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HomeMy WebLinkAbout830597.tiff AR192i13ti ORDINANCE NO. 116 IN THE MATTER OF PROVIDING FOR THE AUTHORIZATION AND ISSUANCE OF $2 , 300 , 000 COMMERCIAL DEVELOPMENT SHARE CERTIFICATE REVENUE BONDS, SERIES 1983 (HORACE GREELEY PHASE II PROJECT) OF THE COUNTY OF WELD, COLORADO TO PROVIDE FUNDS TO FINANCE THE ACQUISITION, CONSTRUCTION AND IMPROVEMENT OF A BUSINESS FACILITY; PROVIDING FOR THE EXECUTION AND DELIVERY OF A DEPOSIT AGREEMENT, BOND PURCHASE AGREEMENT AND AN INDENTURE OF TRUST AND OTHER MATTERS RELATING TO THE TERMS AND SECURITY OF SUCH BONDS; AND PROVIDING FOR CERTAIN OTHER MATTERS IN CONNECTION THEREWITH BE IT ORDAINED BY THE BOARD OF COUNTY COMMISSIONERS OF WELD COUNTY, COLORADO: WHEREAS, the Board of County Commissioners (the Board) mire of Weld County, Colorado (the County) , pursuant to the statutes of the State of Colorado and the Home Rule Charter of the County (the hi Po Charter) , is vested with the authority of administering the affairs of the County; and WHEREAS, the County, acting through the Board, is author- ized by the provisions of part 1 of article 3 of title 29, Colorado ' 2 Revised Statutes 1973 , as amended (the Act) , to finance, acquire, own, lease, improve and dispose of properties to the end that Lu — 2 business enterprises will locate in the County, and the County is further authorized thereby to issue revenue bonds for the purpose of defraying the costs of financing, acquiring, improving and equipping such facilities; and WHEREAS, by resolution adopted on August 10 , 1981 , the Board has taken affirmative official action toward the issuance and sale of its bonds for the proposed acquisition, construction, improvement and equipping of an existing high school building for conversion to and use as an office building (the Project) located 630597 within the City of Greely, Colorado and the County on behalf of Horace Greely - Phase II, a Colorado joint venture (the "Company") ; and WHEREAS, the Company has represented to the County that the Project will be designed to qualify as a "project" within the meaning of the Act; and WHEREAS, the County considers that the financing of the Project will induce the Company to locate the Project in the County, thereby adding to the business and aesthetic development of the County and helping secure and maintain a balanced and stable economy crf rei in the County and that the Project will provide increased employment opportunities within the County, all of which will promote the public health, welfare and safety of the County and its citizens; and WHEREAS, no public official of the County who has r z exercised or will exercise any discretionary function on behalf of o- z the County with respect to the financing of the Project, has a -- personal financial interest in or will personally and financially re 7 benefit from the financing of the Project or has other conflicts of interest relating to the financing of the Project ; and WHEREAS, at the request of the Company, the Board now desires to issue a series of bonds to be designated "County of Weld, Colorado, Commercial Development Share Certificate Revenue Bonds (Horace Greely - Phase II Project) Series of 1983 (the "Bonds" ) , to be issued under and pursuant to a Trust Indenture dated as of April 1, 1983 (the "Indenture") between the Issuer and Philadelphia 2 National Bank as Trustee (the "Trustee") , in an aggregate principal amount not to exceed $2, 300, 000 which Bonds shall be issued as fully registered bonds in the denomination of $5, 000 or any integral multiple thereof; and WHEREAS, the Bonds will be dated the date of issuance, and will mature on April 1, 19.95; and WHEREAS, the interest rate on the Bonds shall not exceed _%; and WHEREAS, the proceeds of the sale of the Bonds will be used, pursuant to the terms of a Deposit Agreement dated as of April 1, 1983 (the "Deposit Agreement") among the Authority, the Trustee , the Company and New American Federal Credit Union (the "Lender") to make a Deposit (the "Deposit" ) with the Lender, a federally chartered credit union having deposits insured by the cro National Credit Union Share Insurance Fund ("NCUSIF" ) ; and WHEREAS, the Lender will issue share certificates (the < "Share Certificates") to evidence the Deposit and, in turn, will agree to make a mortgage loan (the "Project Loan" ) to the Company ,�; _ to provide financing for the Project; and in WHEREAS, Matthews & Wright , Inc. , and Newman and Associates, _ Inc. , (the "Underwriters" ) will purchase the Bonds, subject to, jitter alia, the terms and conditions of a Bond Purchase Agreement dated April 13, 1983 among the County, the Lender and the Company (the "Bond Purchase Agreement" ) ; and WHEREAS, the Bonds will constitute limited obligations of 3 the County payable by the County solely from (i) payments received pursuant to the Share Certificates relating to the Bonds, (ii) certain reserves held by the Trustee for the payment of the Bonds and (iii) moneys and securities from time to time held by the Trustee under the terms of the Indenture. NOW, THEREFORE, BE IT ORDAINED BY THE BOARD OF COUNTY oiLJ COMMISSIONERS OF WELD COUNTY, COLORADO, THAT: 1. The issuance of the Bonds as heretofore described in an 2 amount not to exceed $2, 300 , 000 for the Project as provided in the Indenture hereby is approved and authorized subject to the con- ditions of this Ordinance, the Act, the Charter and Ordinance u: ' NO. 69-A of the County. 2 . The County hereby finds and determines (i) that the ci amount necessary to pay the principal of and the interest on the Bonds shall be sufficiently derived from the Share Certificates 4 to be purchased with the proceeds of the Bonds, (ii) that a sufficient reserve fund has been established pursuant to the in it Indenture and (iii) that the Company shall maintain the Project and carry all insurance with respect thereto. 3 . The Chairman of the Board be, and hereby is, authorized CO and directed to execute the Indenture, the Bond Purchase Agreement and the Deposit Agreement in the name and on behalf of the County in such form and with such changes and modifications to be made thereto as may be approved by its Counsel and by the officer executing the same, his approval to be conclusively evidenced by his execution 4 thereof, and to acknowledge each to be the act and deed of the County, and the Clerk or Deputy Clerk of the County be, and each of them hereby is , authorized and directed to affix the seal of the County to the Indenture and the Deposit Agreement when so executed, and to attest the same, and said officers or any of them be, and they hereby are, authorized and directed to deliver • - bCD • the Indenture and the Deposit Agreement to the Trustee, the Lender and the Company and the Bond Purchase Agreement to the Underwriters; and 4:4 IW 4 . The Chairman of the Board be, and each of them here- o _ by is, authorized and directed to execute the Bonds (in such form • and with such changes therein as approved in accordance with the • preceding paragraph) manually, or cause his facsimile signature to be imprinted thereon, in the name and on behalf of the Board n and cause to be affixed to or imprinted upon the Bonds the corpor- • ate seal of the County or a facsimile thereof, and the Clerk or Deputy Clerk of the County be, and each of them hereby is, authorized iN • z and directed to attest said seal or facsimile thereof by his manual , or facsimile signature, and the County adopts said facsimile r • signatures as binding upon it; and 5 . The Chairman and the Clerk or the Deputy Clerk of the ciLL Authority be, and each of them hereby is, authorized and directed to direct the Trustee to authenticate all of the Bonds, and to deliver all of the Bonds to the Underwriters upon receipt therefore of the net proceeds of the sale of the Bonds with accrued interest, if any, 5 from the date of the Bonds to the date of delivery; and 6 . The proper officers of the County be, and they hereby are, authorized and directed to prepare, execute and deliver all certificates, documents and instruments, required to be sub- o mitted by the Clerk pursuant to the terms and provisions of the Act, the Charter, the Indenture, the Bond Purchase Agreement or o the Deposit Agreement and to do all acts and things as may other- wise be necessary to accomplish the issuance of the Bonds and the LU Project. 7 . The entire cost of financing the Project will be paid from the proceeds of the sale of the Bonds or from other Company funds . The Bonds will not be a general obligation of the z County. Neither shall the Bonds, including interest thereon , con- stititute the debt or indebtedness of the County within the meaning of any limitation of the Constitution or statutes of the State of r; e_ Colorado or the Charter nor give rise to a pecuniary liability of rC the County or a charge against its general credit or taxing powers. — The Bonds shall be payable solely from and secured by a pledge of x the revenues derived from and payable pursuant to the Indenture. 8 . Nothing contained in this Ordinance shall constitute a debt or indebtedness of the County within the meaning of the Constitution or statutes of the State of Colorado or the Charter nor give rise to a pecuniary liability of the County or a charge against its general credit or taxing powers. 6 This is an emergency Ordinance as provided by Section 3-14 (6) of the Weld County Home Rule Charter and that the reason for the emergency is that the closing date of the project needs to be N. v April 14 , 1983 or before for the project to be financially feasible. The above and foregoing Ordinance was , on motion duly made o and seconded, adopted by the following vote on the 13th day of ocv April, A. D. , 1983. BOARD OF COUNTY COMMISSIONERS WELD COUNTY, COLORADO Excused Chairman n - , )1,t,_, % ' Pro-Tem z (COUNT _SEAL) ssioner ATTEST: :, F1' t (i um,:I t. ,lh; !.,r1 4106,- Commissioner alcdi Cdikif t oe/f and Recorder �y — a�cl e� to e�ard Commissioner 4 ( By: �- � D p ty. nun C erk C. mmi ;inner APPROVE S,30 FORM: n -- Co my Attorney LL DATE PRESENTED: March 13 , 1983 Presented: April 13 , 1983 Published: April 21 , 1983 LaSalle Leader 7 COLWELL Financial Services ii v April 14, 1983 o 4 9 1883 Mr. Donald Warden 4 P. 0. Box 758 Greeley, Colorado 80631 Dear Mr. Warden: Per Mr. Ron Cappello's request, enclosed please find a copy of Robert M. Byers' Financial Statement. Ver truly yours , Susan J. Elbe Insured Project Lending Assistant sje Enclosure. A Financial Service of The Colwell Company Lincoln Center Building, 1660 Lincoln Street, Denver, Colorado 80264 Balm Mailing Address P.O. Box 5773, Denver, Colorado 80217 (303)839-1900 unfieU // .p ROBERT M. & PAMELA . BYERS PERSONAL FINANCIAL STATEMENT MARCH 31 , 1983 CASH IN BANK $ 10 , 000 NOTES RECEIVABLE ( SCHEDULE A) 461 , 000 STOCKS AND BONDS PUBLICLY TRADED (SCHEDULE B) 102 , 000 CLOSELY HELD (SCHEDULE C) 967 , 000 PARTNERSHIP INTERESTS (SCHEDULE D) 1 , 110 , 200 MINERAL INTERESTS 15, 000 RESIDENCE - 3441 HEMLOCK LANE 225 , 000 HOUSEHOLD FURNISHINGS 30 , 000 $2 , 920 , 200 LIABILITIES OPEN ACCOUNT $ 1 , 750 NOTES PAYABLE: • CENTRAL NATIONAL BANK ( RESIDENCE ) Ih5 , 000 LAKESHORE BANK FIDELITY BANK 1 , 500 CURTIS BYERS 7 , 000 WILSHIRE BANK - MIDWESTERN RESOURCES 1980 G 1981 55 , 700 COMMERCIAL BANK - D. B. MANAGEMENT , INC . 152 , 000 LIBERTY NATIONAL RANK 31 , 000 438, '!50 NET WORTH $2, 481 , 250 `�.. ,. V/n—/ s NOTES RECEIVABLE - SCHEDULE A ACCOUNTING PRACTICE $ 55 , 000 LVT, INC. 25, 000 EVERETT BENTON 175 , 000 PIONEER ABSTRACT E TITLE COMPANY 50 , 000 VONNAE APARTMENTS 25 , 000 WAVERLY APARTMENTS 25, 000 HARTFORD HOUSE APARTMENTS 31 ,000 CB/NDS PARTNERSHIP 75 , 000 $ 461 , 000 STOCKS AND BONDS PUBLICLY TRADED - SCHEDULE B 200, 000 SHARES PETRA RESOURCES $ 12 , 000 100 , 000 SHARES GIBRALTAR EXPLORATION 20 , 000 333, 000 SHARES REPUBLIC RESOURCES CORP. 70 , 000 $ 102 , 000 CLOSELY HELD CORPORATIONS - SCHEDULE C CITATION PROPERTIES , INC. $ 78, 000 D. B. MANAGEMENT, INC. 814 , 000 RMB MANAGEMENT COMPANY 40, 000 CAPITOL TITLE & GUARANTY 27 , 000 PIONEER INVESTMENTS , INC. $ 8 , 000 $ 967 , 000 PARTNERSHIP INTERESTS - SCHEDULE D • TWO CORNERS, LTD. ( LAND IN HOUSTON, TX . ) $ 7 , 500 'I'ANCI.EWOOD APAIt'I'MEN'I"; AD , Dun OLIVERS TWIST AND VALHALLA FARMS #2 4 , 000 OKLAHOMA COMMODITIES FUTURES FUND 3, 000 C . B. S. INVESTMENTS (OIL PARTNERSHIP) 29 , 000 ELK LANE PARTNERSHIP 15 , 000 NORTHWEST INVESTORS 15 , 000 SOUTHWINDS INVESTORS , LTD. 120 , 000 COLONY APARTMENTS ASSOCIATES 25, 000 COUNTRY CLUB ASSOCIATES 180 ,000 GRAND LAKE VENTURE, LTD. 45, 000 EQUITY PROPERTIES , LTD. 350 , 000 MIDWESTERN RESOURCES 1980 & 1981 FUNDS 14 , 700 GEIGER & BYERS 5 , 000 MAINSTAY , LTD. 50 , 000 RMB PROPERTIES 1981 FUND, L'I'I). 52 , 500 CORNERSTONE PARTNERSHIP 1 , 000 RMB PROPERTIES , LTD. 10 , 000 TRIPLE L SALES F. SERVICE , LTD. 20 , 1100 BYERS & STEAKLEY 500 VIRGINIA STREET APARTMENTS 8 , 000 B J BUILDING ASSOCIATES 7�, 11(10 1 , 110, 200 HEARING CERTIFICATION RE: IRB, HORACE GREELEY PHASE II DOCKET 81-40 A public hearing was conducted on April 13 , 1983 at 2:00 P. M. , with the following present: Chuck Carlson Chairman , Excused John Martin Pro Tem Gene Brantner Commissioner Norman Carlson Commissioner Jacqueline Johnson Commissioner Also present: Acting Clerk to the Board, Jeannette Sears Assistant County Attorney, R. Russell Anson Planning Department Representative, None Director of Finance and Administrative Services, Donald Warden The following business was transacted: I hereby certify that pursuant to a notice dated March 10, 1983, duly published April 7th, 1983, in the La Salle Leader, a public hearing was held to consider a request for Industrial Development Revenue Bonds for Horace Greeley - Phase II, a joint venture. Mr. Warden stated that he had just received some of the documents and he has not had an opportunity to read them before he makes a recommendation. He suggested that the Board recess this hearing until he has time to review the documents. He added that there is another issue that should be discussed regarding this request. John Primm, from Newman and Associates - Investment Bankers from Denver, Colo- rado, stated he had just received the official document today. Be apologized for submitting the documents so late. He commented on the law that may change and this request must be closed by Thursday evening, April 14, 1983. He suggested that the bonds be approved subject to the Beards discretion. Mr. Warden stated that the Board has not received any financial data regarding Mr. Byers, a principal. Mr.Primm stated that Mr. Byers financial data is very, very, strong. Ron Cappello, a partner in the old school and representing Pioneer Investments, as does Mr. Bob Byers, Principal of Pioneer Investments, stated that the Bonds are being issued under the name of Horace Greeley - Phase II, with a simultaneously closing. Dean Richardson, bond counsel, stated that the structure of this request is that the County is going to take the money from the loan proceeds under a normal indenture. The entire amount of loan proceeds will be deposited into the New American Federal Credit Union. The Credit Union will then issue certificates of deposit which are fully guaranteed by the United States. The certificates of deposit will then be the actual security for the bond issue. Because of the full guarantee by the United States the bonds have been rated triple A. Then the credit union the lender is going to take the proceeds from the County and make their standard mortgage project loan. Weld County will not be involved in the mortgage loan process. Mr. Warden questioned how HB1635 which is pending will affect this transaction. Mr. Richardson stated most bond counsel and themselves are taking the opinion that they will not issue a clean opinion after tomorrow night with this type of security. Mr. Richardson stated that they can put in an exception for HB1635 without problem. He stated that HB1635 provision would prevent revenue bond financing from being secured by the FDIC or SFLIC certificate of deposit which are guaranteed by the United States. The entire structure is to insure that no one owns more than $100,000 worth of bonds or if they do they are not insured for more than $100,000. Mr. Warden asked that in the purchase contract it should be cited that within 30 days of passage a referendum period does exist. Mr. Richardson stated that the bonds will be sold at a public sale and the bond holders will have the bonds. Commissioner Johnson stated that she is uncomfortable with this request and the pending legislation. Mr. Richardson stated that the developer can get better financing under this method of financing because of the triple A rating. Ronald Cappello stated that he has been involved in this process since the beginning. At the beginning the interest rates were too high and now the interest rates have been reduced and are now more favorable. He added that the markets have improved and this is the method that the lender is willing to go on. John Primm stated that this is not refinancing it is only a vehicle for financing and Weld County will have no liability. The liability is with Newman Associates and the developer. Mr. Richardson stated that FDIC and FSLIC have no taxing power so there is no taxpayer money in this transaction. The reasons why the Congress has introducted HB1635 was discussed. Mr. Richardson stated that Mr. Byers is the principal of Pioneer Investments. Mr. Byers is the financing mechanism only. After further discussion, Commissioner N. Carlson moved to recess this hearing until 3:00 P. M. this afternoon to allow time for the documents to be studied. Commissioner Johnson seconded the motion. Charles J. McDonald, an interested citizen, questioned how the dollars will be used and/or handled. Mr. Richardson answered his questions. He added that a construction cost breakdown and use of proceeds,will be dis- bursed on the same basis as if a bank was making the disbursement on a real estate construction loan. The motion carried unanimously. The Board reconvened the hearing at approximately 3:00 P. M. Mr. Warden stated that during the recess he was inforfRd that he will be provided with financial information regarding Robert M. Byers. Mr. Warden stated that the ordinance presented does appear to be in order except for the emergency clause that needs to be added. He added that two amendments need to be made to the purchase contract. The first amendment would be to page 6 sane disclosure to the fact that HB1635 is indeed pending,needto be inserted and also be inserted in the official statement. He recommended that an indemnification agreement be submitted or inserted in the documents. On page 18, paragraph 8, the clause which deals with the expenses of the issuer should be stricken so that it is clear that Weld County will pay nothing as far as issuance costs. The bond counsel was in agreement with these amendments. After further discussion, Commissioner Johnson moved to approve industrial revenue bonds, in the amount of $2,300,000 issued by the Horace Greeley Phase II project, subject to the conditions as mentioned by Mr. Warden. Commissioner Johnson stressed that she is uncomfortable with this request be- cause the documents were not submitted in a timely fashion. She agreed with the project and the good that comes fran it out weighs her misgivings. The applicants stated that no disrespect was meant to the Commissioners. Commissioner Brantner seconded the motion with reservations, he is concerned about HB1635. Commissioner Branter expressed his appreciation to the staff for their expertise. Mr. R. Russell Anson read the emergency ordinance #116 into the record. After the reading, Mr. Warden listed two additional issues : 1) The Chairman of the Board is not present and the Chairman Pro-Tem Commissioner will sign the bonds ; 2) the thirty day referendum period. Mr. Anson stated that the Chairman Pro-Tem can sign the bonds in the Chairman's absence. Bond counsel stated that the bonds will be recalled automatically in the case of a referendum. Commissioner N. Carlson concurred with Commissioners Johnson and Brantner remarks as did the Chairman Pro-Tem. The applicants again apologized to the Board because their documentation was submitted at such a late date and because time is of the essence. The motion carried unanimously. APPROVED: BOARD OF COUNTY COMMISSIONERS WELD COUNTY, COLORADO EXCUSED Chuck Carlson, Chairman .1-1 2 "T, ha",-- 5,, J in, Pro Ten Gene Brantner Norman Carlson Jac el e John A'1'1'EST WELD COUNTY CLERK AND RECORDER DAY FILE: MAY 18, 1983 TO THE BC?RDD BY: JL , HI \ 4P4.�d T E # '83-24 et #81-40 ORD #116 NOTICE PUBLIC HEARING INDUSTRIAL DEVELOPMENT REVENUE BONDS FOR HORACE GREELEY - PHASE II, a joint venture. Docket 81-40 NOTICE IS HEREBY GIVEN of a hearing before the Board of County Commissioners of Weld County, Colorado, on the 13th day of April, 1983, at the hour of 10:30 a.m. in the Weld County Commissioners hearing room, first floor, Weld County Centennial Center, 915 10th Street, Greeley, Colorado, for the purpose of considering the issuance of $2,300,000 in Industrial Development Revenue Bonds for Horace Greeley — Phase II, a joint venture. The proposed bond issue is for the renovation and construction of an office complex in Greeley, Colorado. This procedure is in accordance with the 1967 County and Municipality Development Revenue Bond Act, Section 29-3-101, et seq. , CRS 1973, as amended. Copies of the application for Industrial Development Revenue Bonds are on file in the Office of the Clerk to the Board of County Commissioners located on the 3rd floor, Weld County Centennial Center, 915 10th Street, Greeley, Colorado, and may be inspected during regular business hours. Following the close of the public hearing, the Board of County Commissioners will consider whether or not to proceed with the issuance of Industrial Development Revenue Bonds. All interested parties under the law will be afforded an opportunity to be heard at said hearing. This notice given and published by order of the Board of County Commissioners, Weld County, Colorado. DATED: March 30, 1983 THE BOARD OF COUNTY COMMISSIONERS WELD COUNTY, COLORADO BY: MARY ANN FEUERSTEIN COUNTY CLERK AND RECORDER AND CLERK TO THE BOARD OF COUNTY COMMISSIONERS BY: JEANNETTE SEARS, Deputy PUBLISHED: April 7th in the LaSalle Leader BERN AN RUSLANDER POHL LIEBER & IGEL ATTORNEYS AT LAW 20TH FLOOR, FRICK BUILDING PITTSBURGH, PENNSYLVANIA 15219 TELEPHONE(412)392-2000 WRITER'S DIRECT DIAL NUMBER 392 — 2014 TO: PMr. Tom David, County Attorney DATE:April 11, 1983 County of Greely Courthouse RE:Horace Greely Phase II Project Greely, Colorado Commercial Development Share Certificate FILE NO: Revenue Bonds WE ENCLOSE THE FOLLOWING: Form of Bond Purchase Agreement to be delivered on Wednesday. I have not yet completed the mark-up as you can see. Please call me if you have any questions also regarding this document. Edward K. Strauss For BERKMAN RUSLANDER POHL LIEBER & ENGEL ENCLOSURE MEMO BRPL&E 112 Affidavit of Publication STATE OF COLORADO ss. County of Weld, Paula A. Barton of said County of Weld, being duly sworn, say that I am an advertising clerk of THE GREELEY DAILY TRIBUNE, and THE GREELEY REPUBLICAN that the same is a daily newspaper of general circulation and printed and published in the City of Greeley, in said county and state; that the notice or advertisement, of which the annexed is a true copy, has been published in said daily newspaper for consecutive (days) its); that the notice was published in the regular and entire issue of every number of said newspaper during the period and time of publication of said notice, and in the newspaper proper and not in a supplement thereof; that the first publication of said �w notice was contained in the issue of said newspaper "4. """A.. bearing date • ' ' v by ,w. lam ,� "...s Sixth ^ ► F day of April A.D. 1983 r" ' and the last publication thereof; in the issue of said . A°. ° = newspaper bearing date the -11gp. N'N'nmi lir Sixth day of April A.D. 1983 that said The Greeley Daily Tribune and The Greeley E" f Republican, has been published continuously and uninterruptedly during the period of at least six months next prior to the first issue thereof contained said notice or advertisement above referred to; that said l 4.4.4..4..yq*"y newspaper has been admitted to the United States mails as second-class matter under the provisions of the fr Act of March 3, 1879, or any amendments thereof; and that said newspaper is a daily newspaper duly qualified ,„k;'r i _a j for publishing legal notices and advertisements within 4 r ' "ti d the meaning of the laws of the State of Colorado. • K ' April 6, 1983 ,, � Total charge: $17.98 Advertising Clerk Subscribed and sworn to before me this 6th d April A.D. 19 83 My co missi expires ca"C Notary Public Hello