the Hospital; and WHEREAS, it is hereby found and determined that the City will issue its Hospital Revenue Bonds, Series 1978 (Porter Memorial Hospital Project) (the "Series 1978 Bonds") in the maximum principal amount of $18,000,000 pursuant to a Trust Indenture dated as of February 1, 1978 (the "Indenture") by and between the City and a trustee (the "Trustee'') to~e designated, and that the proceeds therefrom will be used in accordance with the provisions of the Indenture to purchase the F'irst Mortgage Note from the Hospital: and WHEREAS, it is hereby found and determined that the City will issue its Special Obligation Bonds, Series 1978 (the "Special Obligation Bonds") in the maximum principal amount of $2,000,000 purstiant to a Trust Indenture dated as of February 1, 1978 (the "Special Obligation Indenture") by and between the City and the Trustee and that the proceeds therefrom will be used in accordance with the provisions of the Special Obligation Indenture to purchase the Special Obligation Note; and WHEREAS, it is hereby found and determined that reimbursing the Hospital for the cost of the Project and refinancing the Hospital's Series 1975 First Mortgage Bonds and Direct Obligation Notes will promote the public. health, welfare,_ safety, convenience and prosperity of the City and its inhabitants by promoting and stimulating more adequate hospital care; and WHEREAS, it is necessary to.provide for the issuance and sale of the Series 1978 Bonds and the Special Obligation _Bonds and to authorize the preparation of all documents, instruments and aGts necessary in connection therewith; and WHEREAS, by resolution the City will consider and approve the final details of the Series 1978 Bonds and :.> the Special Obligation Bonds, and will approve an~ authorize the execution and delivery of all documents, instruments, and acts in connection therewith; NOW~ 'l'HEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF ENGLEWOOD, COLORADO: Section 1. Finding and D~termination. The City Council of the City of Englewood, Colorado, hereby finds and determines that reimbursing the Hospital for the cost of the Project and refinancing the Hospital's Series 1975 First Mortgage Bonds and Direct Obligation Notes wi11 promote the public health, welfare, safety, _convenience and prosperity of the City and its inhabitants by promoting and stimulating more adequate hospital care. Section 2. Approval of and Authorization for Issuance of the Ser.ies 1978 Bonds. The issuance of the City's Hospital Revenue Bonds, Series 1978 (Porter Memorial· Hospital Project),. to be dated F'ebruary l, 1978, in the ma:x:imLUn b principal amount of $18,000,000 with~ maximum net effective interest rate of· 7. 5%, in substantially the form and with substantially the content to be set forth in the Indenture, is in all respects approved, authorized and confirmed, and the Mayor and Clerk of the City are hereby authorized.and directed to execute and seal the Series 197S Bonds in the manner provided in the Indenture and to deliver them to the purchasei hereinafter designated foi and on behalf of the. City, and upon receipt of the purchase price to deposit the proceeds thereof with the Trustee in the manner provided by the Indenture. The Series 1978 Bonds shall be issuable as coupon Series 1978 Bonds in the denomination of $5,000 each, registrable as to principal only, and as fully registered Series 1978 Bonds without coupons in the denomination of $5,000 or any integral multiple.thereof (but not in excess of the principal amount of Series 1978 Bonds maturing in any particular year). The Series 1978 Bonds shall mature at such times not exceeding 30_ years from date of issuance, shall bear interest at the rates, be payable at the place and be subject to the terms of redemption set forth in the Indenture and as shall be finally approved and provided in a sup_plemental resolution of the City Council. The Series 1978 Bonds shall never. constitute an indebtedness of the City within the meaning of any prov is.ion or limitation of the Colorado Constitution, statutes or of any home rule charter, and shall not constitute or give rise to a pecuniary liability of the City or a charge against its general credit or taxing powers. The Series 1978 Bonds are special, limited obligations of the City and are payable solely out of the revenues derived from the First Mortgage Note issued under the Security Agreement and pledged and assigned for their payment in accordance with the Indenture. Section 3. Approval of and Authorization for Issuance · of the Special Obligation Bonds. The issuance of the City's Special Obligation Bonds, Series 1978, to be dated February 1, 1978, in the maximum principal amount _of $2,000,000, with a maximum net effective interest rate of 5.0%,.in substantially the form and with substantially the content to be set forth in the Special Obligation Indenture, is in all respects approved, authorized and confirmed, and the Mayor and Clerk of the City are hereby authorized and dir~cted to execute and seal the Special Obligation Bonds in the manner provided in the Special Obligation Indenture and to deliver them to the purchaser hereinafter designated for and on behalf of the City, ·and upon receipt of the purchase price to deposit the proceeds thereof with the Trustee in the manner provided by the Special Obligation Indenture. The Special Obligation Bonds shall be issuable as coupon Special Obligation Bonds in the denomination of $5,000 each, registrable as to principal only, and as fully registered Special Obligation Bonds with- out coupons in the denomination of $5,000 or any integral multiple thereof (but not in excess of the principal amount of Special Obligation Bonds maturing in any particular year). . I , , The Special Obligation Bonds shall mature at such times not _exceeding 30 years from date of issuance, shall bear interest at the rates, be payable at the place and be subject to the terms of redemption set forth in the Special Obligation Indenture and as shall be finally approved and provided in a supplemental resolution of the City Council. The Special Obligation Bonds shall never constitute an indebtedness of the City within the meaning of any provision or limitation of the Colorado Constitution, statutes or of any home rule charter, and shall not constitute or give ris~ to a pecuniary liability of the City or a charge against its general credit or t~xing powers. The Special Obligation Bonds are special, limited obligations of the City and are payable solely out of the revenues derived from the Special Obligation Note issued under the Special Obligation Security Agreement and pledged and assigned for their payment in accordance with the Special Obligation Indenture. Section 4. Authorization of the Sale of the Series 1978 Bonds. The sale of the Series 1978 Bonds to an under- writer io be agreed upon (the "Underwriter") by the City and the Hospital as managing underwriter at par less a discount not to exceed 2.25% as specified by the Underwriter, plus accrued interest to the date o~ delivery, is hereby approved, authorized and confirmed. The Mayor and Clerk of the City are authorized and directed to deliver the Series 1978 Bonds to the order of said purchaser upon payment by the purchaser of the purchase price pursuant to the Indenture. Section 5. Authorization of the Sale of the Special Obligation Bonds. The sale of the Special Obligation Bonds to the Underwriter at par les~ a discount not to exceed 2.25% as specified by the Underwriter, plus accrued interest to the date of delivery, is hereby approved, authorized and confirmed. The Mayor and Clerk of the City are authorized and directed to deliver the Special Obligation Bonds to the order of said purchaser upon payment by the purchaser of the purchase price pursuant to the Special Obliga~ion Indenture. 10 Section 6. Preparation of Documents. In order to facilitate the issuance of the Series 1978 Bonds and the Special Obligation Bonds, there are currently being prepared the Indenture, the·special Obligation Indenture, the Security Agreement, the Special Obligation Security Agreement, a Delega- tion Agreement and a Preliminary Official Statement and a final Official Statement, the execution, delivery and use of which documents are subject to subsequent ratification and approval by the City Council by resolution. Section 7. Authority to Correct Errors, Etc. The Mayor and Clerk of the City are hereby authorized and directed to make or agree to any alterations, changes or additions in the instruments which may be approved, authorized and confirmed as the Mayor and Clerk deem necessary or proper • to accomplish the purposes of this Ordinance and any subsequent resolution, to provide adequate security for the Series 1978 Bonds and the Special Obligation Bonds, to improve the market- ability of the Series 1978 Bonds and the Special Obligation Bonds, as may be requested by the Hospital, the Trustee or the Underwriter, or as are necessary to correct errors or ommissions therein or to conform the same to other provisions of said instruments, to the provisions of this Ordinance and any subsequent resolution, or to the provisions of Colorado or federal law. Provided, however, no alteration, change or addition shall be made which shall alter, following the establishment thereof in this Ordinance or in a resolution subsequent hereto, the maximum net effective interest rate·, denomination, date, maturities, form, interest rates, regis- tration privileges, manner of execution, .places of payment or terms of redemption of the Series 1978 Bonds or the Special Obligation Bonds or which shall increase the aggregate principal amount of Series 1978 Bonds or the Special Obligation Bonds authorized 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 Series 1978 Bonds or the Special Obligation. Bonds. Section 8. Severabilitt· If any provision of this Ordinance shall be held invalid, the invalidity of such provision shall not affect ariy of the other provisions of this Ordinance. Section 9. ·'Further Authority~ The Hayot and Clerk / of the City and other proper City officials, 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. Introduced, read in full and passed on first reading on the 3rd day of J·anuary, 1978. Published as a Bill for an Ordinance on the 4th day of January, 1978. Read by title and passed on final reading on the 16th day of January, 1978. l :: i1'1(,!. ,1 Published by title as Oidinance No. / , Series of 1978, on the (8thday of January; 1978. ---- A'I'TEST: I, William D. James, do hereby certify that the above and foregoing is a true, accurate·and complete copy of the Ordinance, passed on final reading and published by title, as Ordinance No. I , Series of 1978.