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HomeMy WebLinkAboutordinance.council.025-79 O INANCE NO. JS-- AN ORDINANCE AUTHORIZING THE ISSUANCE OF $1,450,000 CITY OF ASPEN, COLORADO INDUS- TRIAL DEVELOPMENT REVENUE BONDS, SERIES 1979 (SPORT-OBERMEYER PROJECT) TO FINANCE AN INDUSTRIAL FACILITY; RATIFYING CERTAIN ACTION HERETOFORE TAKEN; AUTHORIZING THE EXECUTION AND DELIVERY BY THE CITY OF A FINANCING AGREEMENT, INDENTURE OF TRUST, BOND PURCHASE AGREEMEN~ SUCH BONDS AND CLOSING DOCUMENTS IN CONNECTION THEREWITH; MAKING DETERMINATIONS AS TO THE SUFFICIENCY OF REVENUES AND AS TO OTHER MATTERS RELATED TO SUCH INDUSTRIAL FACILITY; AND REPEALING ACTION HERETOFORE TAKEN IN CONFLICT THEREWITH. WHEREAS, the City of Aspen, Pitkin County, Colorado (the "City"), is a legally and regularly created, established, organized and existing municipal corporation under the provisions of Article XX of the Constitution of the State of Colorado and the Charter of the City; and WHEREAS, the Colorado County and Municipality Development Revenue Bond Act, constituting Sections 29-3-101 through 29-3-123, inclusive, Colorado Revised Statutes 1973, as amended (the "Act"), authorizes municipalities to finance one or more projects to promote industry and develop trade or other economic activity by inducing manufacturing, industrial, commercial, or business enterprises to locate, expand or remain in the State of Coloradol to mitigate the serious threat of extensive unemployment in parts of the State of Colorado, to (1) secure and maintain a balanced and stable economy in all parts of the State of Colorado or to further the use of its agricultural products or natural resources; and WHEREAS, such municipalities are further authorized by the Act to issue revenue bonds for the purpose of defraying the cost of financing any project and all incidental expenses incurred in issuing such bonds, and to secure the payment of such bonds as provided in the Act; and WHEREAS, Sport-Obermeyer, Ltd., a corporation organized and existing under the laws of the State of Colorado (the "Lessee"), has presented to the City a proposal wherebY the City will, pursuant to the Act, finance an industrial facility which will be owned by Klaus F. Obermeyer, as trustee under the Trust Agreement of the Klaus F. Obermeyer Trust (the "Owner") and which will be leased to the Lessee, which project will consist of a parcel of land located within 8 miles of the corporate limits of the City, a building to be constructed thereon and certain equipment to be installed therein (the "Project"), which Project will be used by the Lessee as a ware- house and office facility and which Project qualifies as a "project" within the meaning of the Act; and WHEREAS, the City will issue and deliver its City of Aspen, Colorado Industrial Development Revenue Bonds, Series 1979 (Sport-Obermeyer Project) in the aggregate principal amount ~f $1,450,000 (the "Bonds") to pay the cost of financing the Project and costs incidental to the authorization and issuance of the Bonds; and .WHEREAS, the City's expressed willingness to issue the Bonds to finance the Project has constituted one of the inducements whereby the Owner and the Lessee have determined to locate the Project near the City; and WHEREAS, concurrent with the issuance of the Bonds, the Owner will enter into a financing agreement with the City providing for payments sufficient to pay the principal of, premium, if any, (2) and interest on the Bonds and to meet other obligations as herein and therein provided; and WHEREAS, on November 27, 1978, the City Council adopted a resolution whereby the City agreed to authorize the issuance of the Bonds, it being understood that no costs of issuance were to be borne by the City and that the necessary financing documents were subject to formal approval by ordinance of the City Council pursuant to the Act; and WHEREAS, there have been presented to the City Council: (1) the proposed form of Financing Agreement dated as of May 1, 1979 (the "Financing Agreement") between the City and the Owner, including as Exhibit B attached thereto the proposed form of the Series 1979 Note (the "Note") of the Owner, (2) the pro- posed form of Indenture of Trust dated as of May 1, 1979 (the "Indenture") between the City and Central Bank of Denver, as Trustee (the "Trustee"), (3) the proposed form of Deed of Trust and Security Agreement dated as of May 1, 1979 (the "Deed of Trust") between the Owner and the Trustee, (4) the proposed form of Lease Agreement dated as of May 1, 1979 (the "Lease") between the Owner and the Lessee, (5) the proposed form of Assignment of Lease dated as of May 1, 1979 (the "Lease Assignment") between the Owner and the Trustee, and (6) the proposed form of Bond Purchase Agreement dated as of May 1, 1979 (the "Bond Purchase Agreement") among the City, the Owner and The Aetna Casualty and Surety Company (the "Original Purchaser"). NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF ASPEN, COLORADO: Section 1. All action (not inconsistent with the provisions of this ordinance) heretofore taken by the City Council and the officers of the City directed toward the financing of (3) the Project and the issuance of the Bonds therefor be, and the same is hereby, ratified, approved and confirmed. Section 2. The City shall finance the Project by loaning the proceeds of the Bonds to the Owner in accordance with the provisions of the Financing Agreement for the purposes described above. Section 3. To defray the cost of financing the Project there is hereby authorized and created an issue of industrial development revenue bonds designated "City of Aspen, Colorado Industrial Development Revenue Bonds, Series 1979" (Sport-Obermeyer Project) in the aggregate principal amount of $1,450,000, issuable as fully registered bonds in any denomination equal to or greater than $100,000 and dated as provided in the Indenture. The Bonds shall bear interest from their date payable semiannually on June 30 and December 31 of each year, commencing December 31, 1979 at the rate of 8.50% per annum. The Bonds shall be payable in semi-annual installments, including both principal and interest, on June 30 and December 31 of each year, commencing December 31, 1979 with the last payment due and payable on June 30, 2004. The Bonds shall be payable, shall be subject to redemption prior to maturity and shall be substantially in the form as set forth in the Indenture. The Bonds shall be sold to the Original Purchaser at a private sale at a purchase price equal to 100% of the principal amount of the Bonds. The net effective interest rate on the Bonds, taking into account the placement fee of Boettcher.& Company, is 9.00% per annum and such rate is hereby determined to be the maximum net effective interest rate on the Bonds. Section 4. The following determinations and findings are hereby made in accordance with Sections 29-3-113, 29-3-114 and 29-3-120 of the Act: (4) (a) The amount necessary in each year to pay the principal of and the interest on the Bonds is as follows: Annual Period to and Interest Principal to be Annual Debt Including for such Retired in such Service June 30 Period Period Requirement 1980 1981 1982 1983 1984 1985 1986 1987 1988 1989 1990 1991 1992 1993 1994 1995 1996 1997 1998 1999 2000 2001 2002 2003 2004 $122,876.55' 121,318.59 119,625.38 117,785.19 115,785.27 113,611.75 111,249.54 108,682.28 105,892.16 102,859.85 99,564.31 95,982.70 92,090.19 87,859.77 83,262.14 78,265.39 72~834.90 66.933.01 60.518.80 53.547.79 45 971.66 37 737.88 28 789.34 19 064.02 8 494.48 $ 17 947.59 19 505.55 21 198.76 23 038.95 25 038.87 27 212.39 29 574.60 32 141.86 34 931.98 37,964.29 41,259.83 44,841.44 48,733.95 52,964.37 57,562.00 62,558.75 67,989.24 73,891.13 80,305.34 87,276.35 94,852.48 103,086.26 112,034.80 121,760.12 132,329.10 *Assumes the Bonds are issued and dated May actual amount of interest payable will vary Bonds are issued prio~ or subsequent to May (5) $140.824.14 140.824.14 140.824.14 140824.14 140824.14 140824.14 140 824.14 140 824.14 140 824.14 140,824.14 140,824.14 140,824.14 140,824.14 140,824.14 140,824.14 140,824.14 140,824.14 140,824.14 140,824.14 140,824.14 140,824.14 140,824.14 140,824.14 140,824.14 140,823.58 24, 1979. The slightly if the 24, 1979. (b) No reserve fund has been established in connection with the retirement of the Bonds or for the Project and accordingly, it will not be necessary to pay amounts into any reserve fund. (c) The terms under which the Project is to be financed provide that the Owner and the Lessee shall maintain the Project and carry all proper insurance with respect thereto. (d) The revenues payable under the Financing Agreement and the Note are sufficient to pay, in addition to all other require- ments of the Financing Agreement and this ordinance, all sums referred to in paragraphs (a) and (c) of this Section. (e) The revenues payable under the Financing Agreement are sufficient to pay, in addition to all other requirements of the Financing Agreement and this ordinance, all taxes payable pursuant to Section 29-3-120 of the Act. Section 5. The forms, terms and provisions of the Financing Agreement, the Indenture, the Deed of Trust, the Lease, the Lease Assignment and the Bond Purchase Agreement be and they hereby are approved and the City shall enter into the Financing Agreement, the Indenture and the Bond Purchase Agreement in the forms of each of such documents presented to the City Council at this meeting, with such changes therein as are not inconsistent herewith; and the Mayor is hereby authorized and directed to execute and deliver the Financing Agreement, the Indenture and the Bond Purchase Agreement and the City Clerk is hereby authorized ~nd directed to affix the City seal to and to attest the Financing Agreement, the Indenture and the Bond Purchase Agreement. Section 6. The form, terms and provisions of the Bonds be and they hereby are approved and the City shall issue the Bonds in the form set forth in the Indenture with such changes therein as are not inconsistent herewith, and the Mayor is hereby authori- zed and directed to execute the Bonds and the City Clerk is hereby authorized and directed to affix the seal of the City to the Bonds and to attest the Bonds. (6) Section 7. The officers of the City shall take all action in conformity with the Act necessary or reasonably required to effectuate the issuance of the Bonds and shall take all action necessary or desirable in conformity with the Act to finance the Project and for carrying out, giving effect to and consummating the transactions contemplated by this ordinance, the Financing Agreement, the Indenture, and the Bond Purchase Agreement including without limitation the execution and delivery of any documents necessary to elect to have Section 103(b) (6) (D) of the Internal Revenue Code of 1954, as amended, apply to the Bonds and of any closing documents to be delivered in connection with the issuance and delivery of the Bonds. Section 8. The cost of financing the Project will be paid out of the proceeds of the Bonds and the Bonds will not be the general obligation of the City nor shall the Bonds, including interest thereon, constitute the debt or indebtedness of the City within the meaning of the Constitution or statutes of the State of Colorado or of the home rule charter of the City nor shall anything contained in this ordinance or in the Bonds, the Financing Agreement, the Indenture, the Deed of Trust, the Lease, the Lease Assignment, the Bond Purchase Agreement or any other instru~ent give rise to a pecuniary liability or a charge upon the general credit or taxing powers of the City, nor shall the breach of any agreement contained in this ordinance or in the Bonds, the Financing Agreement, the Indenture, the Deed of Trust, the Lease, the Lease kssignment, the Bond Purchase Agreement or any other instrument impose any pecuniary liability upon the City or any charge upon its general credit or against its taxing powers, the City having no power to pay out of its general funds, or otherwise contribute any part of the costs of financing the Project, nor power to operate the Project as a business or in any manner, nor shall the City condemn any land or other property for the Project nor contribute any land or other property to the Project. (7) Section 9. After the Bonds are issued, this ordinance shall be and remain irrepealable until the Bonds and the interest thereon shall have been fully paid, cancelled and discharged. Section 10. If any section, paragraph, clause or provision of this ordinance shall for any reason be held to be invalid or unenforceable, the invalidity or unenforceability of such section, paragraph, clause or provision shall not affect any of the remaining provisions of this ordinance. Section 11. All bylaws, orders, regulations, resolutions and ordinances, or parts thereof, of the City inconsistent herewith and with the documents hereby approved, are hereby repealed to the extent only of such inconsistency. This repealer shall not be construed as reviving any bylaw, order, regulation, resolution or ordinance, or part thereof. Section 12. This ordinance, immediately on its final passage and adoption, shall be numbered and recorded in the official records of the City kept for that purpose, authenticated by the signatures of the Mayor and City Clerk, and published by title in The Aspen Times, a weekly newspaper published and of general circulation in the City. Section 13. This ordinance shall be in full force and effect five (5) days after its publication after its final passage. PUBLISHED this April 9, 1979. '~ - (SEAL) Attest: C~!; ~lerk '~ ~~'May°r (8) I, Kathryn Koch, City Clerk of the City of Aspen, Colorado, do hereby certify that the above is a true and correct copy of an ordinance introduced, passed on first reading, and ordered published in full in The Aspen Times at ~ regular meeting of the City Council on April 9, 1979. ( SEAL ) Attest: City,Clerk Published in The Aspen Times. April /~, 1979. First publication NOTICE IS HEREBY GIVEN that at a regular meeting of the City Council to be held on Monday, April 23, 1979, at the hour of ~ ~_.m. at the City Hall Building, 130 South Galena Street, in Aspen, Colorado, the City Council will hold a public hearing on the aforesaid proposed ordinance and~f~~ consider it for final passage and adoption. /~ Mayor / Attest: ~ty Clerk (9) FINALLY PASSED, ADOPTED, of April, 1979. (SEA ) Attest.- ~i~y Clerk AND APPROVED this 23rd day Published in The Aspen Times. Second publication (i.e., publication by title after finaI passage) April ~, 1979. We, Stacy Standley, Mayor, and Kathryn Koch, City Clerk, of the City of Aspen, Colorado, do hereby certify that the above and foregoing ordinance is a true and correct copy of the ordinance introduced, passed, and approved on first reading at the regular meeting held on April 9, 1979, published in full in The Aspen Times on April /_~, 1979, and after public hearing thereon, introduced a second time, finally passed, adopted and approved, without any amendment, on April 23, 1979, and pub- lished a second time by title in The As~Ti~e~ril ~, 1979. (SEAL) . Attest: Clerk (10) Council Member ~~. moved the foregoing ordinance be now passed and approved on first reading; that said ordinance be published in full in The Aspen Times (a newspaper of general circulation published in the City of A~pen) in its issue of April/~, 1979; and that said ordinance at least seven (7) days after it is published as aforesaid be considered at a public hearing thereon and thereafter at the same meeting for final passage at a regular meeting of the City Council to be held at the regular place of meeting of the City Council in the City Hall Building, 130 South'Galena Street, in Aspen, Colorado, on Monday, April 23, 1979, at the hour of.~.~_.m. The question being upon the adoption of said motion and the passage and approval of the ordinance upon first reading, the roll was called with the following result: Those Voting Yes: Stacy Standley Michael Behrendt Thomas Isaac Ellen Anderson George Parry John Van Ness Steve Wishart Those Voting No: Those Absent: ~ members of the City Council having voted in favor of said motion, the presiding officer declared the motion carried and the ordinance passed and approved on first reading, and ordered published and considered at a public hearing and for final passage, as aforesaid. Thereupon other business unrelated to the above ordinance and to the subject matter therein designated was considered. -3- Thereafter there being no further business to come before the meeting, on motion duly made/~onded and unani- mously carried, the meeting was adjo~ned.//~--~/~ (SEAL) ~ Attest: ~ty Clerk -4- STATE OF COLORADO ) ) COUNTY OF PITKIN ) ) CITY OF ASPEN ) SS. I, Kathryn Koch, the duly qualified and acting City Clerk of the City of Aspen (the "City"), in Pitkin County, Colorado, do hereby certify: 1. The foregoing pages numbered from -1- to -4-, both inclusive, and including as a part thereof the ordinance appertaining thereto and consisting of pages numbered from (1) to (10), inclusive, constitute a full and correct copy of the record of the proceedings taken by the City Council of the City at a regular meeting thereof held on April 9, 1979, so far as said minutes relate to an ordinance, a copy of which is therein set forth. 2. The copy of said ordinance contained in said minutes is a full, true and correct copy of the original of said ordinance as introduced, passed and approved on first reading by the City Council at said meeting and the original of said ordinance has been duly authenticated by the signatures of the presiding officer of said City Council and myself as Clerk of the City. 3. Said ordinance was on April ~_~ 1979, published in full in The Aspen Times, a newspaper published weekly, and of general circulation in the City. 4. The Mayor ~;~ other members of the City Council were present at said meeting and the Mayor and ~'%~ members of said Council voted on the passage and approval on first reading of said ordinance as in said minutes set forth. Ail members of the City Council were duly notified of said meeting. -5- IN WITNESS WHEREOF, I have he/~eunto set my hand and the seal of the City of Aspen this ,~day of ~ 1979. C~ Clerk (SEAL) -6- (Attach Affidavit of First Publication of Ordinance on April , 1979 in full) -7- STATE OF COLORADO ) ) COUNTY OF PITKIN ) SS. ) CITY OF ASPEN ) The City Council of the City of Aspen, Pitkin County, Colorado, met in regular session in full conformity with law and with the ordinances and rules of said Council at the City Hall Building, 130 South Galena Street in the City, being the regular meeting place of the Council, on Monday, April 23, 1979, at the hour of~.m. Upon roll call, the following were found to be present, ~onstituting a quorum: Present: Mayor: Mayor Pro Tem: Other Councilmen: Absent: constituting all the members of There were also present: City Clerk: City Manager: Director of Finance: City Attorney: Thereupon, were had and taken: Stacy Standley Michael Behrendt Thomas Issac Ellen Anderson George Parry John Van Ness Steve Wishart the City Council. Kathryn Koch Philip S. Mahoney Lois Butterbaugh Rona.ld W. Stock the following proceedings, among other -8- The Mayor announced that an ordinance entitled: AN ORDINANCE AUTHORIZING THE ISSUANCE OF $1,450,000 CITY OF ASPEN, COLORADO INDUSTRIAL DEVELOPMENT REVENUE BONDS, SERIES 1979 (SPORT- OBERMEYER PROJECT) TO FINANCE AN INDUSTRIAL FACILITY; RATIFYING CERTAIN ACTION HERETOFORE TAKEN; AUTHORI- ZING THE EXECUTION AND DELIVERY BY THE CITY OF A FINANCING AGREEMENT, INDENTURE OF TRUST, BOND PURCHASE AGREEmeNT, SUCH BONDS AND CLOSING DOCUMENTS IN CONNECTION THEREWITH; MAKING DETERMINATIONS AS TO THE SUFFICIENCY OF REVENUES AND AS TO OTHER MATTERS RELATED TO SUCH INDUSTRIAL FACILITY; AND REPEALING ACTION HERETOFORE TAKEN IN CONFLICT THEREWITH. which ordinance was introduced and passed and approved on first read~ ~g on April 9, 1979, had, as ordered by the City Council, been }.~ublished in full in The Aspen Times, a newspaper published and of general circulation in the City, in its issue of April __, 1979, being at least seven (7) days prior to this meeting; and that the publisher's affidavit of publication of said ordinance is now on file in the office of the City Clerk. Thereupon, the Mayor announced'that this was the time and place of a public hearing on said ordinance, which he d~ignated by title, and that anyone desiring to be heard should so indicate. *(no one indicated he desired to be heard)* *Delete if not applicable and insert minutes of hearing. -9- ~ ~ introduced a second time said ordinance for its final consideration and passage, said ordinance being the same as first introduced and approved on first reading by the City Council at the regular session held at ~O~.m., on Monday, April 9, 1979. The ordinance was thereupon read by title, printed copies thereof having been distributed to all Council Members and to those in attendance. /~ Whereupon Council Member~ moved that said ordinance be finally passed and adopted~ The question being upon the passage and the adoption of said ordinance, the roll was called with the following result: Those Voting Yes: Stacy Standley Michael Behrendt Thomas Issac Ellen Anderson George Parry John Van Ness Steve Wishart Those Voting No: ~ Those Absent: ~.~ The presiding officer thereupon declared that ~ Council Members having voted in favor thereof, the motion was carried and the ordinance duly and finally passed and adopted. On motion duly adopted, it was ordered that said ordinance be numbered ~ , and after signing by the Mayor of the Ci'ty be finally published in full, in The Aspen Times, a weekly newspaper published and of general circulation in the City of Aspen, Colorado, and be recorded according to law. Thereupon, the City Council considered othe~ business and took other action not concerning the City of Aspen, Colorado Industrial Development Revenue Bonds, Series 1979 (Sport-Obermeyer Project). -10- There being no further business to come before the City Council, on motion duly made and unanimously carried, the meeting adjourned. / Mayo (SEAL) / Attest: ~ - ~ty Clerk -11- STATE OF COLORADO ) ) COUNTY OF PITKIN ) SS. ) CITY OF ASPEN ) I, Kathryn Koch, the duly qualified and acting city Clerk of the city of Aspen, Colorado (the "City"), do hereby certify: 1. Ordinance No. ~, was introduced, passed on first reading, and ordered published at a regular meeting of the City Council held on Monday, April 9, 1979, and was published in full on April L~ 1979, in The Aspen Times, a newspaper published and of general circulation in the City. 2. At least seven (7)~ days after such publication, at a regular meeting of the city Council held on Monday, April 23, 1979, a public hearing was held on said ordinance; it was then introduced a second time; and at said meeting it was then finally passed, adopted, approved and ordered published in full in The Aspen Times. 3. The members of the City Council voted on the passage of Ordinance No.~ as in said minutes set forth; and said on/_~ ~, 1979, published in full in The Aspen ordinance was Times, the same being the official newspaper of the City, published and of general circulation therein. 4. The foregoing pages numbered -8- to -11-, both inclusive, are a true, full and correct copy of the proceedings of the City Council of the City insofar as said minutes relate to the public hearing held on Ordinance No. o~ prior to its introduction a second time, to its final adoption, and to the -12- subject matter therein designated, a copy of which ordinance is set forth in full in the minutes of the meeting held on April 9, 1979, and is nu~ered consecutively in regular numerical order from (1) to (10), inclusive, and a copy of which is likewise attached to the affidavit of the publisher on file in my office. 5. The me~ers of said City Council voted on the adoption of said ordinance, as in said minutes set forth. 6. The Mayor and ~'~ other me~ers of the City Council were present at said meeting held on Monday, April 23, 1979; and all me~ers of the City Council were duly notified of said meeting. IN WITNESS WHE~OF, I have hereunto set my hand and the seal of the City this~day of~, 1979. ~ty Clerk (SEAL) -13- (Attach Affidavit of Second Publication of Ordinance on April __, 1979 in full) -14.