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HomeMy WebLinkAbout2015-001 IDA Resolution Series 2015 Refunding and Improvement Revenue Bonds $28,000,000 Resolution No. 2015-001 RESOLUTION AUTHORIZING THE ISSUANCE OF INDUSTRIAL DEVELOPMENT REFUNDING AND IMPROVEMENT REVENUE BONDS (RIVERSIDE HORIZONS INFRASTRUCTURE PROJECT — CITY OF RIVERSIDE, MISSOURI), SERIES 2015, IN AN AGGREGATE PRINCIPAL AMOUNT NOT EXCEEDING $28,000,000, TO PROVIDE FUNDS TO THE CITY OF RIVERSIDE, MISSOURI; AND AUTHORIZING AND APPROVING CERTAIN DOCUMENTS AND ACTIONS IN CONNECTION WITH THE ISSUANCE OF SAID BONDS. WHEREAS, The Industrial Development Authority of the City of Riverside, Missouri (the "Authority") is authorized and empowered under Chapter 349, inclusive of the Revised Statutes of Missouri, as amended (the "Act") to issue its bonds for the purpose of providing funds to purchase, construct, extend and improve a"project"(as defined in the Act); WHEREAS, at the request of the City of Riverside, Missouri, a fourth class city and political subdivision of the State of Missouri (the "City"), the Authority has agreed to issue its Industrial Development Refunding and Improvement Revenue Bonds (Riverside Horizons Infrastructure Project— City of Riverside, Missouri), Series 2015, in a principal amount of not to exceed $28,000,000 (the "Bonds"), pursuant to the hereinafter described Indenture, for the purpose of providing financing to the City (the "Financing"), pursuant to the hereinafter described Financing Agreement, to (a) refinance costs associated with an infrastructure project in the City (the "Project"), by providing for the refunding of the Authority's (i) Industrial Development Revenue Bonds (Riverside Horizons Infrastructure Project—City of Riverside, Missouri), Series 2007A (the "Series 2007A Bonds"), and (ii) Industrial Development Revenue Bonds (Riverside Horizons Infrastructure Project— City of Riverside, Missouri), Series 2007B (the "Series 2007B Bonds," and together with the Series 2007A Bonds, the "Prior Bonds"), (b) fund certain redevelopment projects and(c)pay certain costs related to the issuance of the Bonds; and WHEREAS, the Authority is authorized under the Act to issue its bonds for the purposes aforesaid and the Authority has determined that the public interest will be best served and that the purposes of the Act can be more advantageously obtained by the Authority's issuance of the Bonds in order to loan funds to the City under the Financing Agreement as a means of accomplishing the foregoing;and WHEREAS, the Authority further finds and determines that it is necessary and desirable in connection with the issuance of the Bonds that the Authority execute and deliver certain documents and that the Authority take certain other actions as herein provided. NOW, THEREFORE, BE IT RESOLVED BY THE INDUSTRIAL DEVELOPMENT AUTHORITY OF THE CITY OF RIVERSIDE, MISSOURI,AS FOLLOWS: Section 1. Findings and Determinations. The Authority hereby makes the following findings and determinations with respect to the City, the Project and the Bonds to be issued by the Authority, based upon representations made to the Authority: (a) The City has properly requested the Authority's assistance in refinancing the Project,refunding the Prior Bonds and financing certain redevelopment project costs; (b) The issuance of the Bonds for the purpose of providing funds to refinance the Project and refund the Prior Bonds and funding certain redevelopment project costs is in the public interest and in furtherance of the purposes of the Act;and Section 2. Authorization of the Bonds. In order to obtain funds to provide to the City to be used for the purposes aforesaid, the Authority is hereby authorized to issue the Bonds subject to the following restrictions: (a) The maximum principal amount of the Bonds shall not exceed$28,000,000; (b) The True Interest Cost of the Bonds as computed by the City's financial advisor shall not exceed 2.80%; (c) The weighted average maturity of the Bonds as computed by the Underwriter shall be between 5.0 years and 6.5 years; (d) The final maturity date of the Bonds shall be not later than May 1,2026; (e) The Underwriters' takedown and expenses shall not exceed 0.375% of the principal amount of the Bonds; (1) The portion of the Bonds issued for the purpose of refunding the Refunded Bonds, shall result in a net present value savings as computed by the City's financial advisor of at least 3%;and (g) The Bonds shall be subject to optional redemption not later than May 1,2025. The final terms of the Bonds shall be specified in the Indenture upon the execution thereof, and the signatures of the officers of the Authority executing the Indenture shall constitute conclusive evidence of their approval and the Authority's approval thereof. Section 3. Bonds as Limited Obligations. The Bonds and the interest thereon shall be special, limited obligations of the Authority payable solely out of the revenues derived by the Authority from the Financing Agreement, and such revenues shall be pledged and assigned to the Trustee named below as security for the payment of the Bonds as provided in the Indenture. THE BONDS DO NOT CONSTITUTE A GENERAL OBLIGATION OF THE AUTHORITY OR THE CITY AND DO NOT CONSTITUTE AN INDEBTEDNESS OF THE AUTHORITY, THE STATE OF MISSOURI (THE "STATE") OR ANY POLITICAL SUBDIVISION THEREOF WITHIN THE MEANING OF ANY CONSTITUTIONAL OR STATUTORY PROVISION OR LIMITATION. NEITHER THE FULL FAITH AND CREDIT NOR THE TAXING POWERS OF THE AUTHORITY, THE STATE OR ANY POLITICAL SUBDIVISION THEREOF IS PLEDGED TO THE PAYMENT OF THE PRINCIPAL OF OR INTEREST ON THE BONDS. THE ISSUANCE OF THE BONDS SHALL NOT, DIRECTLY, INDIRECTLY OR CONTINGENTLY, OBLIGATE THE AUTHORITY, THE STATE OR ANY POLITICAL SUBDIVISION THEREOF TO LEVY ANY FORM OF TAXATION THEREFOR OR TO MAKE ANY APPROPRIATION FOR THEIR PAYMENT. THE AUTHORITY HAS NO TAXING POWER. Section 4. Authorization and Approval of Documents. The following documents are hereby approved in substantially the forms presented to and reviewed by the Authority at this meeting -2- (copies of which documents shall be filed in the records of the Authority), and the Authority is hereby authorized to execute and deliver each of such documents to which the Authority is a party (the "Authority Documents") with such changes therein as shall be approved by the officers of the Authority executing such documents, such officers' signatures thereon being conclusive evidence of their approval and the Authority's approval thereof. (a) Bond Trust Indenture dated as of the date set forth therein (the "Indenture"), between the Authority and UMB Bank, N.A. (the "Trustee"), providing for the issuance thereunder of the Bonds and setting forth the terms and provisions applicable to the Bonds, including a pledge and assignment by the Authority of the Trust Estate to the Trustee for the benefit and security of the owners of the Bonds upon the terms and conditions as set forth in the Indenture; (b) Financing Agreement dated as of the date set forth therein (the "Financing Agreement"), between the Authority and the City under which the Authority will make the proceeds from the sale of the Bonds available to the City for the purposes herein described in consideration of payments which will be sufficient to pay the principal of, redemption premium, if any,purchase price and interest on the Bonds; (c) Tax Compliance Agreement dated as of the date set forth therein (the "Tax Compliance Agreement"), among the Authority, the City and the Trustee, entered in order to set forth certain representations, facts, expectations, terms and conditions relating to the use and investment of the proceeds of the Bonds,to establish and maintain the exclusion of interest on the Bonds from gross income for federal income tax purposes, and to provide guidance for complying with the arbitrage rebate provisions of Code § 148(t); (d) Escrow Trust Agreement dated as of the date set forth therein (the "Escrow Agreement"), among the City, the Authority and UMB Bank, N.A., as trustee and paying agent for the Prior Bonds, entered into in connection with the refunding and redemption of the Prior Bonds;and (e) Bond Purchase Agreement dated the date set forth therein (the "Bond Purchase Agreement"), among the Authority, the City and Stern Brothers & Co., as lead underwriter, and George K. Baum&Company,as co-underwriter(collectively,the"Underwriter"), entered into in connection with the sale of the Bonds by the Underwriter. Section 5. Approval of Preliminary Official Statement; Preliminary Official Statement Deemed Final. The Preliminary Official Statement and the final Official Statement, in substantially the form of the Preliminary Official Statement with such changes and additions thereto as are necessary to conform to and describe the transaction, and the public distribution of the same by the Underwriter are hereby approved for use in connection with the Bonds. The Authority has not participated in the preparation of the Preliminary Official Statement or in the final Official Statement and has not verified the accuracy of the information therein, other than information respecting the Authority under the captions "THE AUTHORITY" and"LITIGATION—The Authority." Accordingly, such approvals do not constitute approval by the Authority of such information or a representation by the Authority as to the completeness or accuracy of the information contained therein. For the purpose of enabling the Underwriter to comply with the requirements of Rule 15c2-12(b)(1) of the Securities and Exchange Commission, the Authority hereby deems the information regarding the Authority contained in the Preliminary Official Statement under the captions "THE AUTHORITY" and "LITIGATION—The -3- Authority"to be"final" as of its date,except for the omission of such information as is permitted by Rule 15c2-12(b)(1), and the appropriate officers of the Authority are hereby authorized,if requested,to provide the purchaser a letter or certification to such effect and to take such other actions or execute such other documents as such officers in their reasonable judgment deem necessary to enable the purchaser to comply with the requirements of such Rule. Section 6. Execution of Bonds and Documents. The President or Vice President of the Authority is hereby authorized and directed to execute the Bonds by manual or facsimile signature and to deliver the Bonds to the Trustee for authentication for and on behalf of and as the act and deed of the Authority in the manner provided in the Indenture. The President or Vice President of the Authority is hereby authorized and directed to execute, deliver and/or endorse the Authority Documents for and on behalf of and as the act and deed of the Authority. The Secretary or Assistant Secretary of the Authority is hereby authorized and directed to attest to the Bonds by manual or facsimile signature,to the Authority Documents and to such other documents, certificates and instruments as may be necessary or desirable to carry out and comply with the intent of this Resolution. Section 7. Further Authority. The Authority shall, and the officers, agents and employees of the Authority are hereby authorized and directed to, take such further action, and execute such other documents, certificates and instruments, including, without limitation, any credit enhancement, liquidity and security documents, arbitrage certificate, closing certificates and tax forms, as may be necessary or desirable to carry out and comply with the intent of this Resolution, and to carry out, comply with and perform the duties of the Authority with respect to the Bonds and the Authority Documents. Section 8. Effective Date. This Resolution shall take effect and be in full force immediately after its adoption by the Authority. Adopted by The Industrial Development Authority of the City of Riverside, Missouri, this 30th day of March,2015. THE INDUSTRIAL DEVELOPMENT AUTHORITY OF THE CITY OF RIVERSIDE,MISSOURI i (SEAL) President ATTEST: Secretary -4-