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HomeMy WebLinkAboutR-2011-104 Premium Waters, Inc. RESOLUTION NO. R-2011-104 RESOLUTION OF THE CITY OF RIVERSIDE, MISSOURI, APPROVING A PROJECT FOR PREMIUM WATERS, INC. AND DETERMINING THE OFFICIAL INTENT OF THE CITY TO ISSUE ITS INDUSTRIAL REVENUE BONDS IN A PRINCIPAL AMOUNT OF APPROXIMATELY $37,000,000 TO FINANCE TE� COSTS OF 5UCH PROJECT. WHEREAS, the City of Riverside, Missouri (the "City"), a fourth-class city and political subdivision of the State of Missouri (the "City"), is authorized and empowered pursuant to the provisions of Article VI, Section 27(b) of the Missouri Constitution, as amended, and Sections 100.010 through 100.200, inclusive, of the Revised Statutes of Missouri, as amended (RSMo) (collectively, the "AcY'), to purchase, construct, extend and improve certain projects (as defined in Section ]00.010 RSMo) and to issue industrial revenue bonds for the purpose of providing funds to pay the costs of such projects and to lease or otherwise dispose of such projects to private persons or corporations for manufacturing, commercial, warehousing and industrial development purposes upon such terms and conditions as the Ciry shall deem advisable;and WHEREAS, Premium Waters, Inc., a Minnesota corporation (the "Company"), has submitted an Application to the City and has requested that the City (i) approve a project for the Company to be located in the City at 4301 NW Mattox Road consisting of the acquisition, conshvction, improvement, and equipping of a manufacturing facility (the "ProjecY'), (ii) issue its industrial revenue bonds in an aggregate principal amount of approximately $37,OOQ000 to provide funds to pay the costs of the Project, and (iii) loan the proceeds from the sale of said bonds to the Company for the purpose of financing the costs of the Project, all in accordance with and pursuant to the Act; and WHEREAS, the City desires to finance the costs of the Project by the issuance of its industrial revenue bonds under the Act in an aggregate principal amount of approximately $37,000,000 in one or more series (the `Bonds"), said Bonds to be payable solely out of payments, revenues and receipts derived by the Ciry from the Company pursuant to a lease agreement evidencing the City's loan of the proceeds of said Bonds to the Company; and WH�REAS, the City and the Company desire that the purchase, construction, and equipping of the Project commence as soon as practicable; NOW, THEREFORE, BE TT RESOLVED BY THE BOARD OF ALDERMEN OF THE CITY OF RIVERSIDE, MISSOURI, AS FOLLOWS: Section 1. Findiugs and Determinations. The Board of Aldermen of the City hereby finds and determines that the Project will promote the economic welfare and the development of the City of Riverside, Missouri, and the issuance of the Bonds by the City to pay the costs of the Project will be in furtherance of the public purposes set forth in the Act. Section 2. Approval of Project and Declaration of Official Intent. The Board of Aldertnen of the City hereby approves the Project and determines and declares the officia► intent of the City to finance the costs of the Project out of the proceeds of the Bonds of the City to be issued pursuant to the Act in a principal amount of approximately $37,000,000. This Resolution shall constitute the City's official binding commitrnent, subject to the terms hereof, to issue the Bonds pursuant to the Act in amounts prescribed by the Company up to $37,000,000 and to make the proceeds thereof available to the Company to purchase, construct and equip the Project and to pay all expenses and costs of the City in connection with the issuance oFthe Bonds. Section 3. Terms and Provisions. Subject to the conditions of this Resolution, the City will (i) enter into a trust indenture with a bank or Wst company, pursuant to which the Ciry will issue the Bonds to pay the costs of financing the Project, including repayment to the Company of advances made by it in connection with the Project, with such maturities, interest rates, redemption terms, security provisions and other terms and provisions as may be determined by subsequent resolution of the City; (ii) enter into a lease ageement with the Company which will make available the proceeds from the sale of the Bonds to the Company to enable the Company to purchase, construct and equip the Project, pursuant to which lease the Company will make lease payments sufficient to pay the principal of and interest on the Bonds as the same become due and payable; and (iii) to effect the foregoing, adopt such resolutions and authorize the execution and delivery of such security agreements and other instruments and the taking of such action as may be necessary or advisable for the authorization and issuance of the Bonds by the City and take or cause to be taken such other action as may be required to implement the aforesaid. Section 4. Conditions to Issuance. The issuance of the Bonds and the execution and delivery of any documents related to financing the Project are subject to (i) approval by the Board of Aldermen of the City; (ii) approval by the Company; (iii) obtaining by the Company of any necessary governmental licenses, permits and approvals; and (iv) agreement by the City, the Company and the purchasers of the Bonds upon (a) mutually acceptable terms for the Bonds and for the sale and delivery thereof and (b) mutually acceptable terms and conditions of any documents related to the issuance of the Bonds and the Project. Section 5. Reimbursement of Expenditures. The Company has made certain expenditures in connection with the purchase, construction and equipping of the Project, and expects to make additional similar expenditures afrer the date of this resolution and before the issuance of the Bonds, and the City desires and intends to reimburse the Company, solely from the proceeds of the Bonds, for such Project expendimres paid not earlier than 60 days before the date of this Resolution, except to the extent otherwise permitted by applicable Federal tax law. The Company is only entitled to reimbursement of such expenditures if and to the extent Bonds are issued by the Ciry. Section 6. Authorization to Proceed. The Company is hereby authorized to proceed with the purchase, construction and equipping of the Project, including the necessary planning and engineering for the Project and entering of contracts and purchase orders in connection therewith, and to advance such funds as may be necessary to accomplish such purposes, and, to the extent permitted by law, the City shall reimburse the Company for all expenditures paid or incurred therefor out of the proceeds of the Bonds. Section 7. Sa►e of the Bonds. The City shall sell the Bonds, but only on a firm underwriting or purchase basis, to such investment banking firm, financial institution or institutional investors as the Company shall obtain and the City shall approve, at such price as the Company and the City shall approve, such Bonds to be issued upon receipt of an unqualified approving opinion by Gilmore & Bell, P.C, Bond Counsel, in form and substance agreeable to the City, the Company and the purchaser or purchasers of such 2 Bonds. The sale of the Bonds shall be the responsibility of the Company. Section 8. PubGc Hearing and ApprovaL The Board of Aldermen will conduct a public heazing with respect to the issuance of the Bonds to finance the Project and to cause notice of such heazing to be published in accordance with the requirements of Section 147(� of the Intemal Revenue Code of 1986, as amended. The obligation of the City to proceed with the final issuance of the Bonds shall be subject to receipt of public approval for such issuance as required under said Section 147(�. Section 9. Indemnity. By accepting the terms of this Resolution and proceeding with the Project, the Company will be considered to have agreed (i) to indemnify and hold the City harmless against liabiliry with respect to any destruction of or damages to property or any injury to or death of any person or persons occurring in connection with the Project (other than liability for any loss or damages that may result from wanton misconduct or from intentional wrongful acts of the City), and (ii) to pay the regular fees and chazges of the City for its services in connection with financing the Project as well as all of its expenses in connection therewith. Section 10. Limited Liability. Any provision hereof to the contrary notwithstanding, nothing herein contained shall be construed to impose a charge against the general credit of the City or to impose any pecuniary liability upon the City except with respect to the proper application of the proceeds to be derived by the City from the sale of the Bonds and of the revenues and receipts to be derived by the City from any financing, leasing or sale of the Project. Nothing herein shall be deemed to restrict the City or the State of Missouri or any agency or any political subdivision thereof in determining the order or priority of the issuance of bonds by the City or to require the Ciry to give the Bonds priority as to issuance or as to the time of issuance over any other bonds previously or subsequently approved by the Ciry for issue. Section 11. Further Authority. Counsel to the CiTy and Bond Counsei, together with the officers and employees of the City, are hereby authorized to work with the Company and the purchaser or purchasers of the Bonds, their respective counsel and others, to prepare for submission to and final action by the City all documents necessary to effect the authorization, issuance and sale of the Bonds and other actions contemplated hereunder in connection with the financing of the Project. Section 12. BeneTt or Resolution. This Resolution shall inure to the benefit of the City and the Company and their respective successors and assigns. Section 13. Effective Date. This Resolution shall take effect and be in full force immediately after its adoption by the Board of Aldermen of the City of Riverside, Missouri. 3 ADOPTED by the Board of Aldermen this 6'" day of December, 20 ]]. CITY OF RIVERSIDE, MISSOURI � //.�.i �� �i Kathleen L. Rose, Mayor ATTEST: � � � x r �l_.�_��Y. Robin Littrell, City Clerk APPROVED AS TO FORM: cy omp o, City Attorney Inducement Resolution Premium Waters, Inc. 4 Chapter 100 financing Application (1) Name, mailing address and contact information: PREMIUM WATERS, INC. Point of Contact: Bernie Zarda Titie: Senior VP Street Address: 210D 5ummer 5treet NE —Suite 200 City, State, ZIP: Minneapolis, MN 55413 E-mail: berniezarda@nremiumwaters.com Phone: 816-550-4595 (2) Address of the proposed development: 4301 NW Mattox Road, Riverside, MO 64150 (3) A narretive description of the project: Premium Waters will be relocating and consolidating its corporate offices and constructing a 165,000 sq ft facility consisting of approximately 158.500 sq ft of ma�ufacturing floor;pace, and roughly 6500 sq ft of office space. In addition to wrporate offices, the fadlity will be used for production and distribution of bottled water. (4) Beneflts to the City and State: Retention of 30 existfng Missouri ]obs and/or creation of 100 new Jobs. The average salary is $43,000. (S) Estimated cost of the project: $10,ODO,ODO building + $1,200,000 land + $30,000,0� tooli ng/equipment = $41,200,ODO bond issuance fees must also be added to the $41,200,000 (61 Estimated completion date: Octo6er2012 Premlum Waters Chapter S00 Application - Page 1 of 3 (7) Source offundsforthe project: Industrial Development Bonds to be purchased in a private offering to selected investors or through the purchase of a bank letter of credit to provide credit support of the transactJOn. Underwriter will be to be determined if necessary. — (8� Terms of lease of the asseu: 10 year lease with payments in the lease matched to the de6t service costs on the underlyfng bonds financing the transaction. Bonds wili be fully amortfzing, and title to the assets will be automatically transferred to the Lessee at the conclusion of the lease. (9) Municipal entities affected by the projed: a. Schoaldistrict—ParkHill b. Communiry College District— Metropolftan Community Coilege c. Librery Distrid— Mid Continent d. County—Platte e. City — Rlverside (10)Estimate of equalized assessed current valuation of the real properry and personal properry included in the proJect after development: a. Real proper[y (@333%of purchase price) _$400,000 b. Personal property (�b133.3% of purchase price) _$10,400,000 (il)An analysfs of the msts and benefits of the project on each school district, community college district, county or city: a. Amount of Real Property Investment: $11,200,000 b. Amount of Personal Property Investment: $25,000,000 c. Date proJed will be tompleted and ptaced fn service: September 2012 d. Period of Abatement: 10 years e. Amount of Abatement for real and personal property: i. Real property-0% ii. Personal property - 25% f. Amount and timing of real and personal property inflation: i. Realproperty—n/a ii. Personal property will depreciate in value as a percent of the original assetvalue as follows: 1. Year1= * % 2. Year 2 = ' % . Premium Waters Chapter 100 Appliwtlon - Page Z of 3 3. Year3= "` % 4. Year4= * % 5. Year 5 = '" % 6. Year 6 and thereafter ="% g. Copy from Platte County Clerk showing each of the properly tax jurisdictions and the tax rates for real and personal property. To be provided by City. - (12)Identiflcation of any payments in lieu of taxes expected to be made by any lessee of the project, and the disposftton af any such payments by the City: a. Years 1-10 = 75% (13)Other information requested by the City. . none Submitted on behalf of applicant this _ day of November, 2011. � S' ture me: rnard A. Zarda, Jr. Title: Senior V.P. * Straight line depreciation over the MACRS life of the partfcular asset. Premlum Waters Chapter 100 Applicatlon - Page 3 of 3