Loading...
HomeMy WebLinkAbout06707Substituted Copy 7/9/01 ORDINANCE NO. 6707 AN ORDINANCE AUTHORIZING THE ISSUANCE OF CERTIFICATES OF PARTICIPATION. SERIES 2001, TO FINANCE IMPROVEMENTS TO AN IRRIGATION SYSTEM FOR THE PUEBLO CITY PARK MUNICIPAL, GOLF COURSE; AUTHORIZING AND APPROVING THE SALE AND LEASE BACK OF THE CITY'S ICE ARENA COMPLEX IN CONNECTION THEREWITH; AND AUTHORIZING AND APPROVING AN ICE ARENA LEASE PURCHASE AGREEMENT, A MORTGAGE AND INDENTURE OF TRUST AND OTHER RELATED DOCUMENTS AND ACTIONS IN CONNECTION THEREWITH. WHEREAS, the City of Pueblo, Colorado (the "City "), is authorized, pursuant to the Home Rule Charter of the City (the "Charter ") to enter into lease purchase agreements in order to provide lands and facilities for governmental purposes; and WHEREAS, the City Council of the City (the "City Council ") believes, and hereby determines that the City is in need of capital improvements consisting of improvements to and expansion of the irrigation system for the Pueblo City Park Municipal Golf Course and certain other capital improvements; and WHEREAS, the City Council has determined that it is most efficient and economical, and therefore in the best interests of the residents of the City that the improvements and expansion be performed at one time, and that to raise money for such capital improvements, the City's Ice Arena Complex be sold for its fair market value and then leased back by the City; and WHEREAS, the City Council has therefore determined to sell the Ice Arena Complex to the City of Pueblo, Colorado Municipal Building Corporation (the "Corporation ") pursuant to a deed dated as of August 1, 2001 (the "Deed ") from the City to the Corporation, presented to this meeting, to raise money for such capital improvements; and WHEREAS, the City Council believes, and hereby determines that it is in the best interests of the City and its residents that the City and the Corporation enter into that certain annually renewable Ice Arena Lease Purchase Agreement, dated as of August 1, 2001 (the "Lease "), presented to this meeting of the City Council, to provide for the leasing by the City from the Corporation of the Ice Arena Complex (the Ice Arena Complex and the land on which it is located are hereinafter collectively referred to as the "Project "); and WHEREAS, the Corporation shall assign its rights in the Lease Purchase Agreement to The Bank of Cherry Creek, N.A., as trustee (the "Trustee ") pursuant to a Mortgage and Indenture of Trust dated as of August 1, 2001 (the "Indenture "), which has also been presented to this meeting; and WHEREAS, the Corporation will issue Certificates of Participation (the "Certificates ") in a private placement pursuant to the Indenture, evidencing interests in the Lease Purchase Agreement; and 02- 91617.03 WHEREAS, the City Council believes, and hereby determines, that it is in the best interests of the City and its residents, that the Project be sold and then leased back, with the present intention to acquire the lee Arena Complex, from the Corporation; and WHEREAS, pursuant to certain provisions of the Lease and the Indenture, the Corporation will deposit in escrow with the Trustee a deed for the Project from the Corporation to the City (the "escrowed deed "); BE IT ORDAINED BY THE CITY COUNCIL OF PUEBLO: Section 1. All action heretofore taken (not inconsistent with the provisions of this Ordinance) by the City Council or the officers or employees of the City, directed toward the sale of the Project to and the leasing of the Project from the Corporation are hereby ratified, approved and confirmed. The City Council hereby specifically ratifies, approves and confirms the employment of James Capital Advisors, Inc., as financial advisor, and its activities on behalf of the City arranging the financing, including contacting prospective purchasers of the Certificates. Section 2. The City Council hereby finds and determines, pursuant to the provisions of the Charter, that selling the Project to and leasing the Project from the Corporation under the terms and provisions set forth in the Lease is necessary, convenient, efficient and economical, and in furtherance of the governmental purposes of the City, and is in the best interests of the City; and the City Council hereby authorizes such sale of the Project to the Corporation pursuant to the Deed and the leasing of the Project from the Corporation under the terms and provisions of the Lease. Section 3. The Lease and the Deed, in substantially the forms presented to this meeting of the City Council and with substantially the same content, are in all respects approved, authorized and confirmed, and the,President or Vice President of the City Council is authorized and directed to affix his or her signature to the Lease and the Deed in substantially the form and with substantially the same content as presented to this meeting of the City Council, for and on behalf of the City, but with such changes, modifications, additions or deletions therein as the President or Vice President of the City Council and the City Attorney shall deem necessary, desirable or appropriate, the execution thereof to constitute conclusive evidence of their approval of any and all changes, modifications, additions or deletions therein from the forms and content of the Lease and the Deed presented to this meeting. Section 4. The City Council hereby approves the execution and delivery by the Corporation and the Trustee of the Indenture, in substantially the form and with substantially the same content as presented to this meeting of the City Council, but with such changes, modifications, additions or deletions therein as the President or Vice President of the City Council and the City Attorney shall deem necessary, desirable or appropriate, the City Attorney's release of his opinion in connection with the sale and delivery of the Certificates to constitute conclusive evidence of such approval. Section 5. The City Council hereby acknowledges and consents to the assignment by the Corporation to the Trustee, pursuant to the Indenture, of all rights, title and interest of the Corporation in, to and under the Lease (with certain exceptions as provided in the Lease and the 02- 91617.03 2 Indenture), and the delegation by the Corporation to the Trustee, pursuant to the Indenture, of all duties of the Corporation under the Lease. S?ct mn f. Th City Council hereby authorizes and consents to the issuance and sat: of' the Certificates pursuant to the Indenture. The City Council hereby authorizes and approves the form, terms and provisions of the Certificates contained in the Indenture, in substantially the form and with substantially the same content as that presented to this meeting of the City Council; provided, that the principal amount of the Certificates shall not exceed $2,500,000 and the net effective interest rate of the Certificates as a whole upon issuance shall not exceed 6.5 %. The City Clerk and the President of the City Council are hereby authorized and directed to affix their facsimile signatures and the City seal, or a facsimile thereof, to authenticate the Certificates, as provided in the Lease and the Indenture. Section 7. The City Council hereby approves the execution of the escrowed deed by the Corporation and the delivery of the escrowed deed to the Trustee. Section 8. Tax Covenants. (a) The City covenants that (i) it shall not use or permit the use of any proceeds of the Certificates or any other funds of the City from whatever source derived, directly or indirectly, to acquire any securities or obligations, and (ii) it shall not take or permit to be taken any other action or actions, either of which would cause any of the Certificates to be an "arbitrage bond" within the meaning of Section 148 of the Code, or would otherwise cause the interest on the Certificates to be includible in the gross income of the recipients thereof for federal income tax purposes. The City covenants that it shall at all times do and perform all acts and things permitted by law and which are necessary in order to assure that interest paid by the City on the Certificates shall, for purposes of federal income taxation, not be includible in the gross income of the recipients thereof under the Internal Revenue Code or any other valid provision of law. (b) In particular, but without limitation, the City further represents, warrants and covenants to comply with the following restrictions of the Internal Revenue Code, unless it receives an opinion of nationally recognized bond counsel stating that such compliance is not necessary: (i) Gross proceeds of the Certificates shall not be used in a manner which will cause the Certificates to be considered "private activity bonds" within the meaning of the Code. (ii) The Certificates are not and shall not become directly or indirectly "federally guaranteed." (iii) The City shall timely file Internal Revenue Form 8038 -G which shall contain the information required to be filed pursuant to subsection 149(e) of the Code. 02- 91617.03 (iv) The City shall comply with the Investment Instructions delivered to it on the date of issue of the Certificates with respect to the application and investment of the proceeds of the Certificates. Section 9. The City Clerk is hereby authorized and directed to attest all signatures and acts of any official of the City Council or the City in connection with the matters authorized by this Ordinance, and to place the seal of the City on the Lease and the Deed authorized and approved by this Ordinance. The President or Vice President of the City Council and other officials of the City Council or the City are hereby authorized to execute and deliver for and on behalf of the City any and all additional certificates, documents and other papers and to perform all other acts that they may deem necessary or appropriate in order to implement and carry out the transactions and other matters authorized and contemplated by this Ordinance. The appropriate officers of the City Council or the City are authorized to execute on behalf of the City agreements concerning the deposit and investment of funds in connection with the transactions contemplated by this Ordinance. Section 10. NO PROVISION OF THIS ORDINANCE, THE LEASE, THE INDENTURE OR THE CERTIFICATES SHALL BE CONSTRUED AS CREATING OR CONSTITUTING A GENERAL OBLIGATION OR OTHER INDEBTEDNESS OF THE CITY OR A MANDATORY PAYMENT OBLIGATION OF THE CITY IN ANY FISCAL YEAR BEYOND A FISCAL YEAR FOR WHICH THE CITY HAS APPROPRIATED AMOUNTS TO MAKE PAYMENTS UNDER THE LEASE. THE CITY SHALL HAVE NO OBLIGATION TO MAKE ANY PAYMENT WITH RESPECT TO THE CERTIFICATES EXCEPT IN CONNECTION WITH THE PAYMENT OF THE BASE RENTALS AND ADDITIONAL RENTALS (EACH AS DEFINED IN THE LEASE) TO THE EXTENT AND FOR THE YEAR FOR WHICH FUNDS HAVE BEEN APPROPRIATED AND CERTAIN OTHER PAYMENTS UNDER THE LEASE, WHICH PAYMENTS MAY BE TERMINATED BY THE CITY IN ACCORDANCE WITH THE PROVISIONS OF THE LEASE. Section 11. The City Council hereby determines and declares that the Base Rentals (as set forth in the Lease) represent the fair value of the use of the Project; and that the Purchase Option Price (as defined in the Lease) represents the fair purchase price of the Project. The City Council hereby determines and declares that the Base Rentals do not exceed a reasonable amount so as to place the City under an economic or practical compulsion to renew the Lease or to exercise its option to purchase the Project pursuant to the Lease. In making such determinations, the City Council has given consideration to the uses and purposes for which the Project will be employed by the City, the benefit to the citizens and residents of the City by reason of the use of the Project pursuant to the terms and provisions of the Lease, the option of the City to purchase the Project, and the expected eventual vesting of title to the Project in the City. The City Council hereby determines and declares that the leasing of the Project pursuant to the Lease will result in facilities of comparable quality and meeting the same requirements and standards as would be necessary if the construction, acquisition, improvement and equipping of the Project were performed by the City. The City Council hereby determines and declares that the period during which the City has an option to purchase the Project (i.e., the maximum term of the Lease, including all Renewal Terms) does not exceed the useful life of the Project. 02- 91617.03 4 Section 12. The City, including any entities acting on behalf of or subordinate to the City, does not anticipate issuing more than $10,000,000 of tax - exempt obligations during calendar year 200 1, which is the calendar year in which the Certificates are issued. No proceeds Of tl^P will be use —d in a mM r which would c: m� the Ccr'il;.cates tc be private activity bonds. Accordingly, the City hereby designates the Certificates as "qualified tax- exempt obligations" pursuant to Section 265(b)(3)(B)(i) of the Code. Section 13. In authorizing and approving the actions herein set forth, it is the intent of the City Council of the City to exercise the home rule powers of the City granted pursuant to the Colorado Constitution and the Charter, and the City Council of the City hereby finds, determines and declares that the matters herein referred to are matters of local or municipal concern and are appropriate for the exercise of the home rule powers of the City. Section 14. If any section, paragraph, clause or provision of this Ordinance (other than provisions as to the payment of Base Rentals by the City during the Lease Term and provisions for the conveyance of the Project to the City under the conditions provided in the Lease) 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 15. All bylaws, orders and ordinances, or parts thereof, inconsistent with this Ordinance or with any of the documents hereby approved, are hereby repealed only to the extent of such inconsistency. This repealer shall not be construed as reviving any bylaw, order or ordinance, or part thereof. Section 16. A public hearing on this Ordinance shall be held on Monday, July 9, 2001, at 7:00 p.m., in the City Council Chambers, One City Hall Place, Pueblo, Colorado. 02- 91617.03 5 INTRODUCED June 25, 2001 B Corinne Koehler Councilperson Attest: APPROVED AS TO FORM BY CITY ATTORNEY: City Attorney PASSED AND APPROVED: July 9, 2001 02- 91617.03 6 Caa III IN 1396733 08/09/2001 1.2:14P DEED Chris C. Munoz 1 of 3 R 15.00 D 0.00 Pueblo C1,y Clerk 8 Reo DEED CITY OF PUEBLO, COLORADO (the "City "), a home rule municipality, duly organized under Article XX of the Constitution of the State of Colorado and the home rule charter of the City, whose address is 1 City Hall Place, Pueblo, Colorado 81003, for the consideration of one dollar in hand paid and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, hereby sells, conveys and quitclaims to the City of Pueblo, Colorado Municipal Building Corporation (the "Corporation "), whose address is 1 City Hall Place, Pueblo, Colorado 81003, and its successors and assigns, all right, title interest, claim and demand in and to the real property located in the City of Pueblo, Pueblo County, Colorado, with all appurtenances, as described in Exhibit A hereto. TO HAVE AND TO HOLD the same, together with all appurtenances and privileges pertaining thereto, and all the estate, right, title, interest and claim whatsoever of the City, either in law or in equity, to the use, benefit and behalf of the Corporation, its successors and assigns forever, IN WITNESS WHEREOF, the City has executed this Deed in its corporate name and by duly authorized officers, as of the _ day of August 2001. -- sasco.4 (SEA 4 CITY OF PUEBLO, COLORADO �' • A ' B ATTEt� By: �. Cit lerk 02- 92588.01 15 7 (P3-� I IIIIIIIIIII IIIIII IIIII III IIIIIIII IIIII III IIIII IIII IN STATE OF COLORADO ) 1396733 08/09/2001 12:14P DEED Chris C. Munoz ss. 2 of 3 R 13.00 D 0.00 Pueblo Ct.y Clerk 8 Roe COUNTY OF PUEBLO ) The foregoing instrument was acknowledged before me this day of August 2001, by O L- O u 9 u L F- , as President of the City Council and as City Clerk, City of Pueblo, Colorado. MY HAND AND OFFICIAL SEAL. Notary Pub My commission expires: 02- 92588.01 2 EXHIBIT A All that part of the Southeast Quarter (SE /4) of the Northeast Quarter (NE /4) of Section 36, Township 20 South, Range 65 West of the 6th P.M., the same being part of Block 42, including vacated alley of the City of Pueblo, more particularly described as follows: BEGINNING at the northwest corner of Lot 8 in Block 42, thence East along the north line of Lots 7 and 8 in Block 42, a distance of 59.88 feet to a point that is 10.00 feet southwesterly of and normally distant to the centerline of said Railway Company's Tract No. 13; thence Southeasterly on an angle of 28 degrees 06 minutes to the right of last described course produced a distance of 91.11 feet to a point 10.0 feet southwesterly of and normally distant to said centerline of Tract No. 13; thence Southeasterly on an angle of 4 degrees 19 minutes to the right� last described course produced a distance of 49.45 feet to a point that is 10.0 feet southwesterly of and normally distant to said centerline of Tract No. 13; thence Southeasterly on an angle of 0 degrees 45 minutes to the right of last described course produced a distance of 202.40 feet to a point on the east line of Lot 16 in Block 42 that is 10.0 feet southwesterly of and normally distant to the centerline of said Tract No. 26; thence South along the east line of Lot 16 in Block 42 a distance of- 75.848 feet to the southeast corner of said Block 42; thence West along the south line of Lots 9, 10, 11, 12, 13, 14, 15 and 16 in Block 42, a distance of 352.00 feet to the southwest corner of said Block 42; thence North along the west line of Lots 8 and 9 in Block 42 a distance of 256.00 feet to the Point of Beginning, County of Pueblo, State of Colorado. I IIIIII IIIII 111111 1111111111111111 11111 111 11111 1111 111 1396733 08/09/2001 12:14P DEED Chris C. Muno: 3 of 3 R 13.00 D 0.00 Pueblo Cl.y Clerk 8 Rec 02- 92588.01 3