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Home My WebLink About32980 / 84-12=d'n072484 SUBMITTED BY CITY COUNCIL OF THE -�- CITY OF OSHKOSH, WISCONSI APPROVED �LGG�u-'� � Resolution No. INITIAL RESO`�UTION RELATING TO INDUSTRIAL DEVELOPMENT REVENUE BOND FINANCING ON BEHALF OF BANNER PACKAGIN6, INC. AND LZSKAR INVESTMENTS, AND P.ESCLliTZON WAIVING SECTION 66.521(11)(b)1.� WISCONSIN STATUTES wHEREAS, the City of Oshkosh, Wisconsin (the "Zs- suer') is a municipal corporation organized and existing under and �ursuant to the l�ws of the State of Wisconsin and is au- thor�_zed by Section 66.521, Wisconsin Stztutes, as amended (here- inaf':er sor��etimes referred to as the "Act"): (a) to issue revenue bonds to finance certain costs related to qualified projects; and (b) to enter into a revenue agreement with an eligibie participant wherein the eligible participant agrae� to cause a q��al:fied preject *_o be constrected and to provide the Issuer with revenues sufficient to provide for the prompt payment of the principal of and interzs� on the revenue bonds; and A�HEREAS, Banner Packaging, Inc., a Wisconsin ccrpo- ratien, and Liskar Investments, z kisconsin limited partnership (collectively, the "Eligible Participants") have been considering undertaking projects within the geographic limits of the Zssuer, and the Eligible Participants have represented to the Issuer that it would be an encouragement and inducement for them to proceed if the project(s) could be financed with revenue bonds; and - 18 - RESOLUTION # 12 WHEREAS, the Eligible Participants have represented that the intended use of the projects is the manufacture of flexible packaging and the provision of service activities directly related thereto and used in conjunction therewith and that the projects wouid consist of the construction of an addi- tion to an existing building and the acquisition aad installation of equipment (hereinafter called the "Projects"); and WHEREAS, the Eligible Participants have estimated that the cost of the Projects will be between $4,000,000 and $6,000,000; and WHEREAS, prior to the date �f adoption of this Reso- lution, a statement which provides a good faith estimate of attorney fees which are expected to be oaid from groceeds of the revenue bonds has been filed with the Clerk and with the Depart- ment of Development of the State of Wisconsin; and WAEREAS, Section (11)(b)1. of the Act contains pro- visions requiring competitive bidding for certain construction contracts and prohibiting discrimination with regard to the construction and operation of pr��jects financed under the Act; and WHEREAS, Section (11)(b)2. of th� Act empowers the governing body of a m�nicipality to waive the requirements of Section (11)(b)1. with respect to a particular project; and R'HEREAS, it is in the p��blic interest of the Issuer to promote, attract, stimulate, rehabilitate, and revitalize com- merce, industry, and manufacturing, to promote the betterment of the environment and the economy of the Issuer, and to stimulate a large flow of private investment funds into the Issuer; and WHEREAS, it is the fin9ing and determination of this body that the Projects are each a qualified "project" within the meaning of the Act and *_hat the Fligible Partir_ipants are each an "eligible participant" within the meaning of the Act; and WHEREAS, it is the finding and determination of this body that the Issuer would derive public benefits from the Projects and their operation, including by way of illustration but not limitation the following: the provision and retention of gainful employment opportunities for the citizens of the Issuer; the stimulation of the flow of investment capital into the Issuer with resultant beneficial effects on the economy in the Issuer; and the preservation and enhancement of the Zssuer's tax base; and -2- - 19 - RESOLUTION # 12 WHEREAS, it is the finding and determination of this body that the public interest will be served if the Issuer were to encourage and induce the Eligible Participants to undertake the Projects within the geographic limits of the Zss�er; NCW, THEREFORE, BE IT RESOLVED: 1. (a) Subject to the conditions specified in this paragraph, the Issuer shall pursue and consummate a financing h�ving the following elements: (i) The Issuer shall issue revenue bonds pursuant to the Act at one or more times in one or more issues or series in such aggregate principal amount not in excess of $6,000,000 as the Eligible Particigants shall separately or concurrently request; providea, however, that the actual aggregate principal amount shall not be greater than the sum of the then estimated aggregate cost of providing the Projects, plus the amovnt neces- sary to fund any reserve deemed necessary or desirable, plus the estimated financing and. bond issuance costs (said bonds being hereinafter called the "Bonds"). (ii) The Bonds shall be limited obligations of the Issuer payable by the Issuer solely out cf revenues derived from the Eligible Participants or otherwise provided for pursuant to the terms of one or more loan or similar agreements (hereinafter called the "Revenue Agreements") to be entered into between the Issuer and either or both of the Eligible Participants. (iii) Each Revenu� Agr2ement shall reouire one or both of the Eligible Participants to acquire, con- struct, or install all or a portion of the Projects and to provide the Issuer with revenues sufficient to pay when due the principal of, premi��m, if an4, and in- terest on the Bonds. (iv) The Bonds shall have such maturities, interest rates, and redemption limitations as the Eligible Participant(s) and the initial Bond pur- chaser(s) shall propose. (b) The issuance of the Bonds by the Issuer shall be on the following conditions: (i) The Bonds shall not constitute zn indebted- ness of the Issuer within the meaning of any State constitutional provision or statutory limitation. -3- - 20 - RESOLUTION # 12 (ii) The Bonds shall not constitute or give rise to a pecuniary liability of the Issuer or a charge against its general credit or taxing powers. (iii) The Eligible Participants shall be re- sponsible for finding a purchaser or purchasers for all of the Bonds. (iv) Prior to the issuazce of the Bonds: (i) the electors of the Issuer shall have been given the op- portunity to petition for a referendum on the matter of the Bond issue as required by_thA Act; (ii) either no such petition shall be tin�ely fiied or such petition shall have been filed and said referendum shall have approved the Bond issue; and (iii) this body, by further resolution, shall have authurized and approved the terms of the Bonds and the Revenue Agreement. (v) The Bonds shall be issued pursuant to the Act, and the delivery of the Bonds shall be accompanied with the unqualified approving legal opinion(s) of the law firm of Foley s Lardner or sucn other nationally recognized firm of bond attcrneys as shall be accept- able to the Issuer and the Eligible Participants. (c) All out-of-pocket costs in connection with the issuance and sale of the Bonds shall be paid either from the proceeds of the Bonds or by one or both of the Eligible Parti- cipants. (d) The Clerk shall cause notice of adoption of this Resolution to be published once in Oshkosh Northwestern (the Issuer's official newspaper, for the publication of notices pursuant to Chapter 985 of the Wisconsin Statutes), and shall czuse evidence of publication (including a cooy of the notice as published) indic�ting the date of publication of such public notice to be filed witii t.ie Secretary of Department of Decelop- ment of the State of Wisconsin within 20 days following publi- cation of such notice. (e) This Resolution is an "initial resolution" within the meaning of the Act and official action toward issuance of the Bonds for purposes of Section 103 of the Internal Revenue Code of 1954, as amended, and the regulations promulgated thereunder. 2. (a) It is the finding and determination of this body that the Issuer will not control the design, costs, con- struction, or operation of the Projects; that no public money will be expended for the Projects; that the Issuer will have -4- - 21 - RESOLUTION # 12 no beneficial ownership in the Projects; that i�t would be more efficient and expedient for the accomplishmen t of the public purposes of the industrial development revenue bond issue if the E1'_gible Participants were to have complete c ontrol over the letting of contracts for construction for the P:ojects; and that whzle an antidiscrimination policy such as that expressed in Section ( 11 )(b) 1. of the Act is supported by ti��is body, public po].icies of that sort applied in the context of a bond financing are more appropriately effectuated by contract �rith the Eligibl.e PaT-ticipants. Therefore, the Issuer does heret�_y waive the pro- vi �ions of Section ( 11 )(b) 1. of the Act witi� regard to tl-:e Projects; provided, however, that any reven�e agreement to be entered into between the Issuer and eithe� or both of the Eligible Participants and shall contain a contzactual antidis- crimination provision satisfactory to the Issuer,. (b) The Clerk shall cause the foregoing resolution to be published together with the public notice required by the re�olution contained in paragraph 1 and in such a manner that ail pr�viously defined terms are definec in the context of the public netice, taken as a whole. 3. The Cierk is hereby authorized ti�o establish t:1e ti�e and place fcr a public hearing regarding thE Projects and to puolish notice therefor. The same official w!�o would presi�ie over a meeting of this body, or an individual z�poointed by such official shall preside over the public hearing. The public hearing shall proceed under such rules of procedure as t:�e presiding official shall in his discretion deterir�ine. 4. These Resolu�ions shall be effective immediately uFon their passage and approval. Unless"the �onds shall have beez issued prior thereto, the authorities a:�r3 authorizations given by these Resolutions shall expire on the second anniversary dst� of the date of adoption of these Resolutions or on such later date as this body may specify by resolutic>n adopted either before or after such date. * * * * * * * The foregoing resolutions of the City G;ouncil of the City of 0=hkosh, Wisconsin, were adopted and recorded on August 2, 1984. -5- - 22 - Deputy May�r er � _�, F'� �� ch .-_iS pq � � � _ � c� �—\ ct h� � N � N y � � � ra r � N'� � � �• � � Z1 �3 H O Ci7 7� ty .. ad `C O m �d �y rn N O � m �3 cl . �. � W 7J w � � F'• � U� C m • F'� �3 � M on ro o w �s ct Yv' H w w r �� r• �n �r � m rna � m � �• Hw �� • r• � � � oa � (D N � F� N