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HomeMy WebLinkAbout2007-034 - Approving Bond Issuance by IDA BILL N0.2007-34 ORDINANCE NO.. 2007-34 ORDINANCE APPROVING THE LSSUANCE BY THE INDUSTRIAL DEVELOPMENT AUTHORITY OF THE CITY OF RIVERSIDE, MLSSOURI OF TTS INDUSTRIAL DEVELOPMENT REVENUE BONDS (RIVERSIDE HORIZONS INFRASTRUCTURE PROJECT - CITY OF RIVERSIDE, MISSOURn, IN AN AGGREGATE PRINCH'AL AMOUNT NOT TO EXCEED $45 MILLION FOR THE PURPOSES OF PAYING COSTS OF THE INFRASTRUCTURE PROJECTS AND COSTS OF ISSUANCE; APPROVING THE CTI'Y'5 FUNDING OF A DEBT SERVICE RESERVE FUND AND A BOND INSURANCE FUND FOR SUCH BONDS; AND APPROVING AND AUTHORIZING CERTAIN DOCUMENTS AND ACTIONS IN CONNECTION WITH THE ISSUANCE OF THE BONDS. RECTTALS WHEREAS, the City of Riverside, Missouri (the "City's has requested that The Industrial Development Authority of the City of Riverside, Missouri (the "Authority") issue its industrial revenue bonds to assist the City in financing the construction of the infrastructure projects described on Exhibit B to the Financing Agreement (the "Project"); and WHEREAS, the Board of Aldermen of the City has found and determined and does now find and determine that it is desirable and in the best interests of the City that the Authority issue its Industrial Development Revenue Bonds (Riverside Horizons Infrastructure Project -City of Riverside, Missouri), Series 2007A in a principal amount not to exceed $35,000,000, and its Industrial Development Revenue Bonds (Riverside Horizons Infrastructure Project -City of Riverside, Missouri), Series 2007B in a principal amount not to exceed $10,000,000 (collectively, the "Bonds") for the purpose of providing funds to (a) pay the costs of the Project, and (b) pay the costs of issuance of the Bonds; and WHEREAS, the City does find and determine that it is within the authority and public purposes of the City that the City participate in the issuance of the Bonds for the afore-mentioned purposes; and WHEREAS, the Bonds are to be special, limited obligations of the Authority payable solely from Bond proceeds, the City Revenues, and other moneys pledged thereto and held by UMB Bank, N.A., as Trustee (the "Trustee ") as provided in the Trust Indenture, dated as of May 1, 2007, by and between the Authority and the Trustee (the "Indenture's and the Financing and Cooperation Agreement dated as of May 1, 2007 by and between the City, the Authority and the Trustee (the "Financing Agreement"), and are secured by a transfer, pledge, and assignment of and a grant of a security interest in the Trust Estate to the Trustee and in favor of the Owners of the Bonds, as provided in the Indenture and the Financing Agreement; and WHEREAS, the City further finds and determines that it is necessary and desirable in connection with the issuance of the Bonds that the City enter into certain documents and that the City take certain other actions as herein provided. NOW, THEREFORE, BE TT ORDAINED BY THE BOARD OF ALDERMEN OF THE CITY OF RIVERSIDE, MISSOURI, AS FOLLOWS: ,i i .. r .., 1. .. Section 1. Definitions. All capitalized terms not elsewhere defined herein shall have the meanings set forth in Section 101 of the Indenture. Section 2. Approval of Issuance of the Bonds. The City approves the Authority's issuance and sale of the Bonds for the purposes set forth in the Recitals hereof. The Bonds shall: (a) be issued and secured pursuant to the Indenture, in substantially the form attached as Exhibit A, and the Financing Agreement, (b) be dated the date of their issuance, (c) mature on Stated Maturity dates as provided in the Indenture and the Official Statement, with a final maturity occurring not later than May 1, 2027, (d) be in an aggregate original principal amount not to exceed $45,000,000, (e) bear interest at coupon rates not exceeding 5%, (f) be subject to mandatory, sinking fiord and optional redemption as set forth in the Indenture, and (g) have such other terms and provisions as are to be determined by the Authority and the authorized representative of the Purchaser named below. The final terms of the Bonds shall be specified in the Indenture and hereinafter approved Purchase Contract upon the execution thereof, and the signatures of the officers of the City executing such Financing Agreement and Purchase Contract shall constitute conclusive evidence of their approval and the City's approval thereof. The Bonds shall be sold to the Purchaser at a price provided for in the Purchase Contract which shall be not less than 95% of the aggregate principal amount of the Bonds. The Purchaser shall receive an underwriter's fee in the amount of 1.375 basis point of the aggregate principal amount of the Bonds. Section 3. Special, Limited Obligations. The Bonds and the interest thereon shall be special, limited obligations of the Authority. The Bonds are payable solely from Bond proceeds, the City Revenues, and other moneys pledged thereto and held by the Trustee as provided in the Indenture, and shall be secured by a transfer, pledge, and assignment of and a grant of a security interest in the Trust Estate to the Trustee and in favor of the Owners of the Bonds, as provided in the Indenture. The Bonds and the interest thereon do not constitute a debt of the City, the Authority, or the State of Missouri, or any political subdivision thereof, and do not constitute an indebtedness within the meaning of any constitutional or statutory debt limitation or restriction. Section 4. Transfer of Property. It is hereby found and determined that it is in the best interests of the City, and the health, safety and welfare of its residents, and in accord with the public purposes specified in the L-385 Levee Redevelopment Plan, as amended, the Real Property Tax Increment Allocation Redevelopment Act, Sections 99.800 to 99.865, inclusive, of the Revised Statutes of Missouri, as amended, and the Chapter 349 of the Revised Statutes of Missouri, as amended, that the City transfer, pursuant to the terms and conditions of the Financing Agreement, ownership of the property (the legal description of which is attached as Exhibit A to the Exhibit C attached hereto) to the Authority to obtain the Authority's assistance in the promotion of commercial and industrial development in the Redevelopment Area and in the issuance of revenue bonds for the purpose of paying the costs of Project. Section 5. Authorization of Documents. The City is hereby authorized to enter into the following documents (collectively, the "City Documents' in substantially the forms attached to this Ordinance (copies of which documents shall be filed in the records of the City), with such changes therein as shall be approved by the officer of the City executing such documents and as may be necessary or desirable to carry out and comply with the intent of this Ordinance, the signature of such officer thereon being conclusive evidence of his or her approval thereof: (a) Financing and Cooperation Agreement (the "Financing Agreement") by and between the City, the Authority and the Trustee, attached hereto as Exhibit B; (b) Special Warranty Deed (the "DeecP') from the City to the Authority, attached hereto as Ealtibit C; 2 ~ t ... 1 .. (c) Tax Compliance Agreement, by and between the City and the Trustee, attached hereto as Exhibit D; (d) Continuing Disclosure Agreement between the City and the Trustee, attached hereto as Exhibit E; and (e) Bond Purchase Agreement (the "Purchase Contract"), by and between the Authority, the City and Stifel, Nicolaus & Company, Incorporated (the "Purchaser', attached hereto as Exhibit F. Section 6. Approval of Official Statement. The City hereby approves the Preliminary Official Statement respecting the Bonds in substantially the form attached hereto as Exhibit G and the final Official Statement (which together with the Preliminary Official Statement, is referred to as the "Official Statement's 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. The public distribution of the Official Statement by the Purchaser is hereby approved for use in connection with the sale of the Bonds. For the purpose of enabling the Purchaser to comply with the requirements of Rule 15c2-12(b)(1) of the Securities and Exchange Commission, the City hereby deems the information regazding the City contained in the Official Statement 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 City 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. The Mayor is hereby authorized and directed to execute the Official Statement for and on behalf of and as the act and deed of the City. Section 7. Execution of Documents. The Mayor, the City Administrator, or such other authorized officer of the City are each hereby authorized and directed to execute and deliver the City Documents and such other documents, certificates and instruments as may be necessary or desirable to carry out and comply with the intent of this Ordinance for and on behalf of and as the act and deed of the City. The City Clerk is hereby authorized and directed to attest to such City Documents and other documents, certificates, and instruments as may be necessary or desirable to carry out and comply with the intent of this Ordinance. Section 8. Further Authority. The City shall, and the officers, agents, and employees of the City aze hereby authorized and directed to, take such further action and execute and deliver such other documents and instruments as may be necessary or desirable to carry out and comply with the intent of this Ordinance, and to carry out, comply with and perform the duties of the City with respect to the City Documents. Section 9. Disbursements to Trustee. The Board of Aldermen hereby authorizes and directs the City Administrator and the Finance Director to transfer funds from the City's general funds to UMB Bank, N.A., in amounts sufficient to fund the Debt Service Reserve Fund and the Bond Insurance Fund at closing on the Bonds. The City shall be notified of the amounts to be deposited to the Debt Service Reserve Fund and the Bond Insurance Fund at least three business days prior to closing and the City Administrator and the Finance Director are authorized and directed to make such transfers provided such amounts shall not exceed $4.5 Million for the Debt Service Reserve Fund and $150,000 for the Bond Insurance Fund. Section 10. Designation of Trustee, Paying Agent, and Registrar. The City hereby approves the designation of iJMB Bank, N.A., Kansas City, Missouri, as Trustee, Paying Agent, and Registrar under the Indenture. 3 i r ... 1 .. Section 11. Severability. The sections, paragraphs, sentences, clauses, and phrases of this Ordinance shall be severable. In the event that any such section, paragraph, sentence, clause, or phrase of this Ordinance is found by a court of competent jurisdiction to be invalid, the remaining portions of this Ordinance are valid, unless the court finds the valid portions of the Ordinance are so essential to and inseparably connected with and dependent upon the void portion that it cannot be presumed that the City has enacted the valid portions without the void ones, or unless the court fmds that the valid portions, standing alone, are incomplete and are incapable of being executed in accordance with the legislative intent. Section 12. Governing Law. This Ordinance shall be governed exclusively by and construed in accordance with the applicable laws of the State of Missouri. Section 13. Effective Date. This Ordinance shall take effect and be in full force immediately after its adoption by the City. (The rest of this page is intentionally left blank.) 4 PASSED AND SIGNED THIS 17~ DAY OF RIL, 2007. teen L. Rose, Mayor (Seal) ATTEST: Louj a Rusick, City Clerk APPROVED ON TffiS 17'~ DAY OF APR1L, 2007. K Teen L. Rose, Mayo The undersigned, the City Clerk of the City of Riverside, Missouri (the "City', hereby certifies that the above and foregoing is a true and correct copy of the Ordinance adopted by the City on April 17, 2007, and that said Ordinance has not been modified, amended, or repealed and that the same remains in full force and effect as of the date hereof. WITNESS my hand and seal of the City as of the 1 day o April, Lou' a Rusick, City 1 TRUST INDENTURE (Attached hereto.) T. , EI~TT B FINANCING AND COOPERATION AGREEMENT (Attached hereto.) E~~TT C SPECIAL WARRANTY DEED (Attached hereto.) EXHIBTT D TAX COMPLIANCE AGREEMENT (Attached hereto.) E~~IT E CONTINUING DISCLOSURE AGREEMENT (Attached hereto.) E~~TT F BOND PURCHASE AGREEMENT (Attached hereto.) Ea~IT G PRELINIINARY OFFICIAL STATEMENT (Attached hereto.)