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ORDINANCE NO. 200
IN THE MATTER OF AN EMERGENCY ORDINANCE AUTHORIZING THE ISSUANCE OF
HEALTH FACILITIES REVENUE BONDS (GSSLB ASSOCIATES I PROJECT), SERIES 1998,
TO FINANCE THE ACQUISITION, CONSTRUCTION, IMPROVEMENT AND EQUIPPING OF A
CONGREGATE CARE SENIOR HOUSING PROJECT LOCATED WITHIN WELD COUNTY,
COLORADO; MAKING DETERMINATIONS AS TO THE SUFFICIENCY OF LOAN PAYMENTS
AND OTHER MATTERS RELATED TO SUCH FACILITIES; PRESCRIBING THE FORM OF AN
INDENTURE OF TRUST, A LOAN AGREEMENT,A TAX REGULATORY AGREEMENT AND A
BOND PURCHASE AGREEMENT AND AUTHORIZING THE EXECUTION THEREOF;
AUTHORIZING AND APPROVING THE USE AND DISTRIBUTION OF A PRELIMINARY
OFFICIAL STATEMENT AND AN OFFICIAL STATEMENT IN CONNECTION WITH THE SALE
OF THE SERIES 1998 BONDS; APPOINTING A TRUSTEE; RATIFYING CERTAIN ACTIONS
HERETOFORE TAKEN; REPEALING ALL ACTION INCONSISTENT WITH THIS ORDINANCE;
AND DECLARING AN EMERGENCY
BE IT ORDAINED BY THE BOARD OF COUNTY COMMISSIONERS OF THE COUNTY OF
WELD, STATE OF COLORADO:
WHEREAS,the Board of County Commissioners of the County of Weld, State of Colorado,
pursuant to Colorado statute and the Weld County Home Rule Charter, is vested with the authority
of administering the affairs of Weld County, Colorado, and
WHEREAS,Weld County, Colorado (the"County") is a duly organized political Subdivision
of the State of Colorado (the "State"), and
WHEREAS, the County is authorized by the County and Municipality Development
Revenue Bond Act, Section 29-3-101, et seq. of the Colorado Revised Statutes, as amended (the
"Act"), to finance "projects" (as defined in the Act), including health care facilities and related
facilities for nonprofit organizations, and
WHEREAS, GSSLB Associates I (the "Joint Venture"), a joint venture organized under the
laws of the State of Minnesota, consisting of The Evangelical Lutheran Good Samaritan Society
and Lutheran Brotherhood Heritage Properties Foundation,each a 501(c)(3)nonprofit corporation,
has presented to the County a proposal whereby the County will issue its Health Facilities Revenue
Bonds(GSSLB Associates I Project) Series 1998, in a principal amount of$2,020,000(the"Series
1998 Bonds"), for the purpose of financing the acquisition, construction, improvement and
equipping of a congregate care senior housing center (the "Project"), and paying the costs of
issuing the Series 1998 Bonds, and
WHEREAS, the Joint Venture desires to obtain funds for the aforesaid purpose by
borrowing funds from the County and entering into a Loan Agreement, dated as of October 1, 1998
(the"Agreement"), between the County and the Joint Venture pursuant to which the loan from the
County will be repaid, and
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WHEREAS,the payments required pursuant to the Agreement are sufficient to provide for
the prompt payment of the principal of and interest on the Series 1998 Bonds when due, and
WHEREAS, it is hereby found and determined that the County will issue the Series 1998
Bonds in the aggregate principal amount of$2,020,000 pursuant to an Indenture of Trust, dated
as of October 1, 1998 (the "Indenture"), between the County and Norwest Bank Minnesota,
National Association, as trustee (the "Trustee"), and that the proceeds therefrom will be used in
accordance with the Agreement and the Indenture to finance the acquisition, construction,
improvement and equipping of the Project and to pay the costs of issuing the Series 1998 Bonds,
and
WHEREAS, it is hereby found and determined that the financing of the Project will stimulate
and develop the general economic welfare, health and prosperity of the County and promote the
general welfare of its citizens, and
WHEREAS, there has been made available to the Board of County Commissioners and
interested members of the public: (a) the proposed form of the Indenture; (b) the proposed form
of the Agreement; (c) the proposed form of a Tax Regulatory Agreement, dated as of October 1,
1998(the"Tax Regulatory Agreement"), among the County,the Trustee and the Joint Venture; and
(d) the proposed form of a Bond Purchase Agreement, dated October 12, 1998 (the "Bond
Purchase Agreement"), among the County, the Joint Venture and Dougherty Summit Securities
LLC (the "Original Purchaser").
NOW, THEREFORE, BE IT ORDAINED by the Board of County Commissioners of the
County of Weld, State of Colorado, that:
Section 1. All actions (not inconsistent with the provisions of this Ordinance) heretofore
taken by the Board of County Commissioners and the officials of the County directed toward the
issuance and sale of the Series 1998 Bonds for the purposes hereinabove described, be and the
same are hereby ratified, approved and confirmed.
Section 2. For the purposes or financing the acquisition, construction, improvement and
equipping of a congregate care senior housing center and paying certain costs of issuance, there
is hereby authorized and created an issue of health facilities revenue bonds to be designated as
"Weld County, Colorado, Health Facilities Revenue Bonds (GSSLB Associates I Project), Series
1998."
Section 3. The Series 1998 Bonds shall be issued in an aggregate principal amount of
$2,020,000, and shall be sold to the Original Purchaser at the price stated in the Bond Purchase
Agreement, plus accrued interest, if any, to the date of delivery, all as set forth in the Bond
Purchase Agreement. The net proceeds of the Series 1998 Bonds (after payment of issuance
costs) will be deposited in a construction fund established pursuant to the Indenture and used to
acquire, construct, improve and equip the Project.
The Series 1998 Bonds shall be dated October 1, 1998, be in denominations of $5,000
each and integral multiples thereof, and shall be issuable as fully registered bonds without
coupons. The Series 1998 Bonds shall mature in the amounts, on the dates and bear interest at
the rates set forth in the following maturity schedule, payable on each October 1 and April 1,
commencing April 1, 1999.
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Maturity Schedule
Year Coupon Year Interest
(October 1) Amount Rate (October 1) Amount Rate
2000 $ 50,000 3.70% 2007 $ 115,000 4.20%
2003 240,000 4.00 2008 115,000 4.20
2004 95,000 4.05 2010 105,000 4.35
2005 105,000 4.10 2011 55,000 4.40
2006 105,000 4.15 2024 1,035,000 4.75
The maximum net effective interest rate for the Series 1998 Bonds is hereby determined
to be 5.00%.
The Series 1998 Bonds are subject to optional, mandatory and extraordinary redemption
as set forth in the Indenture.
The Series 1998 Bonds shall never constitute an indebtedness of the County within the
meaning of any provision or limitation of the Colorado Constitution or statutes, and shall not
constitute or give rise to a pecuniary liability of the County or a charge against its general credit
or taxing powers. The Series 1998 Bonds are not general obligations, but are special, limited
obligations of the County, payable solely out of the revenues derived from the Agreement and
pledged and assigned for their payment in accordance with the Indenture (except to the extent
paid out of moneys attributable to (a) the proceeds derived from the sale of the Series 1998
Bonds, (b) a foreclosure of the mortgage or (c) income from the temporary investment of those
proceeds).
The form of the Series 1998 Bonds shall be as set forth in the Indenture, the terms,
conditions and provisions of which Indenture are for all purposes incorporated herein by
reference, and a copy of which is ordered filed by the Clerk to the Board of County
Commissioners with the records of the Board and identified as the Indenture referred to in this
Ordinance.
Section 4. The sale of the Series 1998 Bonds to the Original Purchaser pursuant to the
terms of the Bond Purchase Agreement is hereby approved, authorized and confirmed. The
Chair of the Board of County Commissioners and the Clerk to the Board are hereby authorized
and directed to execute and deliver the Series 1998 Bonds to the order of the Original
Purchaser upon payment by the Original Purchaser of the purchase price.
The Preliminary Official Statement relating to the Series 1998 Bonds is hereby
approved. The Chair of the Board of County Commissioners is authorized and directed to
execute and deliver a final Official Statement in substantially the form of the Preliminary Official
Statement, but with such changes therein as shall be deemed necessary, with the approval of
the County Attorney, within seven business days from the public sale date of the Series 1998
Bonds.
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Section 5. The Agreement, the Indenture, the Tax Regulatory Agreement and the Bond
Purchase Agreement, in substantially the same forms as made available to the County
Commissioners and the general public, are in all respects approved, authorized and confirmed
and the Chair of the Board of County Commissioners is authorized and directed to execute and
deliver the Agreement, the Indenture, the Tax Regulatory Agreement and the Bond Purchase
Agreement in substantially the form and with substantially the same content, for and on behalf
of the County, with such changes as the Chair may approve, the Chair's execution thereof to be
conclusive proof of his or her approval of any changes.
Section 6. The following determinations and findings, based upon information supplied
and representations made by the Joint Venture, are hereby made in accordance with the Act:
(a) The terms of the Agreement pursuant to which the County will loan the
proceeds of the Series 1998 Bonds to the Joint Venture provide that the
Joint Venture shall cause the Project being financed and refinanced to be
maintained in good repair and shall carry all proper insurance with
respect thereto.
(b) The revenues payable under the Agreement are sufficient to pay all other
requirements of the Agreement, the Series 1998 Bonds and this
Ordinance.
Section 7. The Chair of the Board of County Commissioners is hereby authorized and
directed to make or agree to any alterations, changes or additions in the instruments hereby
approved as the Chair deems necessary or proper to accomplish the purposes of this
Ordinance; provided, however, no alteration, change or addition shall be made which shall alter,
following the establishment thereof in this Ordinance, the maximum net effective interest rate,
denomination, date, maturities, form, interest rates, registration privileges, manner of execution,
places of payment or terms of redemption of the Series 1998 Bonds, or which shall increase the
aggregate principal amount of Series 1998 Bonds authorized or in any way give rise to a
pecuniary liability of the County or a charge against its general credit or taxing powers with
respect to the Series 1998 Bonds.
Section 8. The Chair of the Board of County Commissioners is hereby authorized to
execute and deliver for and on behalf of the County any and all additional certificates,
documents and other papers and to perform all other acts deemed necessary or appropriate in
order to implement and carry out the matters herein authorized.
Section 9. The County, including any entities acting on behalf of or subordinate to the
County, does not anticipate issuing more than $10,000,000 of tax-exempt obligations during the
calendar year 1998, which is the calendar year in which the Series 1998 Bonds are issued. No
proceeds of the Series 1998 Bonds will be used in a manner which would cause the Series
1998 Bonds to be private activity bonds (other than "qualified 501(c)(3) bonds"). Accordingly,
the County hereby designates the Series 1998 Bonds as "qualified tax-exempt obligations"
pursuant to Section 265(b)(3)(b)(i) of the Internal Revenue Code of 1986, as amended.
Section 10. If any provision of this Ordinance shall be held invalid, the invalidity of such
provision shall not affect any of the other provisions of this Ordinance.
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Section 11. After the Series 1998 Bonds are issued, this Ordinance shall be and
remain irrepealable until the Series 1998 Bonds and interest thereon shall have been fully paid,
canceled and discharged.
Section 12. All bylaws, orders, resolutions and ordinances, or parts thereof,
inconsistent herewith or with the documents hereby approved are hereby repealed to the extent
only of such inconsistency. This repealer shall not be construed as reviving any bylaw, order,
resolution or ordinance, or part thereof.
Section 13. Due to fluctuations in municipal bond prices and due to currently favorable
interest rates, it is hereby declared, in the opinion of the Board of County Commissioners and
pursuant to Section 3-14 of the Weld County Home Rule Charter, that an emergency exists and
therefore this Ordinance shall be in full force and effect upon its passage.
The above and foregoing Ordinance Number 200 was, on motion duly made and
seconded, adopted by the following vote on the 12' day of October, A.D., 1998.
BOARD OF COUNTY COMMISSIONERS
WEIR COUNTY, COLORADO
Met--
7, Constance L. Harbert, Chair
1 u` lurk to the Board 3
�,
W. Webste , Pro-Tem
BY --�
Deputy Clerk to the Board
e E. Baxter
APPROVED'AS TO FORM:
Da K. Hall
County ttorney
Barbara J. Kirkmeyer�
Read and Approved: October 12, 1998
Published: October 21, 1998, in the Platteville Herald
Effective: October 12, 1998
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