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HomeMy WebLinkAbout07829ORDINANCE NO. 7829 AN ORDINANCE APPROVING THE DELEGATION AGREEMENT AMONG PUEBLO, A MUNICIPAL CORPORATION, FREMONT COUNTY, COLORADO, AND SANGRE DE CRISTO HOSPICE AND PALLIATIVE CARE RELATING TO THE DELEGATION OF AUTHORITY TO ISSUE BONDS UNDER THE COUNTY AND MUNICIPALITY DEVELOPMENT REVENUE BOND ACT FOR THE PURPOSE OF FINANCING AN AMOUNT NOT TO EXCEED $2,600,000 FOR THE FACILITY LOCATED AT 1107 PUEBLO BOULEVARD, PUEBLO, COLORADO WHEREAS, Pueblo, a Municipal Corporation and a political subdivision of the State of Colorado (the "City "), Fremont County, Colorado is a political subdivision of the State of Colorado (the "County "), and Sangre de Cristo Hospice & Palliative Care, a Colorado Nonprofit Corporation, or is successors or assigns (the "Borrower"); and WHEREAS, The County and City are political subdivisions of the State of Colorado, each authorized by the provisions of the County and Municipality Development Revenue Bond Act, constituting Article 3 of Title 29, Colorado Revised Statutes, as amended (the "Act "), to issue revenue bonds for the purpose of defraying the costs of financing or refinancing one or more projects or parts thereof, and to enter into financing agreements (as defined in the Act) with respect to such projects, upon such terms and conditions as the Board of Commissioners of Fremont County (the "Board of County Commissioners ") and as the City Council of Pueblo (the "City Council ") may deem advisable; and WHEREAS, the Act and Part 2 of Article 1 of Title 29, Colorado Revised Statutes, as amended, provided, in effect, that any county or municipality may, by Resolution or Ordinance, delegate to any other Colorado County or Municipality its authority under the Act to finance or refinance projects under the Act; and WHEREAS, the Borrower is a Colorado nonprofit corporation; and WHEREAS, the City Council has indicated its willingness to delegate to the County its powers under the Act to finance an amount not to exceed $2,600,000 for the purposes of (i) refinancing an existing loan with Pueblo Bank & Trust Company, Inc., the proceeds of which were used for the acquisition, construction and equipping of a facility located at 1107 Pueblo Boulevard, Pueblo, Colorado (ii) refinancing an existing loan with Canon National Bank, the proceeds of which were used for the acquisition, construction and equipping of a facility located at 601 Greenwood Avenue, Canon City, Colorado and (iii) paying certain costs relating to the Bond (collectively, the "Project"); and WHEREAS, the Board of County Commissioners has indicated its willingness to accept the delegation by the City to finance the Project; and WHEREAS, the City Council desires to enter into a Delegation Agreement, in substantially the form presented to this meeting (the "Delegation Agreement "), with the County and the Borrower in order to delegate to the County the City's powers under the Act. NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF PUEBLO, that SECTION 1 Approval of Delegation Agreement It is hereby found and determined by the City Council that the Delegation Agreement is necessary and appropriate and in the best interests of the City and the residents thereof, and the execution of the form of Delegation Agreement and documents and certificates related thereto are hereby approved and authorized, with such changes considered necessary or proper by the President of the City Council with the approval of the City Attorney. SECTION 2: Ratification and Approval of Prior Actions All actions heretofore take by the officers and agents of the City, not inconsistent with the provisions of this Ordinance, relating to the Delegation Agreement and other documents in connection therewith, are hereby ratified, approved and confirmed in all respects. SECTION 3: Repealer All orders, bylaws and Ordinances of the City, or parts thereof, inconsistent or in conflict with this Ordinance, are hereby repealed to the extent only of such inconsistency or conflict. SECTION 4 Severability 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, the intent being that the same are severable. SECTION 5: Effective Date This Ordinance shall take effect immediately upon its final passage and approval. INTRODUCED: June 23, 2008 BY: Randy Thurston Council Person ATTESTED BY: APPROVED: City C k President of the City Council APPROVED AS TO FORM: - 4ZL; - � City Attor y Passed and Approved: July 14, 2008 Council member Randy Thurston , seconded by Council member Ray Agui 1 era moved to approve the Ordinance on Final Presentation with the following results: Council members voting AYE: Aguilera, Atencio, Occhiato, Ortegon, Thurston, Vidmar and Weaver. Council members voting NAY: None A majority of all the members of the Pueblo City Council present having voted in favor of the motion and the adoption of the Ordinance on Final Presentation, the presiding officer thereupon declared the motion was carried and the Ordinance duly passed and adopted. Thereupon, after consideration of other business to come before the City Council, the meeting was adjourned. Pre City Council City CIt k E I I I MINE Background Paper for Proposed ORDINANCE at� AGENDA ITEM # T-7- DATE: June 23, 2oo8 DEPARTMENT: Law Department TITLE AN ORDINANCE APPROVING THE DELEGATION AGREEMENT AMONG PUEBLO, A MUNICIPAL CORPORATION, FREMONT COUNTY, COLORADO, AND SANGRE DE CRISTO HOSPICE AND PALLIATIVE CARE RELATING TO THE DELEGATION OF AUTHORITY TO ISSUE BONDS UNDER THE COUNTY AND MUNICIPALITY DEVELOPMENT REVENUE BOND ACT FOR THE PURPOSE OF FINANCINGAN AMOUNT NOT TO EXCEED $2,600,000 FORTHE FACILITY LOCATED AT 1107 PUEBLO BOULEVARD, PUEBLO, COLORADO ISSUE Should the City Council approve the Delegation Agreement? City staff recommends approval. BACKGROUND Sangre de Cristo Hospice and Palliative Care, a Colorado nonprofit corporation ( "Hospice ") owns and operates two health care facilities, one in Pueblo, the other in Canon City, Colorado, and has requested the City to delegate its authority under the County and Municipality Development Revenue Bond Act to Fremont County, Colorado to issue bonds to finance an amount not to exceed $2,600,000 related to the cost of (i) refinancing Hospice's loan with Pueblo Bank and Trust Company, the proceeds of which were used for the acquisition, construction and equipping of a facility located at 1107 Pueblo Boulevard, Pueblo, Colorado, and (ii) paying certain costs of issuance relating thereto. The City assumes no obligation relating to the bonds which will assist the Hospice in refinancing its facility in the City of Pueblo with tax- exempt revenue bonds. FINANCIAL IMPACT None. STATE OF COLORADO ) ss. COUNTY OF PUEBLO ) 1, Gina Dutcher, City Clerk of the City of Pueblo, Colorado, do hereby certify that the attached copy of Ordinance No. 7829 is a true and correct copy thereof, adopted and approved by the City Council of Pueblo. The City Council held a public hearing and meeting on the Ordinance on July 14, 2008 in the City Council Chambers at 1 City Hall Place at the hour of 7:00 p.m. The original of said Ordinance has been duly executed and authenticated by the signatures of the President of the City Council of Pueblo, Colorado and myself, as City Clerk, sealed with the seal of the City, and recorded in the official records of the City; that the foregoing pages 1 through 8 constitute a full, true and correct copy of the record of the proceedings of the City Council at said regular meeting insofar as said proceedings relate to said Ordinance; that said proceedings were duly had and taken; that said meeting was duly called after notice duly given. IN WITNESS WHEREOF, I have hereunto set my hand and seal of Pueblo, this 14th day of July, 2008. City rk DELEGATION AGREEMENT This Delegation Agreement (the "Agreement ") dated as of July 1, 2008 is among Pueblo, a municipal corporation and a political subdivision of the State of Colorado (the "City "), Fremont County, Colorado, a political subdivision of the State of Colorado ( "Fremont County "), and Sangre De Cristo Hospice and Palliative Care, a Colorado nonprofit corporation, or its successors or assigns (the 'Borrower "). RECITALS (A) The City and Fremont County are political subdivisions of the State of Colorado, each authorized by the provisions of the County and Municipality Development Revenue Bond Act, constituting Article 3 of Title 29, Colorado Revised Statutes, as amended (the "Act "), to issue revenue bonds for the purpose of defraying the costs of financing or refinancing one or more projects or parts thereof, and to enter into financing agreements (as defined in the Act) with respect to such projects, upon suchterms and conditions as the City Council (the "City Council ") of the City and the Board of County Commissioners of Fremont County (the "Board of County Commissioners of Fremont County ") may deem advisable. (B) The Act and Part 2 of Article 1 of Title 29, Colorado Revised Statutes, as amended, provide, in effect, that any county or municipality may, by resolution or ordinance, delegate to any other Colorado municipality or county its authority under the Act to finance or refinance projects under the Act. (C) The Borrower is a Colorado nonprofit corporation. (D) The City Council has indicated its willingness to delegate to Fremont County, the City's powers under the Act to finance an amount not to exceed $2,600,000 related to the costs of (i) refinancing the Borrower's existing loan with Pueblo Bank & Trust Company, Inc., the proceeds of which were used for the acquisition, construction and equipping of a facility located at 1107 Pueblo Boulevard, Pueblo, Colorado and (ii) paying certain costs of issuance relating thereto (the "Project"); and (E) The Board of County Commissioners of Fremont County has indicated its willingness to accept the delegation by the County to finance the Project. AGREEMENTS 1. Delegation by the City Pursuant to the Act and Part 2 of Article 1 of Title 29, Colorado Revised Statutes, as amended: (a) The City Council hereby delegates to Fremont County all authority of the City to finance and otherwise take action and exercise power under the Act on behalf of the City with respect to the Project. r (b) The City Council agrees that it will take such further action and adopt such further proceedings as may be required to implement the terms of this Agreement. 2. Acceptance of Delegation bFremont County Pursuant to the Act and Part 2 of Article 1 of Title 29, Colorado Revised Statutes, as amended: (a) Fremont County hereby accepts the delegation granted to it by the City, subject to the terms and conditions herein contained. (b) Fremont County agrees that it will finance the Project, subject to the terms and conditions to be agreed upon by the Borrower. (c) Fremont County agrees that it will take such further action and adopt such further proceedings as may be required to implement the terms of this Agreement. 3. Agreement of the Borrower (a) The Borrower agrees that it will reimburse the City and Fremont County for all reasonable expenses that the City or Fremont County may incur arising from the execution of this Agreement and the performance by the City and Fremont County of their obligations hereunder. (b) The Borrower will indemnify and hold the City and Fremont County free and harmless from any loss, claim, damage, tax, penalty, liability, disbursement, litigation expenses, attorney's fees and expenses or court costs arising out of, or in any way relating to, the execution or performance of this Agreement, the financing or refinancing of the Project, the delegation by the City, the acceptance of the delegation by Fremont County, or any other cause whatsoever pertaining to the delegation by the City of its authority to Fremont County to finance or refinance the Project. (c) The Borrower agrees that it will take further action and adopt such further proceedings as may be required to implement the terms of this Agreement. 4. General Provisions (a) This Agreement is hereby declared irrevocable during the term of any financing agreements (as defined in the Act) to be entered into by Fremont County and the Borrower with respect to the financing or refinancing of the Project and this Agreement shall terminate upon the termination of such financing agreements, except for the indemnity provided above in Section 3(b), which shall not so terminate. (b) This Agreement shall automatically terminate one year from the date hereof in the event that Fremont County has not entered into such a financing agreement with the Borrower, provided that nothing herein shall be deemed to prevent Fremont County and the City from entering into a subsequent delegation agreement with respect to the financing of all or a portion of the Project upon such termination of this Agreement. (c) This Agreement shall not constitute the debt or indebtedness of Fremont County or the City within the meaning of the Constitution or statutes of the State of Colorado nor give rise to a pecuniary liability or a charge against the general credit or taxing power of either Fremont County or the City. (d) The parties hereto agree that no statements concerning the City shall be made in any official statement, private placement memorandum or other disclosure document used in connection with the sale of bonds issued by Fremont County for the Project without the consent of the City. IN WITNESS WHEREOF, the parties hereto have entered into this Delegation Agreement as of the d4y_.pf July, 2008. �F PUEBLO I President of the City Council Attest: City Cl1bk FREMONT COUNTY, COLORADO : Chair, Board of Commissioners Attest: Clerk to the Board SANGRE DE CRISTRO HOSPICE & PALLIATIVE CARE, a Colorado nonprofit corporation : President PUBLIC APPROVAL CERTIFICATE FREMONT COUNTY, COLORADO REFUNDING REVENUE BOND (SANGRE DE CRISTO HOSPICE AND PALLIATIVE CARE PROJECT) SERIES 2008 WHEREAS, the purpose of this approval certificate is to satisfy the public approval requirement of Section 147(f) of the Internal Revenue Code, as amended (the "Code "), in order to qualify the interest on the above - captioned bond in the principal amount not to exceed $2,600,000 (the "Bond ") for exclusion from the gross income of the owners thereof for federal income tax purposes pursuant to the applicable provisions of the Code; and WHEREAS, the Bond will be issued by Fremont County, Colorado (the "Issuer ") and the proceeds of the Bond will be loaned to Sangre De Cristo Hospice and Palliative Care, a Colorado nonprofit corporation (the `Borrower ") pursuant to the terms of the Financing Agreement dated as of July 1, 2008 among the Issuer, the Borrower and Wells Fargo Bank, N.A. (the "Agreement") for the purposes of (i) refinancing an existing loan with Pueblo Bank & Trust Company, Inc., the proceeds of which were used for the acquisition, construction and equipping of a facility located at 1107 Pueblo Boulevard, Pueblo, Colorado (ii) refinancing an existing loan with Canon National Bank., the proceeds of which were used for the acquisition, construction and equipping of a facility located at 601 Greenwood Avenue, Canon City, Colorado and (iii) paying certain costs relating to the issuance of the Bond (collectively, the "Project ") and WHEREAS, a public hearing was held with respect to the issuance of the Bond at 1 City Hall Place, Pueblo, Colorado at 7 p.m on July 14, 2008 (the "Public Hearing ") after a Notice of Public Hearing was published on June 30, 2008 in The Pueblo Chieftain as evidenced by the affidavit of publication, a copy of which is attached hereto as Exhibit A; and WHEREAS, after such public notice was given, the Public Hearing was held and that no objections were raised with respect to the proposed issuance of the Bond for the purposes set forth herein; NOW, THEREFORE, based upon all of the foregoing, I HEREBY CERTIFY THAT: (1) As President of the City Council of Pueblo (the "City "), I am the chief legislative officer of the City; and (2) For the sole purpose of qualifying the interest on the Bond for exclusion from the gross income of the owners thereof for federal income tax purposes pursuant to the applicable provisions of the Code, I hereby approve the issuance of the Bond by the Issuer in the principal amount not to exceed $2,600,000 which will be applied to finance the Cost of the Project (as defined in the Agreement). 10011153/Public Approval Certificate N' Signed this I`1 day of July, 2008. President of the City Council I001" 153 Public Approval Certificate