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HomeMy WebLinkAboutResolutions - RS-96-2 - 02/21/1996 - Bonds for Westside Crest AptsRESOLUTION NO. R5-96-g A RESOLUTION PROVIDING FOR THE FINANCING BY THE CITY OF MCHENRY, ILLINOIS OF A RESIDENTIAL RENTAL DEVELOPMENT PROJECT CONSISTING OF REFUNDING OF PRIOR BONDS FOR WESTSIDE CREST LIMITED PARTNERSHIP (THE "OBLIGOR"); AUTHORIZING THE ISSUANCE OF ITS $3,640,000 VARIABLE RATE DEMAND MULTIFAMILY HOUSING REFUNDING REVENUE BONDS, SERIES 1996A (WESTSIDE CREST APARTMENTS PROJECT) AND ITS $390,000 VARIABLE RATE DEMAND TAXABLE MULTIFAMILY HOUSING REVENUE BONDS, SERIES 1996B (WESTSIDE CREST APARTMENTS PROJECT) IN CONNECTION THEREWITH; AUTHORIZING THE EXECUTION AND DELIVERY OF A LOAN AGREEMENT BETWEEN THE CITY OF MCHENRY, ILLINOIS AND THE OBLIGOR; AUTHORIZING THE EXECUTION AND DELIVERY OF A TRUST INDENTURE SECURING SAID BONDS; AUTHORIZING THE EXECUTION AND DELIVERY OF A BOND PURCHASE AGREEMENT PROVIDING FOR THE SALE OF SAID BONDS TO THE PURCHASER THEREOF; AND RELATED MATTERS. WHEREAS, the City of McHenry, Illinois, a municipality existing under the Constitution and the laws of the State of Illinois (the "Issuer") is authorized and empowered by the provisions of the Industrial Project Revenue Bond Act, 65 ILCS 5/11-74-1 et sea. (1994 State Bar Edition), as from time to time supplemented and amended (the "Act") to issue its revenue bonds to finance the costs of any industrial project to the end that the Issuer may be able to relieve conditions of unemployment, to maintain existing levels of employment and to encourage the increase of industry and commerce within the Issuer, thereby reducing the evils attendant upon unemployment and provide for the public safety, benefit and welfare of the residents of the Issuer and to provide decent, safe and sanitary housing which persons and families, including low and moderate income persons and families, can afford or to refund the same; and WHEREAS, on November 24, 1987 the Issuer issued its $3, 900, 000 Insured Multifamily Housing Bonds (InDeBonds-TM) Westside Crest Apartments Project (the "Prior Bonds"); and WHEREAS, as a result of negotiations between the Issuer and Westside Crest Limited Partnership, an Illinois partnership (the "Obligor"), the Obligor has provided for financing of the cost of refunding the Prior Bonds and the Issuer is willing to issue its revenue bonds to finance the cost of refunding the Prior Bonds and to enter into a loan agreement with the Obligor upon terms which will produce revenues and receipts sufficient to provide for the prompt payment at maturity of the principal and interest on such revenue bonds, all as set forth in the details and provisions of the Loan Agreement hereinafter identified; and WHEREAS, it is necessary and proper for the Issuer for the benefit of the inhabitants within the Issuer to authorize the refunding of the Prior Bonds and the issuance of the Issuer's Variable Rate Demand Industrial Project Revenue Bonds, Series 1996A (Westside Crest Apartments Project) in the aggregate principal amount of $3,640,000 and the Variable Rate Demand Taxable Multifamily Housing Revenue Bonds, Series 1996B (Westside Crest Apartments Project)in the aggregate principal amount of $390,000 (collectively, the "Bonds"); and WHEREAS, Robert W. Baird & Co. Incorporated (the "Underwriter") has indicated its willingness to purchase the Bonds; and WHEREAS, it is necessary to authorize the execution of a Loan Agreement between the Issuer and the Obligor under the terms of which the Issuer will lend the proceeds of the sale of the Bonds to the Obligor to reimburse the Obligor for the financing of the costs of the Project, the payments to be paid by the Obligor to the -2- Issuer in repayment of the loan to be sufficient to pay at maturity the principal of, premium, if any, and interest on the Bonds; and WHEREAS, it is necessary for the Issuer to execute and deliver a Trust Indenture to American National Bank and Trust Company of Chicago, as Trustee (the "Trustee") for the holders from time to time of the Bonds pursuant to which the Bonds will be issued; and WHEREAS, Comerica Bank - Illinois (the "Bank") will issue an Irrevocable Transferable Letter of Credit to the Trustee (the "Letter of Credit"); and WHEREAS, a Preliminary Official Statement (the "Official Statement") has been prepared and presented to this meeting; and WHEREAS, the Issuer will enter into the hereinafter described Bond Purchase Agreement with the Underwriter; WHEREAS, the Issuer will enter into the hereinafter described Tender Agent Agreement with the Trustee and the Underwriter; WHEREAS, the Issuer has caused to be prepared and presented to this meeting the following documents, which the Issuer proposes to enter into: 1. The Loan Agreement dated as of March 1, 1996, between the Issuer and the Obligor (the "Loan Agreement"); 2. The Trust Indenture dated as of March 1, 1996 (the "Indenture"), between the Issuer and the Trustee, setting forth terms, conditions and security requirements for the proposed bond issue to finance the Project and containing the form of the Bonds; 3. The Amended and Restated Declaration of Restrictive Covenants and Regulatory Agreement dated as of March 1, 1996 (the "Regulatory Agreement") among the Issuer, the Obligor, McHenry -3- State Bank, as Trustee under Trust No. 4168 dated October 2, 1987 and not individually and the Trustee; 4. The Bond Purchase Agreement (the Bond Purchase Agreement") between the Issuer and the Underwriter and approved by the Obligor; 5. The Tender Agent Agreement dated as of March 1, 1996 (the "Tender Agent Agreement") among the Issuer, the Trustee and the Underwriter; 6. The Agreement Regarding Redemption, Defeasance and Payment of 1987 Bonds dated as of March 1, 1996 (the "Escrow Agreement") among the Issuer, the Obligor, the Trustee and American National Bank and Trust Company of Chicago, as Prior Trustee; and WHEREAS, the Issuer held a Public Hearing pursuant to Section 147(f) of the Internal Revenue Code of 1986, as amended, on February 21, 1996; NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF MCHENRY, MCHENRY COUNTY, ILLINOIS, AS FOLLOWS: Section 1. That the form, terms and provisions of the proposed Loan Agreement and Indenture be, and they hereby are, in all respects approved, and that the Mayor and the City Clerk of the Issuer be, and they are hereby authorized, empowered and directed to execute and deliver such instruments in the name and on behalf of the Issuer, to cause the Loan Agreement to be delivered to the Obligor and to cause the Indenture to be delivered to the Trustee; that the Indenture shall constitute a lien for the security of the Bonds and upon all right, title and interest of the Issuer in and to the Loan Agreement (except for certain rights of the Issuer to -4- notice, indemnification and payment of expenses) and in and to the payments, revenues and receipts payable to the Issuer pursuant thereto, and said revenues are hereby and in the Indenture pledged for such purpose; that the Loan Agreement and the Indenture are to be in substantially the respective forms submitted to this meeting and are hereby approved, with such changes therein as shall be approved by the officials of the Issuer executing the same, their execution thereof to constitute conclusive evidence of their approval of any and all changes or revisions therein from the forms of the Loan Agreement and the Indenture hereby approved; and that from and after the execution and delivery of such instruments, the officials, agents and employees of the Issuer are hereby authorized, empowered and directed to do all such acts and things and to execute all such documents as may be necessary to carry out and comply with the provisions of such instrument as executed. Section 2. That the form, terms and provisions of the proposed Regulatory Agreement, Escrow Agreement, Bond Purchase Agreement and Tender Agent Agreement, copies of which are before this meeting, be, and they hereby are, in all respects approved, and that the Mayor and the City Clerk of the Issuer be, and they hereby are, authorized, empowered and directed to execute the Regulatory Agreement, the Escrow Agreement, the Bond Purchase Agreement and the Tender Agent Agreement in the name and behalf of the Issuer and thereupon to cause the Regulatory Agreement, the Escrow Agreement, the Bond Purchase Agreement and the Tender Agent Agreement to be delivered to the other parties thereto; that the Regulatory Agreement, the Escrow Agreement, the Bond Purchase Agreement and -5- the Tender Agent Agreement are to be in substantially the forms thereof submitted to this meeting and hereby approved, with such changes therein as shall be approved by the officials of the Issuer executing the same, their execution thereof to constitute conclusive evidence of their approval of any and all changes or revisions therein from the form of such instrument hereby approved; that the Regulatory Agreement, the Escrow Agreement, the Bond Purchase Agreement and the Tender Agent Agreement shall be entered into; and that from and after the execution and delivery of such instrument, the officials, agents and employees of the Issuer are hereby authorized, empowered and directed to do all such acts and things necessary to carry out and comply with the provisions of such instrument as executed. Section 3. That the issuance of the Bonds in the aggregate principal amount of $4,030,000 to mature and with the interest rate to be at the Weekly Rates or the Fixed Rates, as determined from time to time in accordance with the Indenture is hereby approved and the Mayor and the City Clerk of the Issuer be and are hereby authorized, empowered and directed to cause to be prepared the Bonds in the form and having the other terms and provisions specified in the Indenture (as executed and delivered); that the Bonds shall be executed in the name of the Issuer with the manual or facsimile signature of its Mayor and the manual or facsimile signature of its City Clerk and the seal of the Issuer shall be impressed or reproduced thereon, and that the Mayor or any other officer of the Issuer shall cause the Bonds, as so executed and attested, to be delivered to the Trustee for authentication and the Trustee is hereby requested to authenticate the $4,030,000 aggregate principal amount of Bonds; and the form of the Bonds submitted to this meeting as the value appears in the Indenture, subject to appropriate insertion and revision in order to comply with the provisions of said Indenture be, and the same hereby is, approved, and when the same shall be executed on behalf of the Issuer in the manner contemplated by the Indenture and this Resolution in the aggregate principal amount of $4,030,000, it shall represent the approved form of the Bonds of the Issuer. Section 4. That the distribution and use of the Official Statement by the Underwriter is hereby ratified. Section S. That the sale of the Bonds, upon the terms and conditions set out in the Official Statement, be, and is, in all respects authorized and approved. Section 6. That from and after the execution and delivery of the Loan Agreement, the Indenture, the Bond Purchase Agreement, the Tender Agent Agreement, the Regulatory Agreement and the Escrow Agreement, the proper officials, agents and employees of the Issuer are hereby authorized, empowered and directed to do all such acts and things and to execute all such documents as may be necessary to carry out and comply with the provisions of said documents as executed and to further the purposes and intent of this Resolution, including the preamble hereto. Section 7. That all acts and doings of the officials of the Issuer which are in conformity with the purposes and intent of this Resolution and in furtherance of the issuance and sale of the Bonds in the aggregate principal amount of $4,030,000 and the refunding -7- of the Prior Bonds to that amount be, and the same hereby are, in all respects, approved and confirmed. Section 8. The Bonds shall be a limited obligation of the Issuer payable solely out of the revenues and receipts to be derived from the Loan Agreement and the Note. No holder of any Bond shall ever have the right to compel any exercise of the taxing power of the Issuer to pay the Bonds or the interest or premium, if any, thereon and the Bonds shall not constitute an indebtedness of the Issuer or a loan of credit thereof within the meaning of any constitutional or statutory provision. It shall be plainly stated on the face of each Bond that it has been issued under the provisions of the Act and that it does not constitute an indebtedness of the Issuer or a loan of credit thereof within the meaning of any constitutional or statutory provisions. Nothing in this Resolution, the Loan Agreement or the Indenture shall be construed as an obligation or commitment by the Issuer to expend any of its funds other than (i) the proceeds of the sale of the Bonds, (ii) the revenues and receipts to be derived from the Loan Agreement and the Note, or (iii) any moneys arising out of the investment or reinvestment of said proceeds, rents, revenues or moneys. Section 9. That a public hearing pursuant to Section 147(f) of the Code relating to the issuance of the Bonds was held on February 21, 1996 and the issuance of the Bonds is hereby approved. Section 10. That the Bonds shall be issued in compliance with and under the authority of the provisions of the Act, this Resolution and the Indenture. Section 11. That the provisions of this Resolution are hereby declared to be separable, and if any section, phrase or provision shall, for any reason, be declared to be invalid, such declaration shall not affect the validity of the remainder of the sections, phrases or provisions. Section 12. That all ordinances, resolutions, orders or parts thereof in conflict with the provisions of this Resolution are, to the extent of such conflict, hereby superseded. Section 13. This Resolution shall be in full force and effect from and after its passage and approval, in accordance with law. AYES: Bolger, Locke Bates Lawson Baird NAYS: None ABSENT: None PASSED this 21st day of February, 1996. APPROVED this 21st day of February, 1996. ATTEST: a City Clerk WE