HomeMy WebLinkAbout12173
RESOLUTION NO. 12173
A RESOLUTION APPROVING THE ISSUANCE BY THE
URBAN RENEWAL AUTHORITY OF PUEBLO, COLORADO,
OF THE AUTHORITY’S TAXABLE REFUNDING REVENUE
BONDS, SERIES 2011A AND TAX-EXEMPT REFUNDING AND
IMPROVEMENT REVENUE BONDS, SERIES 2011B;
APPROVING AN INDENTURE OF TRUST, ESCROW
AGREEMENT AND BOND PURCHASE AGREEMENT IN
CONNECTION WITH THE ISSUANCE OF THOSE BONDS;
AND APPROVING CERTAIN ACTIONS OF THE AUTHORITY
HERETOFORE TAKEN AND TO BE TAKEN HEREAFTER
WITH RESPECT TO THE ISSUANCE OF THE BONDS
WHEREAS, the Urban Renewal Authority of Pueblo, Colorado (the “Authority”)
issued $7,310,000 in aggregate principal amount of its Refunding Revenue Bonds
(Phase One Urban Renewal Project) Series 2005, of which $5,245,000 remains
outstanding (the “Series 2005 Bonds” or the “Refunded Bonds”), under and pursuant to
an Indenture of Trust, dated as of February 15, 2005, (the “2005 Indenture”) by and
between the Authority and UMB Bank, n.a., as successor trustee to American National
Bank (the “2005 Trustee”), in order to finance the refunding on a current basis of the
Authority’s Revenue Refunding Bonds (Phase One Urban Renewal Project), Series
1994A (the “Series 1994A Bonds”) and the advance refunding of the Authority’s
Subordinate Revenue Refunding Bonds (Phase One Urban Renewal Project), Series
1994B Bonds (the “Series 1994B Bonds”), which bonds were originally issued on
August 15, 1994, to provide funds for the acquisition, construction, improvement and
equipping of a convention center for the City of Pueblo (the “City”) and to provide certain
public infrastructure for the convention center and for a private convention center hotel
(as defined in the Indenture, defined below, the “Convention Center Project”); and
WHEREAS, the Authority now desires to finance the remodeling and restoration
of the City’s historic Memorial Hall building (“Memorial Hall”); and
WHEREAS, the City and the Authority therefore presented to the electorate of
the City Question 2B at the election held on November 2, 2010, and the voters
approved said question; and
WHEREAS, among other actions, Question 2B authorized the issuance of
revenue bonds by the Authority in an amount of up to $10,000,000 for the purpose of
financing the remodeling and restoration of the historic Memorial Hall (the “Memorial
Hall Project”); and
WHEREAS, certain provisions of the Indenture for the Series 2005 Bonds limit
the Authority’s ability to issue additional obligations on terms favorable to the Authority;
and
WHEREAS, because a portion of the net proceeds of the Series 2005 Bonds
were used to effect an advance refunding of the Series 1994B Bonds, the Authority now
is prohibited from advance refunding that portion of the Series 2005 Bonds on a tax-
exempt basis; and
WHEREAS, the Authority, by and through its Board of Commissioners (the
“Board”), has determined that it is in the best interest of the Authority and its
constituents, including the residents of the City, to issue its Taxable Refunding Revenue
Bonds, Series 2011A (the “Series 2011A Bonds”) in an aggregate principal amount not
to exceed $1,750,000, and its Tax-Exempt Refunding and Improvement Revenue
Bonds, Series 2011B (the “Series 2011B Bonds” and, along with the Series 2011A
Bonds, the “Bonds”) in an aggregate principal amount not to exceed $15,000,000; and
WHEREAS, the net proceeds of the Series 2011A Bonds will be used to finance
the advance refunding of that portion of the Series 2005 Bonds used to advance refund
the Series 1994B Bonds, and a portion of the net proceeds of the Series 2011B Bonds
will be used to finance the advance refunding of that portion of the Series 2005 Bonds
used to refund the Series 1994A Bonds on a current basis, and the remainder of the net
proceeds of the Series 2011B Bonds will be used to finance the Memorial Hall Project;
and
WHEREAS, there have been presented to the City Council at this meeting a
proposed form of the Indenture of Trust, dated as of June 1, 2011 (the “Indenture”), by
and between the Authority and UMB Bank, n.a., as trustee (the “Trustee”), an Escrow
Agreement, dated as of June 1, 2011 (the “Escrow Agreement”), by and between the
Authority and the Trustee, as escrow agent, a Bond Purchase Agreement, dated as of
the date the Bonds are actually sold (the “Bond Purchase Agreement”), and other
documents necessary to the issuance, sale and delivery of the Bonds.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF PUEBLO,
that:
SECTION 1.
All actions not inconsistent with the provisions of this Resolution heretofore taken
by any of the officials of the Authority or the City, and the efforts of the officials of the
Authority and the City directed toward the issuance, sale and delivery of the Bonds, are
hereby ratified and approved.
SECTION 2.
The form, terms and provisions of the Indenture and the Escrow Agreement are
hereby approved, and approval is granted to the Authority to enter into the Indenture
and the Escrow Agreement substantially in the forms presented to the City Council at
this meeting, but with such changes therein as shall be consistent with this Resolution
and as the Chairman of the Board and the Authority’s counsel and the City’s counsel
shall approve, the execution thereof being deemed conclusive of the approval of such
changes.
SECTION 3.
The form, terms and provisions of the Bond Purchase Agreement are hereby
approved, and approval is granted to Authority to enter into the Bond Purchase
Agreement in substantially the form presented to the City Council at this meeting, but
with such changes therein as shall be consistent with this Resolution and as the
Chairman of the Board and the Authority’s counsel and the City’s counsel shall approve,
the execution thereof being deemed conclusive of the approval of any such changes.
The sale of the Bonds by the Authority to George K. Baum & Company at the respective
purchase prices set forth in the Bond Purchase Agreement, in the manner and at the
time set forth in the Bond Purchase Agreement is hereby approved.
SECTION 4.
The issuance and sale of the Series 2011A Bonds, in a principal amount not to
exceed $1,750,000 and bearing interest at rates to be determined, but not to exceed a
maximum net effective interest rate of 5.75% and the form, terms and provisions of the
Series 2011A Bonds, in substantially the form set forth in the Indenture, are hereby
approved, with such changes therein as shall be consistent with the Indenture and this
Resolution and which the officers of the Authority executing the Bonds shall approve,
their execution thereof being deemed conclusive of their approval of any such changes.
The issuance and sale of the Series 2011B Bonds, in a principal amount not to exceed
$15,000,000 and bearing interest at rates to be determined, but not to exceed a
maximum net effective interest rate of 5.75%, and the form, terms and provisions of the
Series 2011B Bonds, in substantially the form set forth in the Indenture, are hereby
approved, with such changes therein as shall be consistent with the Indenture and this
Resolution and which the officers of the Authority executing the Bonds shall approve,
their execution thereof being deemed conclusive of their approval of any such changes.
SECTION 5.
Approval is hereby given to the officers of the Authority to take or cause to be
taken all action necessary or reasonably required or desirable to finance the respective
costs of the refunding of the Series 2005 Bonds and the Memorial Hall Project from the
proceeds of the Bonds and for carrying out the transactions contemplated by this
Resolution and the Indenture, and to execute and deliver any closing and other
documents required in connection with the sale and delivery of the Bonds.
SECTION 6.
If any section, paragraph, clause or provision of this Resolution 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 Resolution.
SECTION 7.
All bylaws, orders and resolutions, or parts thereof inconsistent herewith or with
the documents hereby approved are hereby repealed to the extent only of such
inconsistency. This Resolution shall not be construed as reviving any bylaw, order,
resolution or ordinance, or part thereof.
INTRODUCED June 13, 2011
BY: Judy Weaver
COUNCILPERSON
Background Paper for Proposed
RESOLUTION
DATE: AGENDA ITEM # M-8
June 13, 2011
DEPARTMENT:
Law Department
Thomas J. Florczak, City Attorney
TITLE
A RESOLUTION APPROVING THE ISSUANCE BY THE URBAN RENEWAL
AUTHORITY OF PUEBLO, COLORADO, OF THE AUTHORITY’S TAXABLE
REFUNDING REVENUE BONDS, SERIES 2011A AND TAX-EXEMPT REFUNDING
AND IMPROVEMENT REVENUE BONDS, SERIES 2011B; APPROVING AN
INDENTURE OF TRUST, ESCROW AGREEMENT AND BOND PURCHASE
AGREEMENT IN CONNECTION WITH THE ISSUANCE OF THOSE BONDS; AND
APPROVING CERTAIN ACTIONS OF THE AUTHORITY HERETOFORE TAKEN AND
TO BE TAKEN HEREAFTER WITH RESPECT TO THE ISSUANCE OF THE BONDS
ISSUE
Should City Council approve the form and terms of the Urban Renewal Authority of
Pueblo Series 2011 bond Indenture and associated bond documents?
RECOMMENDATION
Approve the Resolution.
BACKGROUND
In November 2010, the voters authorized Urban Renewal Authority of Pueblo
(“Authority”) to issue $10 million in bonds for the renovation of Memorial Hall, and
further authorized the pledge of the “Vendors’ Fee” (3.3% of the City’s sales and use tax
collection) for the repayment of the bonds.
City Council adopted Ordinance No. 8336 on May 9, 2011, effecting the pledge of the
Vendors’ Fee in repayment of the Bonds, but requiring in Section 3 thereof that the
Indenture and other documents associated with the bond issuance be approved by
Resolution of City Council.
This Resolution completes the approval process by approving the form, terms and
provisions of the bond Indenture and associated documents. These instruments
provide for the issuance of the bonds for the Memorial Hall renovation, as well as
refunding outstanding Convention Center bonds. Through this mechanism, the net
proceeds available for Memorial Hall will be maximized. The Authority anticipates
issuing the bonds and bond closing on or about June 23, 2011.
FINANCIAL IMPACT
The Resolution does not result in the incurrence of any debt by the City, nor affect the
prior pledge of the Vendor’s Fee.