The URL can be used to link to this page

Home My WebLink About32984 / 84-02RESOLUTION NO A BOND RESOLUTION AUTHORIZING THE ISSUANCE AND SALE OF INDUSTRIAL DEVELOPMENT REVENUE BONDS (ARMSTRONG-BLUM MANUFACTURING COMPANY PROJECT) SERIES 198� IN THE PRINCIPAL AMOUNT Ob� $900,000 TO FINANCE A PROJECT FOR ARMSTRONG-BLUM MANUFACTURING COMPANY; AUTHORIZINU THE EXECUTION AND DELZVERY BY THE CITY OF OSHKOSH, WINNEBAGO COUNTY, WISCONSIN OF AN AGREEMENT, ASSIGNMENT AND DISBURSING AGREEMENT IN CONNECTION THEREWITH; CONFIHMING THE SALE OF SUCH BONDS TO THE PURCHASER THEREOF; AND RELATED MATTERS. wHEREAS, pursuant to Section 55.521, Wisconsin Statutes (1977), as supplemented and amended (the "Act"), the City of Oshkosh, Winnebago County, Wisconsin (the "Issuer"), a municipal corporation of the State of Wisconsin, is authorized and empowered to issue '_ts revenue bonds to finance the costs of a"project" as defined in the Act; and WHEREAS, as a result of negotiations oetween the Issuer and Armstrong-Blum Manufacturing Company (the "Company"), contracts have been or will be entered into py tne Company for the construction and equipping of an addition to certain assemtily facilities (the "Project") to oe used py tne Company, and locatea within the boundaries of the Issuer and which Project will be of the character and will accomplish the purposes of the Act, and the Issuer is willing to issue its revenue bonds to finance the cost of construction of the Project, all as set fortn in the details and pnovisions of the Agreement hereinafter identified (the "Agreement"); and WHEREAS, it is est+_mated that trie costs of the Project, including costs relating to the preparation and issuance of the revenue bonds, will be not less trian $900,000; and WHEREAS, the Issuer proposes to sell the revenue bonds hereinafter authorized and designated "Industrial Development Revenue Bonds (Armstrong-Blum Manufacturing Company Project) Series 1984" upon a negotiated basis to First Wiscons'_n National Bank of Oshkosh, (the "Purchaser"); NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF OSHKOSH, WINNEBAGO COUNTY, WISCONSIN, AS FOLLOWS: - 2 - Resolution # 2 Sectior. 1. The form preser.ted to this meeting of the Agreemer.t, dated as of August 1, 19�4, by and amor.g the Issuer, the Compar.y and the Purchaser, providir.g for the Issuer to issue its $900,000 Industrial Developmer.t Rever.ue Bonds (Armstror.g-Blum Manufacturir.g Compar.y Project) Series 1984 (the "Bonds") be, ar.d the same is hereby authorized and approved; an3 the City Mar.ager be, ar.d he is hereby authorized to execute the Agreemer.t and the City Clerk be and she is hereby authorized to attest and affix the official corporate seal of the Issuer thereto; ar.d each of such officers is hereby authorized to deliver the Agreement, together with such char.ges ir. and additiors thereto as shall be approved by the officers signir.g the same, including without limitatior., such changes as shall be necessary to cor.form to the terms of the Bor.ds hereinafter authorized, such approval to be ccrclusively evider.ce3 by sueh exe�ution. Sectior. 2. The form preser.ted to this meetir.g of the Disbursir.g Agreemer.t, dated as of Aubust 1, 19�u, by ar.d amor.g the Issuer, the Compar.y, the Purchaser and Chicago Title & Trust Compar.y, as Disbursir.g Ager.t (the "Disbursir.g Ager.t" ), providir.g for the deposit of the proceeds of the Bonds hereir.after authorized be, ar.d the same is hereby authorized ar.d approved: ar.d the City Mar.ager be, ar.d he is authorized to execute the Disbursir.g Agree- mer.t ar.d the City Clerk be and she is hereby authorized to attest ar_d affix the official corporate seal of the Issuer thereto; ar.d each of such officers is hereby autriorized to deliver the Disburs- ir.g Agreemer.t, together with such char.ges in an3 additior.s thereto as shall be approved by the officers signir.g the same, such approval to be cor.clusively evider.ced by such executior.. Sectior. 3. The form preserted to this meetir.g of the Assigr.mer.t, dated as of August 1, 1984, from the Issuer to the Purchaser be, ar.3 the same is hereby authorized and approve3; ard the City Mar.ager be, ar.d he is hereby authorized to execute the Assignmer.t ar.d the City Clerk be ar.d she is hereby autnorize3 to attest ar.d affix the official corporate seal of the Issuer thereto; ar.d each of such officers is riereby authorize3 to deliver the Assigr,mer.t, together with such char.�es ir. ar.d additior.s thereto as shall be approved by the officers sigr.ir.g the same, ir.cludir.g without limitatior. such char.ges as shall be necessary to cor.form to the terms of the Bonds hereir,after authorized, such approval to be cor.clusively evidenced by such executior.. Sectior. 4. The Bonds shall be payable ir. twelve equal ar.r.ual prir.cipal ir.stallmer.ts of $75,000 each or. September 1, 1985, and or. the first day of each September thereafter through - 3 - ..� Resolution # 2 and inclucl!ng Septemtier 1, 1996. The Bonds shall bear interest from their date of delivery through and including September 1, 1996, at a rate per annum equal to 65� of the interest rate announced by First Wisconsin National Bank of Milwaukee as its prime rate (the "Prime Rate"), such interest rate changing as and with each change in the Prime Rate. Interest on overdue installments of principal, premium, if any, and interest on the Bonds w±ll be payable at a rate per annum 2� in excess of the Prime Rate from its due date until paid. Interest on the Bonds shall oe calculated on the basis of a year of 360 days for the actual number of days elapsed. All interest on the Bonds shall be due and payable in arrears on December 1, 1984, and quarterly thereafter on the first day of each March, June, SeptemDer and Decemben until the aforesaid principal amount is paid in full; provided, however, that on September 1, 1996, tne entire unpaid principal balance of the Bonds plus all interest accrued thereon shall be paid in full. In the event of a Determination of Taxability (as defined '_n the Agreement), the interest rate on the Bonds shall be increase3 to a rate per annum 2% in excess of trie Prime Rate for the Inclusion Period (as def±ned in the Agreement). Section 5• The Bonds are subject to prepayment in whole or in part at the option of the Company pursuant to Section 4.1 of the Agreement. Section 6. (a) The Bonds are subject to mandatory prepayment if there remains any money in the Construction Fund created by the Disbursing Agreement after the Company has filed the completion certificate with the Issuer and the Purchaser as required by Section 4 of the Disbursing Agreement. The amount of sa'_d prepayment shall oe equal to the amount of money so rema'_ning; provided, that '_f such amount is less tnan $5,000, such sum snall be deposited in the Bond Fund (as defined in the Agreement). Said prepayment shall be made within 30 days after the filing of sa'_d certificate with the Issuer and the Purchaser. (b) The Bonds are also supject to mandatory prepayment if the Project is sold or otherwise d'_sposed of Dy the Company. Section 7. The issuance of the Bonds, Sn the form and having the content set forth in the said Agreement be, and the same is hereby authorized and approved; and the City Manager and City Clerk are hereby authorized and directed to execute the Bonds, to affix the official corporate seal of the Issuer thereto and to deliver the same to the Purchaser upon payment of the purchase price as provided in the Agreement. Section 8. The Mortgage and Security Agreement dated as of August 1, 19$u (the "Mortgage"), from the Company to the Issuer be, and it hereby ±s approved. — 5 — Resolution # 2 Section 9• That the proper officers and employees of the Issuer and each of them is herepy authorized and directed to do and perform all such acts and thin�s and to sign all such instruments, documents and certificates as may be necessary or advisable or convenient and proper to carry out the intent of this Resolution, the Agreement, the DisDUrsing Agreement and the Assignment. Section 10. That the provisions of this Resolution are hereby declared to be separable, and if any section, phrase or provision shall, for any reason, be declared to be invalid, such declaration shall not affect the validity of the rema'_nder of the sections, phrases or provisions. Section 11. That all ordinances, resolutions, orders or parts thereof in conflict with the provisions of this Resolution are, to the extent of such conflict, hereti� repealed. Section 12. That this Resolution shall be in full force and effect upon its approval tiy the City Council. Introduced and read for the first time Adopted: Approved Recorded (SEAL) Attest: August 16, 1984. August _, 1984. August , 198�. City Clerk — 6 — August 16, 1984. Ma.vor SUBMITTED BY dPPROYED � � r� G r+ — W 'C G m n rt r m T r ri � rn x N ��t � � . � o a w ° �� m rt � � C � m r� G N fD Sv • p wno~ n� •• � r•'c3 xl rr � � m G � (D N ny n �o xJ� � O �G 'x1 G� W �'S (D Y• r�o n�c o � H � � � \ 'c1 m G H N rt fD p [ "C "C O b7 G� +'. (D � O m ! m `4 � n S m r• , � r w � � � �