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HomeMy WebLinkAbout1986-12-08 (Special) Meeting Agenda• • • CI I Y ('()IJ."C 11 Sl'I Cl ,\I. \fl ,I I I '<; I :./R/ I SPECIAL MEETING : • - ENG LEWOOD CITY COUNCIL Council Chamb rs Decemb r 8, 1986 The City Council of th City of Engl wood, Arapahoe County, Colorado, mt 1n sp cial session on D c mb r 8, 198 6. Mayor Olis, presiding, call d lh m ling lo order at 5:3 0 p.m .. Th invocation was given by Council M mb r Higday. Th pledg of all gl nee was led b Mayor O t Roll was call d; th following w r pres nt : Council M mb rs Higday, Van Oyk, Vob jda, Kozace, Bilo, 0 1s Abs nt: Council M mber Bradshaw Th Mayor declar d a quoru pr s nt . Also present: • • • • • City Man•g r McCown City Attorn y Ols n As I tant City Manag r Vargas Assi tant City Mang r Po w rs A t1n City Cl rk Gr or • • • • • M yor O Is announc d th ordinanc authorlrtng th industrial d v lop nt r 111 o , • prin c I I • ...... • • • • - BY AUTHORITY ORDINANCE NO. SERIES OF 1986~~ COUNCIL Bill NO . 64 .I INTRODUCED BY COUNCIL MEMBER VAN DY [ A BILL FOR AN ORDINANCE AUTHORIZING THE ISSUANCE ANO SALE OF SS,600,000 AGGREGATE PRINCIPAL APl>Uf!IT OF CITY OF ENGLEWOOO, COLORADO, INDUSTRIAL DEVELOPMENT REVENUE BONDS (BUYER 'S CLUB PROJECT) SERIES 1986, TO FINANCE THE ACQUI SITIO, CONSTRUCTION ANO EQUIPPING OF PROPERTY SUITABLE FOR USE FOR COMMERCIAL OR BUSINESS ENTERPRISES; AUTHORIZING THE EXECUTIOf4 ANO DELIVERY BY TH CITY OF THE BONDS, LOAN AGREEMENT, INDENTURE OF TRUST, C0f4VERSI0f4 AGREEMENT AND CLOSING DOCUMENTS IN CONNECTIOf4 THEREWITH; RATIFYING CERTAIN ACTIONS HERETOFORE TAKEN; ANO REPEALING ACTION HERETOFORE TAKEN IN CONFLICT HEREWITH, ANO DECLARING AN EMERGENCY. COUNCIL MEMBER VAN OKYE MOVED, SECONDED BY COUNCIL MEMBER KOZACEK , TO APPROVE ON FIRST READING COUNCIL BILL NO . 64 .1, SERIES OF 1986 . Th voter ult d iS follows: Ay s: Council rs Higdiy, Van Dyke, Yob jda, Kozic k, Bllo. Otis Nays : None Abs nt : Council r Bradshaw Th Miyor d clared th aotton carrt.cl. • • • • • C IL ME ER HIGOAY MOVED TO AOJOU . Th ting was adjourn d 1 5:38 p • • • • • • - AGENDA FOR THE SPECIAL MEETING OF TH ENGLEWOOD CITY COUNCIL DEC BR 8, 1986 5:30 P,M, {l 1{ l, Call to order, invocation, pledge ot llegiance, and roll call. 2. To consider a Bill tor n Ordinance au horizing the iaau nc nd aale ot $5,600,000 aggregate principal aaount ot City ot Englewood, Color do, Induatrial Develop n Revenue Bonda (Buyer'• Club Project) Seri•• 1986, tot nance the acquiai- tion, conatruction nd equipping ot prop rty aui bl• tor uae tor co .. ercial or buain••• enterpri•••: authoriz ng he x- ecution and delivery by the Ci yo! the bonda, lo n gr ••nt, indenture ot truat and closing docu en• in connect o n therewith: ratitying cer ain ac ion• heretotor tak n: and repealing ac ion heretotore taken in conflict h rewith nd d claring an rgency . AM/a • • • • • ORDINANCE NO. SERIES OF 1986 • • • BY AUTHORITY COUNCIL BILL NO . 64 .l INTRODUCED BY COUNCILMEMBER Van D ke A BILL FOR AN ORDINANCE AUTHORIZING THE ISSUANCE AND SALE OF $5,600,000 AGGREGATE PRINCIPAL AMOUNT OF CITY OF ENGLEWOOD, COLORADO, INDUSTRIAL DEVELOPMENT REVENUE BONDS (BUYER'S CLUB PROJECT) SERIES 1986, TO FINANCE THE ACQUISITION, CONSTRUCTION AND EQUIPPING OF PROPERTY SUITABLE FOR USE FOR COMMERCIAL OR BUSINESS ENTERPRISES; AUTHORIZING THE EXECUTION AND DELIVERY BY THE CITY OF THE BONDS, LOAN AGREEMENT, INDENTURE OF TRUST, CONVERSION AGREEMENT AND CLOSING DOCUMENTS IN CONNECTION THEREWITH; RATIFYING CERTAIN ACTIONS HERETOFORE TAKEN; AND REPEALING ACTION HERETOFORE TAKEN IN CONFLICT HEREWITH, AND DECLARING AN EMERGENCY. WHEREAS, the City of Englewood, Colorado (the "City") 1e a legally and regularly created, eetabl1ehed unicipal corporation duly organized and exiet1ng ae a ho -rule city pureuant to Ar lcle XX of the Coneti u 10n of the State of Colorado; and WHEREAS, the provieione of he County and Mun1c1pali y Development Revenue Bond Act, conet tuting article 3 of title 29, Colorado Revieed Statute• (the "Act"), authorize mun1 c 1pal1t1ee to finance , refinance , acquire , own , leaee , improve and diapoae o! one or more pro j ecta , including any land, building or other improve ent and all real or peraona prop r iea auitable or uaed !or or in connec ion wlth co ercial or buaineaa enterpr1aea (1nclud1nq , Without 11 itat1on. en erpr1••• enqaqed 1n aell1nq any product• of I • • • • • • - agriculture, industry, commerce, manufacturing or business), upon such conditions as the municipality may deem advisable ; and WHEREAS, such municipalitiea are further authorized by the Act to iaaue revenue bonds for the purpose of defraying the coat of financing any such project; and WHEREAS, Pennant Propertiea, Inc ., a Delaware corporation, (the "Company"), haa preaented to the City a propoaal whereby the City will, purauant to the Act, iaaue the revenue bonda hereinafter deacribed and loan the proceed• therefrom to the Company to finance the acqu ait1on, conatruct1on, improving and equipping of a comm ercial/buaineaa facility conaiating o! a parcel o! land, a building to be conatructed thereon and equipment to be inatalled in auch building, aa w 11 aa all real eatate , !ixturea and equipm nt neceaaary or convenient for the operation o! a wholeaale/retail caah and carry warehouae !acil ty, having an area o! approximately 100,000 square feet, locat don a parcel o! land at the aouthweat corner of the 1nteraection o! Weat Hampden Avenue and South J aaon Street, all w1 hin the City (collectively, the "ProJect"), which ProJect quali!iea as a "proJect" w thin the an1ng o! the Act in that such !ac111t1es are au1table !or co erci al or buainesa enterprisea ; and I • • • • • • WHEREAS, the Company has given its a1surance to the City that the Company will pay, or re1mburse the City for payment of, any and all l gal fee, and expense, and admin1strat1ve coata and expense, heretofore 1ncurred or hereafter to be incurred by the City related to the Proje~t and 1ta financing, and that such agreement to pay or reimburse h City 11 not contingent upon completion of the Project or the financing; and WHEREAS, the Company haa repr aented to the City that the ProJect qualifies a, a "project" w1thin the meaning of the Act ; and WHEREAS, the City con1ider1 that the ProJect will promote the welfare and proaper1ty of ita c1t1zena in that it will aaaiat the City in promoting economic development and additional employment with1n the City; and WHEREAS , the "City of Englewood, Colorado, Induatr1al Development Revenue Bonda (Buyer's Club Project) Serie, 1986," in the aggregate principal amount of $5,600,000 ( he "Bonda"). will be iaaued, aold and delivered by the City to E . F . Hutton & Comp any , Inc . (the "Original Purchaaer"). to prov1d funda o finance the P oject and o pay cer a1n feea and coata incurred by the Or1g1nal Purchaser connect1on with the 1aauance of the Bonda; and WHEREAS, the City Council of the Clty adopted a resolution on May 15, 1986, 1nd1cating 1ta intention to 1aaue -s- I • • • • • • the Bonda, which resolution expired by its term• on August 13, 1986, and the City Council of the City wiahea to reaffirm it• intention to iaaue the Bonda by amendinq said reaolution to prov de for its expiration on December 12, 1986; and WHEREAS , at the time of second readinq of thia Ordinance, the City Council of the City ahall have been preaented with : (a) a propoaed form of Loan Aqreement to be dated aa of December l, 1986 (the "Loan Aqreement"), between the City and the Company, (b) a propoaed form of Indenture of Truat to be dated aa of December l , 1986 (the "Indenture"), between the City and Firat Interatate Bank of Denver, N.A., a• truatee (the "Truatee") (c) a propoaed form of Converaion Aqreement to be dated aa of December l, 1986 the "Converaion Aqreement") amonq the City, the Company, the Truatee and the Or1q1na l Purchaaer , and (d) a propoaed form of Preliminary Official Statement to be dated Dec mber , 1986 (the "Prelim1nary Offici al Statement"); nd WHEREAS, the City haa cona1dered the propoaal of the Co pany and haa concluded that he econo ic and o her b nef1ta to he City will auba ant i al and that 1t w1ahea to proceed with the dev loPl'II nt and !1nancinq o! the ProJect . , THE ro , 8 IT ORDAINED BY THE CITY COUNCIL 0 TH CITY or ENCL D, COLORADO, THAT : • • • • • • • Section 1. All actions (not inconsistent with the provisions of thia Ordinance) heretofore taken by the City Council and the officials of the City directed toward financing the ProJect, the 1asuance and sale of the Bonda therefor, and loaning the proceeda thereof to the Company be, and the same hereby are, ratified, approved and confirmed. Section 2. The City shall finance the Project, including the payment of certain feea and expenaea of the Original Purchaaer and, if nee asary, a portion of the intereat to accrue on the Bonda, by depoa1ting the proceed• of the Bonda with the Truatee in the manner provided in the Loan Agreement and the Indenture. The proceeds of the Bonda shall be diaburaed by the Truatee for auch purpose• in accordance with the proviaiona and condition• of the Loan Agreement, the Converaion Agreement and the Indenture. Section 3 . To defray the coat of financing the ProJect, the payment of 1nc1dental iaauance expenaea for the Bonda and, 1f neceaaary, a portion of the 1ntereat to accrue on the Bonda, there ia hereby authorized and created an 1aaue of revenue bond• deaiqnated aa the "City of Englewood, Colorado, Induatr1al Develop ent Revenue onda (Buyer'• Club ProJect) Seriea 19 6," in the aggregate principal amount of $5,600 ,000, to be 1n1tially dated D ce er l, 1986. The Bonda ahall bar interest fro thalr date payable aem1annually co encing on June l , 1987 and on each -7- I • • • • • • • December land June l thereafter until maturity or prior redemption. The maximum net effective interest rate on the Bonds shall be 12~ per annum . The Bonda shall mature on December l of the years and in the principal amounts, and shall bear interest at the rates as aet forth in Exhibit A attached hereto . The Bonda •hall be subject to redemption aa aet forth in the Indenture, and shall be isauable solely aa fully registered bonds, in denominations of $5,000 or any integral multiple thereof, all in accordance with the proviaiona of the Indenture. The Bonda ahall be in auba antially th for and with aubatantially the con ent , and ahall be aubatant1ally in the manner prov1d d for 1n Th Bonda shall be aold to th Ori 1na P purcha•• pric of $5 ,600 ,000, plus a ce date of the Bonda to the date o! pa and d y . Sect~ The follow1nQ dee ina 1ona and f. 1n • are hereby ade ln accordance with th Act : (a) The City 1a au hor1z d by h Ac to en er into the Loan AQre nt !or h public purpoa a expressed n the Act , and to aaa1 n 1ta 1ntereat hr 1n to the Trustee purauant to the Indenture; (b) In authorizinQ th !inancinQ o! the ProJect and the issuance of the onda, the purpose of the City -8- • • • • • - is, and in ita judgment the effect thereof will be, to create new employment opportunitiea, to promote industry and develop trade or other economic activity by inducing the Company to locate, expand or remain in the State of Colorado, to mitigate the serioua threat of extensive unemployment in part• of the State of Colorado, to secure and maintain a balanced and stable economy and to further the uae of the agricultural producta and natural resourcea of the State of Colorado; (c) The Bonda •hall be apecial, limited obligation• of the City. The principal of, premium, lf any, and intereat •hall be payable solely out of the revenuea derived fro the Loan Agreement. The Bonda and 1n ereat thereon ahall not conat tute a general obl19a ion or an 1nd btedneaa of the C1ty with n the an1n9 of any proviaion or 11 1tat1on of the Conat1 ut1on or atatutea of the State of Colorado, or the Hoe Rule Char er of he City , and ahall never conat1 u e nor give riae to a p cun1ary l1abil1ty of he Ci y or a charge a;ainat lta general er d or taxing pow re . i he the !ai hand er dit nor the taxing power o! the City, the State of Colorado or any o her pol1t1cal aubd1v1a1on ther of la pledg d to the paym nt of h pr ncipal o!, , 1f any , or ntereat on the Bonda or other coats incidental hereto; • I • • • • • (d) The amount necessary in each year to pay the principal of and the interest on the Bonda is set forth in Exhibit A hereto and incorporated herein by reference, and the Loan Aqreement requires such payments to be made by the Company; there ia lo be no reserve fund established for the retirement of the Bonda or he maintenance of the Project; and since the Loan Aqreement provides that the Company shall maintain the Project and carry certain naurance with respect thereto, no determ nation of the estimated coat of maintaininq or inaurinq the Project need be made; and (e) The revenuea of the Company are projected to be aufflcient to, and the Loan Aqree ent prov1dea that the Company •hall, pay all taxes which may be due and owinq with reapect to the Project. Section 5. The forma, terms and proviaiona of the Loan Aqreement, the Indenture, the Converaion Aqreement and the Off1c1al Statement, upon adoption of th1a Ordinance upon aecond read1nq, be, and they hereby are, approved, and the City ahall enter into the Loan A re nt, the Convera1on Aqree nt and the Indenture, au atantially in the fonaa and 1th aubatantially the content o! each of auch docUJ11 nta preaented upon second readinq b t w th auch minor chanqea therein aa are cona atent herewith and aa the o!f1cera of the City execut nq auch doc enta ahall approve, the execution -10- • • • • • • • • thereof being deemed conclusive of their approval of any such changea; and the Mayor or Mayor Pro Tem of the City is hereby authorized and directed to execute and deliver auch documents and the City Clerk or Act1ng City Clerk is hereby authorized and directed to affix the aeal of the City to, and to attest, such document• in aubatantially the form and with aubatantially the content of each of auch docUJ11enta presented upon aecond reading. Section 6. The fonn, terma and proviaiona of the Bonda, in aubatantially the form and with aubatantially the content contained in the Indenture preaented upon a cond reading, be and they hereby are approved; and the Mayor or Mayor Pro Tem ia hereby authorized and directed to cauae hia or her facsimile a1gnature to be affixed to the Bonda; the City Clerk or Acting City Clerk is hereby authorized and d rected to atteat the Bonda with hia or her fecaim1le aignature, and each ia authorized to delver the Bonda in the fona con a1ned 1n the Indenture but with auch • nor changea there n aa are cona1atent with the Indenture and th1a Ordinance and as the off1cera of the City executing the onda ahall approve , the execut on thereof be1ng d of any auch changea. Th d cone • ve of their approval aeal of the City or he !acai 1le thereof is hereby authorized and direct d to be affixed to or impr1nted on the onda . -11- I • • • • • • • - Section 7. The City Council hereby authorizes and approves the appointment of First Interstate Bank of Denver, N .A., a national banking association with it• pr1nc1pal corporate trust office located in Denver, Colorado, aa Trustee, bond registrar and paying agent. Section 8. The Mayor and Mayor Pro Tem, the City Clerk and Acting City Clerk, and all other officer• of the City shall take all action which they deem necessary or reasonably required in conformity with the Act to finance the acquisition, construction and improvement of the Project and to iaaue the Bonda , which are hereby authorized , including the paying of certain fees and expenaea of the Orig1nal Purchaaer fro the proceeds of the Bonda , and for c arry ing out, giving effect to and consummating the tranaact1ona contemplated by th1a Ordnance , the Loan Agreem nt, he Ind nture, Off1c1 a ond, nc pre d or ect1on 9 . Conversion Agr ement and he Pre 1 1nary 1nclud ng, w thout 11 1tation, y of any cloa ng docu nta o on w1th the aale and el1v e c1t1c a lly the Offici al State c ion w1th the aale of coa of !1nanc1n the ProJec , th paying of c rta1n f ea and expenaea of the Or1g1na Purchaaer , w1l pad ou of th proceed• of th Bonda . The Bonda tog ther 1th 1n ere• payable thereon are• ca. -12- • I • • ...... • • • • limited obligations of the City payable solely as provided in the Indenture. The Bonda and the interest payable thereon shall never constitute the debt or indebtedness of the City, the State of Colorado or any political subdivision thereof within the meaning of any provision or lim tation of the Constitution or statutes of the State of Colorado, or he Home Rule Charter of the City, nor shall anyth ng contained in thia Ordinance or in the Bonda, the Loan Agreem nt, the Indenture, the Converaion Agreement or any other in• rument conatitute or give r1ae to a pecuniary l1ab1lity of, or a charge against the general credit or taxing power of, he C1ty, nor ahall the breach of any agre ment contained 1n thia Ord1nance , or any of the above-menti oned docum nta or inatrumen • impose any p cuniary liability upon the City, he City having no power to pay out of it• general fund, or otherwise contribute any part of he cos• of financ ing the ProJect, nor shall the C1ty cond mn any land or o her property !or the ProJec nor contr1bute any land or oh r prop r y to h ProJec . S ct1on 10 . Section 4 of Reao ution No . , Sr•• o! doped and ap rov d by the C y Council of May 15. 1986, • hereby aa !ollowa: nded to read, after aueh C y n Section 4 . Thia Resolution • aubject o the condit1on that the induatr1al develop nt revenue bond• for th Project shall be 1aau don or prior to O c er 12, 19 6 . lf such bond• are not 1aaued on or prior to such date, this eaolut1on shall ter ina e . -13- • • • • • • • • • Section ll. The City, baaed upon representations made by the Company, hereby elects to have the provis ions of Section l44(a)4 of the Internal Revenue Code of 1986, as amended , apply to the issuance of the Bonda . Section 12. After any of the Bonda are 1aaued, this Ordinance shall be and remain irrepealable until the Bonda and ntereat thereon shall have been fully paid , c anc e lled and discharged . Section 13. If any section, paragraph , cl ause or provis on of this Ordinance shall for any reason be held to be invalid or unenforceable, the invalidity or unenforceab1lity o! such section, paragraph , cl ause or provision shall not affect any of the remaining sections, paragraphs, clause• or provisions of th• Ordnance . Section 14. All bylaws , orders, resolution• and ordinances, or part• thereof, 1ncona1atent herewith and with the document• hereby approved , are hereby rep a ed to the extent only o! such inconsistency. Thia r epealer shall not be construed aa rev1vinq any bylaw, order , resolution or ordinance , or part there of . Section 15 . I ly pon 1 s final passa h1• Ordinance shall be r cord n the C1ty book of ord1nancea kept !or that purpose , shall be authenti c ated by the aiqnatur•• o! the Mayor or Mayor Pro T and the City Clerk or Act1nq City Cl erk , and shall be published 1n the n ewood Sentinel , a newspaper o! general c1rcul at 1on n the City . -1 - • • n • • • - Section 16. Insofar a• it is necessary to issue the Bonds immediately in order to: (a) take advantage of presently exist ng interest rates; (b) take advantage of an allocation, and the extenaion thereof, from the Statewide balance for noneaaential function bond• to iasue the Bonds, which allocation may not continue to exist after December 12, 1986; (c) support the City and the Urban Renewal Authority in effecting in a i ly manner their planned f1nancing o! downtown renewal pro)ects; the provision• of th• Ordinance are hereby declared to be neceaaary !or the 1 diate preaervation of public property, health, peace or aafety and ahall beco effective upon !inal passage in accordanc e with Arti cle V, Section l, of the Ho Rule Charter of the City. Sect on 1 . In a ccordanc e with S ction O of h City Ch arter , the City Council ha• held a public hearing on this Ordlnance , before final passag, on th 1th day of August 19 at 7 :30 p , • 1n City Council Ch rs, 3 00 outh E atl Street , Englewood, Colorado . Introduced , re ad 1n full and paased on first reading aa an em rgency bill on the th day of August 1986 . • ; • • • • Publiahed aa a bill for an ordinance on the 6th day of Auquat 1986. Read, amended and paaaed aa amended aa an emergency bill on the 8th day of December 1986. Publiahed in full as amended as an emergency bill for an Ordinance on the 10th day of December 1986. Eugene L. Ot1a, Mayor Atteat: Mary Ann Gregory, Acting City Clerk I, Mary Ann Cr C.1 y of oing 1a for r d, a nd d, and 8 h day of c for an Ord.inane ory I • • • • Dua December 1987 1988 1989 1990 1991 1992 199) 1994 1995 1996 1 • • - EXHIBIT A MATURITY SCHEDULE Princi al $ 150,000. $ 155,000. $ 165,000. $ 175,000. $ 185,000. $ 195,000. $ 205,000. $ 220,000. $ 2)0,000. $3,920,000. Prior to th• Converaion D te, aa defined in the Indentur , the Bonds will bear interest at a rate of 8\ per annu . and aft r h Conv raion D te, the Bonds will bar interea a h r ta • era1n d by th• original Purchaaer which ar• r quired the Conv ra on d t• to ofter the Bonds at par, as aet forth he Conv raion Agre• nt. The a oun of intereat payable with reapect to th Bonds will no, n any year in which the Bonda re ain outatanding, xc ed $ 7 2 ,000 . • • • • • - 7' 3o PUSENTED BY ---- 'LL fl I,. - I I I) - Of1~-- ~Oll CALL Hlftdl'lf v .. ., O,,lt.-, Ya:e 11 c-"k II ID lra.1d,_ Ott, • • • • • • • AG A ITEM PRESENTED IIY ) 7l I ( , "l I I I 0 ~ , { m-, 'I { '7/)-1 h I tJ .. ') ~ft 1 l / / /) )l)f.,. ; '()~ J (l)/) 't~' 0 1-;.. &. ~ I .(, I. Oll CALL d Sec.onded A I ... Abs 11t Abstal11 I lfl""•"' I v.,, n.,~- 'Ul'lt--•A- -II',;;;.,"''~ II !ft lrad\h ... Otl, • • • • • AGENDA ITEM ---PRESENTED BY ----- 7-'tf/e/ k+ -v */l ,, { t(, /' ,~~ I ?/iP..fZ"~rt· c/J .. 1,()(. t ;; (' ., . · /1Z t ,/ IIOLL CALL I ./ . . d Scon d Aye1 Nay Abs t Itel" Kloaey ,. ..... r,._,~., \•nt..,•-ta •·.-.z: ... --..,. •1 10 lr"'4&t,-.. 0th I . • • - AG PUSDITED BY ------ )! I /!-( ///J ti (i ( l IIOLL CALL d S ,on d A ea a Ab, t Abstain Nladar ....... , fJIAA . _, . .. ,, .... ~.~): II lo lrad\1'1-.. Otl, • •