HomeMy WebLinkAbout1983 Ordinance No. 041I
ORDIN ANCE N0 • .:11_
SERIES OF 1983
BY AUTHORITY
1A
COUNCIL BILL NO . 44
INTRODUCED BY COUNCIL
MEMBER NEAL
AN ORDINANCE AUTHO RI ZING 'r HE ISSUANCE AND SALE OF $4,500,000 CITY
OF ENGLEWOOD , COLORADO, INDUS'fRIAL DEVELOPMEN'r REVENUE BONDS
(SAF EWAY STORES, INCORPORAT ED PROJECT) SERIES 19 8 3, TO FINANCE
PROPERTY SUITA BLE FOR USE FOR COMMERCIAL OR BUSINESS ENTERPRISES;
RATIFYING CERTAIN ACTIONS HERETOFO RE TAKEN; AUTHORIZING THE EXECU-
TI1N AND DELIV ERY BY THE CITY OF A LOAN AGREEMENT, INDENTURE OF
1'RUS'l', DO NO PURC HASE IIGREE MEN'J' INDUCllMllN'f Lll'J"rER, !'IN/IL Ol'l'ICI/\L
STATEMENT, SAID BONDS AND CLOSING DOCUMENTS IN CONNECTION THERE -
WI TH ; AND REP EALING ACT ION HERETO FORE TAKEN IN CONFLICT HEREWITH.
WHEREAS , the Ci ty of Englewood, Colorado (the "Issuer")
is a legally a n d regularly created, e sta blished municipal
co r pora tion duly organized a nd existing as a hom e-rule city
pursuant t o Arti c le XX of the Con s titution of the State of
Colorado; and
WHEREAS , the provisions of the County and Municipality
Devel opment Rev enue Bond Act, Art i cle 3, Title 29 , Co lorado
Revis ed Statut es 19 73,· as amended (the "Ac t"), authorize
mu ni c ipa l ities to finance , refinance, acquire, own, lease 1
imp ro v e and dispose of one or mo re projects I including any
l a nd, building or other improvement a nd all real or personal
properties
comm ercial
limita t ion,
suitable o r used f or or in connec tion with
or ·ou!jine ss enterprises (includin~, without
enter prises engaged in se lling any product s of
ag ricult ure , i ndu st ry , comm erce , man uf acturing or business),
upon s u c h conditions as the municipality may deem advisable;
and
WHEREAS , s uch municipalities are further authorized by
th e Ac t to i s su e revenue bonds for the purpos e of defraying
t he cost of financing any such project; and
WHEREAS, such municipaliti e s may authorize the us e r of
t he proj e c t, or an agent of the u s er or a trustee, to
d is bu rs e the proceeds of s uch bonds t o pay certain costs
autho rized by the Act under certain cond i tions set forth
t h erei n, including t h e co nd ition that the u se r the r eof agree
t o p a y to suc h mun icipality an amount suffi cient t o p a y,
whe n due, the principa l , i n terest a nd p remiu m, if any , o n
such bonds, and a n y other expe n ses incurre d by the
municipality in connect io n therew ith, su ch b ond s to be
payable solely from the revenues d erived fr om paym ents to
the municipality by the u ser of the proje ct; a n d
\,r!EREAS , Safeway Stores, Incorp orated, a corp orat ion
organized and existing under the l a ws o f th e St a te of
Maryl a nd and authorized to do bus in ess in the Sta t e of
Colorado (t he "C ompany"), has p r esented to the Is s uer a
proposal ,,he reb y the Is s uer wi ll , pu r s uant to t he Act, issue
the revenue bonds hereinafter desc rib e d and l oan the
pro ceeds theref r om to the Company t o finance the
acquis iti on, constr ction and improving of a r etai l grocery
sto r e having an a r ea o f ap proxima t e l y 50,000 s quare feet,
proposed to be located on East Ham p d e n Bypass a t Sou t h Lo g an
Street, withi n the City, as well as all real estate ,
fixtures and equipme nt necessary or convenie nt l hereof
(colle c tiv ely, the "Project"), which Project will be located
within the bound aries of the
"p r ojec t " wi thin the meaning
I s suer and qualifies as a
o f the Act in that such
facilitie s are suitable for commer c ial or business
enterprises; and
WHEREAS , the Co mp any h as given its assuranc e to the
City that the Company will pay , or reimburse the City for
p ay men t of , any and all lega l fees and e xp e nses and
adminis t ra t ive costs and ex p en s e s h e -e tof ore incurred o r
her e af te r to b e incu rre d by t he Cit y re la te d to the P ro j e ct
and i t s f i nancing, a nd t hat s u ch agreement to pay or
r eimbu r se t h e City is n o t . c o nt i nge nt u pon c omme n cement o r
co mp l e tion o f the P r oje ct or the financing; a nd
WHE REA S , the Company h a s represented to the City that
the Pr o j e ct will b e de signed t o qualify as a "project"
wit hin t he mean i ng o f t he Ac t ; and
\ni EREAS, t h e Ci ty con s ide rs that the Proje ct , if
l oc ated wi thi n the Ci t y , will assist
economic dev e l o pme nt a nd add it i onal
Ci t y ; and
the Cit y in promoting
employment within the
\niE RE .. 3 , t he Ci ty has co n s idered the Cu m· any' s prop osal
and has co n cl ud ed t h at the t a nomic a nd o t her benefits to
the City wi ll be s ub stantial a n d that it w ·.she s to proceed
with the d eve l o pment and finan c ing of the Pr n ject; and
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WHEREAS, the "City of Englewood, Colorado, Industrial
Deve lopment Revenue Bonds (Safeway Stores, Incorporated
Project) Series 1983," in the aggregate principal amount o f
$4,500,000 (the "Bonds"), will be issued, sold and d e livered
by the Issuer to George l<. Baum & Company, of Denver,
Colorado (the "O ri ginal Purchaser"), to p r ovid e funds to
finance the P roject, and to pay ce rtain inc ide ntal c os ts
incurred in connection with the issuance of the Bonds; and
WHE REAS, there have been presented to the City Council
of the I ss uer: (a) a proposed form of Loan Ag reement to be
date d as of August 1 , 1983 (the "Loan Agre e ment"), between
the Issuer a nd t he Company, (b) a proposed fo rm of Indenture
of Trus t to be date d as of Au g u st l, 1983 (the "Inde:iture"),
between the Iss u er and Int,aWest Ba nk of Denv er, N .A ., as
trus t ee (the "Trustee"), (c) a proposed form uf Bond
Purchase Agreement, to be dated as of the date of the final
adoption of this Ordinance ( the "Bond Purchase Agreemen t "),
be t we en th e Issu er and the Original Purchas er, (d) a
p roposed form o f Ind u ce ment Le tter to be d a ted a s o f the
d ate of the fina l adoption of t his Ordinance (the
"Inducement Letter"), amo ng the Com pany, the Issuer and the
Origina l Purcha ser, (e ) the Preliminary Official Statement
<--Ced August 4 , 1983 (th e "Preliminary Of f icia l Statement")
and (f) a proposed fo rm of final Official St a t e ment (the
"final Offi c ial Statement ") to be d a ted as of th,e date of
the issuance , sale and d e livery of the Bo nds.
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NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF
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THE CITY OF ENGLEWOOD, COLORADO THAT:
Sect i on l. All action (not inconsistent with the
provisions of this Ordinance) he r et ofore t aken by the City
Cou nci l and the efforts of the Issuer direct ed toward
financing th e Project , the is s uance a nd sa l e of t h e Bonds
therefor , and lo a ni ng the p r oc ee ds thereof to t h e Compa ny
there f or be, and the same here by are, rati fie d, approv e d and
confirmed. The dis tri but ion and use of the Preliminary
Officia l Statement a n d the proposed di s t ribution and use of
the fina l Official St ateme nt in connect ion with the sale of
the Bonds is here by ackno wledged; p rovided, howeve r, that
nei the r the Iss uer nor any officer or employee thereof has
or assumes any responsib_ility for the acc ur acy or
comple te ness o f the information c ontained in the Preliminary
Official Statemen t or the final Official Statement.
Sec tion 2. The Issuer s hall finan ce the Project,
including the paying of incidenta l i ssuance expenses and , if
nee ssary, a portion of the interest to accru e on the Bonds,
by depositing the proceeds of the Bonds with the Trustee,
the proceeds of which will b e dis bursed by the Trustee for
such purposes in ac cordance wi th the provisions and
condititris of the Indenture.
Section 3, To defray the c os t of financing the
Pr oject 1 the pay ing of :·.ncidental issuance e>:pens~s , and,
necessary I a po rt ion of the i nt erest to accrue on the Bonds,
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if
\......, there is hereby aut ho rize d and created an issue of revenue
bond s designated as the "City of Englewood, Colorado,
Industrial Development Revenue Bonds (Safeway St o re,
Incorporate d Project) Series 1983," in the aggregate
principal amount of $4,500,000, t o be d a ted as of August 1,
1983. The Bo nd s Shu ll b ea r i nt e r est from their dat e payable
semiannually on Februnry l , 19811 and on each Au gu st 1 and
Febru ary 1 thereafter unti l maturity or prior redemption at
t h e rat e s, and the Bon ds s hall ma ture on t h e d a tes and in
the amounts set fort h in the Supplemental Resolution to b e
adopte d by the Issuer on Au gust 15, 1983 (the "Supplemental
Re so l u tion "). Provided, however, that the net effective
interest rates on the Bonds sha ll no t ~xceed 1 1. 25% per
annum .
i n
The Bonds s h nl 1 be su b ject t o redemption as set
the I ndenture, a n d shall be issuable solely as
forth
fully
registered bonds, all in accordance with t he provisions of
the Ind ent ur e.
Th e Bonds s ha ll b e in s ub s tanti a lly the form provide d
for in the Inden t ur e. The Bonds shall be sold to the
Original Purchas er for a purchase price set forth in the
Su pplemental Res o l ution, all in ac cordance wit h the Bond
Purcl1ase Ag ree,ne n t .
Sec tion 4 . Th e f ollowing determi na tions and findings
a r e hereby ma de i n accordance with the Act :
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(a) The Issuer is authorized by the Act to enter
into the Loan Agreeme nt for the public purposes
expressed i n the Act, and to assign its interest
therein to the Tru s tee pursu a nt to the Indenture;
(b) The Is s uer has made the necessary
arrangement s with the Company for the e s tablishment
wi thin the bo und aries of the Iss u er f th e Project,
c onsi st ing of ce r tain property more fully described in
the Loan Agreement, which wil 1 be of a character
des cr ibed in, and will a ccomplish certain public
pu rposes contemplated by, the Act;
(c) In author i zing the financing of the Proj e ct
and the iss u ance of the Bonds, the purpo se o f the
Is su er is, and in i ts judgment the ef fec t t h ereof will
be , to create n ew or additional e mployment o p portuni-
t ies, to r~o,0 ,,t , : :1d ustry a nd develop trade or other
economic ..1., :·~·:1 i.:v !J y inducing the Company to locate,
expand or rema in in t he State of Colorado, t o mitigate
th e s e rious threat of ex t e n si v e une mployment in part s
of th e State of Colorado, to secure and maintain a
balanc ed and stable ec on omy and to further the us e of
the agri cult ural prod u cts a nd natur a l reso urc e s of the
State of Co lorado ;
(d ) The Bond s sha ll b e limited obligations of the
Issue r. The pri n cipa l of, premium, if any , and .
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interest shall be payable solely out of the revenues
derived fr om the Loan Agreement, The Bonds and
interest thereon shall not co nst itute a general
obligation or an indebtedness of the Issuer within the
meaning of any provision or limitation of the
ConsL it u ~ion o r stat ute s of the State of Colorado, or
t h e Chart e r of the City, a nd s h all n ever constitute nor
give rise to a pecuniary liability of the Issuer 01· a
cha rge against its general credit or taxing powers,
Neither t he faith and cre dit nor the taxing power of
the Issuer, the State of Colorado or any other
political s u bdivisi on thereof , is pledged to the
payment of the principal of t he Bonds or the interest
t hereon or other costs i r-.c idental thereto;
(e) The amo unt necessary in each year to Fay the
princi pal of and the intere st on the Bonds will l·e set
forth in the Supplemental Resolution as Exhibit A and
inc orporated herein by referen ce, and the Loan
Ae,reement require ~ s uch payment s to be made by the
Company; there is tote no r ese rv e fund e stab li shed lor
the retirement of the Bonds or the maintenance of the
Project; and since the Loan Agreement provides that the
Com pa n y shall maintain the Proje c t and carry certain
insurance with respect thereto, no determination of the
es timate d cost of maintaining or ins uring the P~ojec t
need be ma de; and
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(f) The revenues of the Company will be suffi-
cient to, and that the Loan Agreement provides that the
Company shall, pay all taxes which may be due and owing
with respect to the Project.
Section 5, The forms, terms and provisions of the
Inducement Letter, the Loan Agreement, the Indenture, the
final Official Statement and the Bond Purchase Agreement b e ,
and they here b y are,
into the Indu c ement
ap proved, and the Issuer s hall enter
Letter, the Loan Agreement, the
Indenture a nd the Bond Purchase Agreement, and shall execute
the final Official Statement, s ubstantially in the forms of
each of such documents presented at this meeting but with
such minor changes therein ~s are consistent herewith and as
the officers of the Issuer _ executing such documents shall
app rove, th ei r execu tion th e reof bein g deemed conclusive of
t he ir a ppro val of any s uch changes; and th e Mayor of the
Issuer is hereby authorized a nd directed t o execute and
deliver such documents and the City Clerk is hereby
aut ho rize d and directed to affix the s~al of the I ss uer to,
and to a tte st , ,;uch documents in sub s tantially the forms of
each of such documen ts presented at this meeting.
Se ction 6 . The form, terms and provisions of the
Bonds , in s ubstantially the form contained in the Indenture,
be a nd they h ereby ar e, approved; and the Mayor is hereby
autho r ized a nd directed to cause his facsimile signat_ure to
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bo a ffix e d to the Bonds; the City Clerk is hereby authorized
a nd di re cted to attest the Bonds with his facsimile
signature, and each is authorized to deliver the Bonds in
the form contained i n the Indenture but with such mi :1or
changes therein as are consi st ent with the Indenture and
this Ordinance and as the office rs of the Issuer executing
the Bonds shall approve, their execution thereof being
deemed conclu sive of their approval of any such changes .
The seal or the Issuer is hereby authorized and directed to
lie affixed to or im1-rinted on the Bonds.
Section 7 . Th e Mayor of the Issuer is hereby
a ut ,1c. ized to a pprov e the appointment of Int rawes t Bank of
lh.nver , National Asso ci a t i on , a n a tiona l b a nking association
with its principa l office lo cated at Denver , Co lorado, as
Trustee and paying age nt , the exec ution o f the Indentu r e by
the Issuer being conclusive evidence of the approval of the
Trustee,
Section 8. The officers of the Issuer shall tak e all
action which the y deem neces sary or reasonably required in
confo r mit y with the Act to finance the c onstru ction a nd
improvement of the Pro ject which is hereby a uthorized ,
incluJing t he paying of incidental issuance expenses from
t he proceeds of the Bonds, a nd for carrying out, giving
effect to and consummating the trans acti ons contemplated by
this Ordinance, the Inducement Letter, the Loan Agre e!"ent,
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the Indenture, the final Off i cial Stat e ment a nd the Bond
Pur~hase Agreement , includi ng without limitat ion the
execution and delivery of . any closins documents to be
delivered in connect i on with the sale and delivery of the
Bonds ,
Se ction 9 . The co st o f fina ncing the P r oject,
including the paying of inc ide nta l iss u a n ce ex p e n ses , will
b e paid out of the p roc eeds of the Bonds . The Bonds
tog e th e r with i n tere s t payable the reo n a re spec i al, limited
o bl i gations of the Issuer payable solely as provide d in the
Ind en ture . The Bonds or interest p a yable thereon shall
n ev er c on s titute the d e bt or indebtedne ss of the Issuer , the
State o f Co l o rado or a ny pol it ic a l subdivision thereof
wi thin t h e me aning o f a ny ·provis ion or lim it ation of tne
Const it u t i on o r st a tut es of t h e Stat e of Colo rado , or the
Charter o f t h e Ci t y , or shall a nything conta i ned in this
Ordin anc e or in t h e Induc e ment Letter , the Bonds, the Lo a n
Agr eeme n t , the Indent u re, the Bond Purchase Agreement, the
fi n a l Offic i al St a te ment or any ot h er i n strume nt cons titut e
or give rise t o a pecu n iary liab ility of , or a c h arge
ag a i n s t the gener a l c r ed i t o r t axi ng powe r o f , the Is s uer,
nor sha ll the b rea ch o f any agreement cont a i n c,d in this
Or d i n an c e 1 or any of t h e above-me ntioned do cume nts or
ins t rume n t s impose a n y p e cuni a r y li a b i l i t :1 upon t he Issuer,
the I ss u e r having no power to p ay ou t of its genera l fund ,
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or otherwise contribute any part of the costs of financing
the Project, nor shall the Issuer condemn any land or other
property for the Project nor contribute any land or other
property to the Project,
Section 10. After any of the Bond s are issued, this
Ordinance shall be and remain irrepealable until the Bonds
and interest thereon shall have been fully paid , c ance lled
and ls char ged .
p rovision of
be invalid
1f any secti~n, paragraph, clause or
this Ordinance s h all for any reason b e held to
or unenforceable, the invalidity or
·-~•nforceabil ity of s uch sectio n, paragraph, claus e or
provisic>n shall not affec t any of the remaining Frovisions
of this Ordinance .
Sect ion 12 . All bylaws , orders, resolutions and
ordinances , or parts thereof , inconsistent herewith and with
the docum ents hereby app roved, are hereby repealed to the
extent only of such inconsistency. This re pealer shall not
be cons trued as reviving any bylaw, order, r eso lution or
ordinance, or part thereof.
Section 13. Immediately upon its final pa ssage, this
Ordi nan ce shall be rec orded in the City book of ordinances
kept for that purpose, shall be au thentic a ted by the
signatures of the Mayor and the City Clerk, and shall be
published in the Eng lewood Sent inel, a legal ne_wspaper of
general circulation in the City.
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Introduced, read in full , and passed on first read ing on t he
1st day of August, 1983.
Pu blished as a Bill for an Or dinance on the 3rd day of
August , 1983.
Read by t.i cle and passed on final reading on the 15th day
of August, 1~8 3.
Published by title as Ordina nce No."-//, Series of 1903,
on the 17th day of Aug usc, 19 8 3 ,
~u<ez{:~_· 'UgeL, Otis, Mayor
Attest:
1 , Gary R. Higbee , ex officio City Clerk-Tr easurer of the City
c,f Englewood , Co lorado , hereby cer t ify tha t t he above and foregoin g
is a true , accu ra te a nd complete c opy of £;. 'lrdina nce passed o n
fu 1ul reutliny an<.l pub lisllcU by title us Or<.1111.:i ncc No .4.L-, Se ries
of 1983 .
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