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September 17, 1981
PURPOSE:
INITIATED BY
# 12 RESOLUTION
RESOLUTION AUTHOR�2ING INDUSTRIAL DEVEIOPMENT
BONDS - BEMIS COMPANY, INC. PROJECT
BEMIS COMPANY, INC.
BE IT RESOLVED by the Comm�n Counc�l of the City of Oshkosh that the attached
Resolution Authorizing $1,�70�,000 Gity o,= Oshkosh, Wisconsin, Industrial
Development Revenue Bonds for the Bemis Company, Inc. Project is hereby
approved.
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RESOLUTION AUTIiORIZING
$1,000,000 CITY OF OSFiKOSH, WISCONSIN
INDUSTRIAL DEVELOPMENT REVENUE BONDS
(BEMIS COMP9NY, INC. PROJECT)
Background of Resolution
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Tha City adopted a resolution on Februarq 5, 1981 expressing its iatent
to issue its industrial development revenue bonds pursuant to Section 66.521,
lJisconsin Statutas�-as amended (the "Act"), ia an amount not to exceed
$1,000,000 for tha purpose of financing acquisition of land in the City and
construction and equipping of aa industrial facility thereon (the "Project")
bq Bemis Company, Inc. (tha Company ). In relianca on that resolution, the
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Company has begun the Project and has negotiated with The First National Bank
of Neenah (the "Purchaser'�) for purchase of tha Bonds. Tha Company has sub-
mitted to this Council forms of:
(a) Loan Agreement between the City and tha Company under which the
City would loan the proceeds of the Bonds to the Company to finance tha
Project and related costs (the "Loan Agreement");
(b) 'The Company's Note containi.ng its promise to repay the loan
with interest (the "Nota");
(c) 'frust Indenture between the City and The First National Bank of
Neenah, as Trustee (the "Indenture") under which tha Bonds would be
issued and the City's interest in the L'oan Agreement and the Note would
be assigned to the Trustee for the benefit of the holders of the Bonds;
and
(d) Bond Purchase Agreement among the City, the Company and the
Purchaser (the "Bond Purchase Agreement").
RESOLVED THAT:
1. Definitions. The terms "Bonds", "Bondholder", "Project Costs",
"pxoject Fund" and "Txustea" shall have tha same meanings stated in the In-
deature.
2. Findings. This Council finds that:
(a) the estimated Project Costs exceed $1,000,000;
(b) the useful li£e of the Project exceeds thirteen yea=s;
(c) payments to be made pursuant to the Nota and the Loan Agreement
will be suf£icient to pay the pri.ncipal of, premium, if any, and interest
on the Bonds when due;
(d) no reserve fund need be established in connection with the
retirement of the Bonds or maintenance of the Project; and
e
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(e) the Loan Agreement requires the Company to provide for the
maintenance of the Project and for all proper insurance with respect to
the Project. The City has no obligation with respect to maintenance,
repair or insurance.
3. Issue of Bonds. The City shall issue the Bonds in the amount of One
Million Dollars ($1,000,000) for the purpose of financing the Project and
related costs. The Bonds shall be sold to the Purchaser pursuant to the Bond
Purchase Agreement. The Bonds shall be issued pursuant to the Act, shall be
designated, dated, in the form, and have the maturities, bear interest and
have the other details provided in the Indenture.
The Bonds shall be executed on behalf of the City by the City Manager and
City Clerk or their deputies in their absence, may be executed with the fac-
simile signatures of those officials, provided that each Bond shall be manually
executed by at least one official, and shali be impressed or imprinted with
the corporate seal of the City.
The Bonds shall not ba a general obligation or indebtedness of the City
within the meaning of any state constitutional provision or statutory limita-
tion and shall not constitute or give rise to a pecuniary liability of the
City or a charge against its general credit or taxing powers, but shall be
payable solely from the payments and other revenues that may be available
therefor from the Loan Agreement and the Note or in the event of default
thereon as otherwise provided herein or in the Indenture and permitted by law,
and in no event shall the Bonds or the interest thereon or any other costs or
expenses in connection with the Bonds or the Project ever be payable from any
funds of the City other than the payments and other revenues to be received by
the City under the Loan Agreement and the Note. The payments by the Company,
pursuant to the Loan Agreement and the Note, shall be made directly to the
Trustee for the account of the City.
4. ADproval and Execution of Documents. Subject to changes that
Quarles & Brady as Bond Counsel ("Bond Counsel") and the City Attorney may
approve, the Indenture, Loan Agreement, Yote and Bond Purchase Agreement, in
substantially the forms presented to this meeting, are approved. The City
Manager and City Cierk or their deputies are authorized on behalf of the City
to execute, acknowledge, seal and deliver the Indenture, Loan Agreement and
Bond Purchase Agreement, with such changes as may be approved by the signing
officials, which approval shall be conclusively proved by their execution of
the documents. The City Manager and City Clerk and their deputies and other
officials of the City are authorized to prepare or to have prepared and to
execute, file and deliver, all documents (including amendments of the Inden-
ture and Loan Agreement not requiring the consent of the Bondholders pursuant
to Sections 901 and 1001 of the Indenture) as may be required by this Reso-
lution or deemed necessary by those officials or by Bond Counsel in connection
with the transactions contemplated by this Resolution.
5. Funds; Investment Directions. The Trustee shall establish the
Project Fund described in Section 302 of the Indenture to pay Project Costs
and other amounts authorized in the Indenture.
Moneys in the Project Fund shall be invested and reinvested in accordance
with Section 403 of the Indenture.
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