HomeMy WebLinkAbout30064 / 79-11P.pri'_ 1�, 1979 � 11 I?1S�LC�IGN
A RESOLL�.i'ION autharizing th� isai� of $1�OOO,C00 Indus�rial �eveloL�.nt
Re�;ezu:=_ Por_ds (W_iscorLSin Incius`sial. Shi, pir.g Su, plies) of the City of O,,nkosh,
K�_sronsin, and en�er_ing into c�tain cocFn�ts and �grc�tx�ib; rc7�t��ve te ss.id
kr�nds and the indust.rial project to be �ans*sued and ecr.iip�rl frcxn the proceecls
of �.�zid bor�c.'s.
�iJBh+?^tTF.D BY
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A RESOLUTION authorizing the issue of $1,000,000
Industrial Development Revenue Bonds {Wisconsin
Industrial Shipping Supplies) of the City of
Oshkosh, Wisconsin, and entering into certain
covenants and agreements relative to said bonds
and the industrial project to be construed and
equipped from the proceeds of said bonds.
WHEREAS, the City of Oshkosh is a municipal
corporation duly organized and existing under the laws of
the State of Wisconsin and is authorized by the provisions
of Section 66.521, Wisconsin Statutes, to acquire, construct,
equip, improve, maintain, repair, enlarge, and remodel
industrial projects and to enter into Revenue Agreements in
connection with such projects in order to promote the right
to gainful employment, bvsiness opportunities and ge�eral
welfare of the inhabitants of the City of Oshkosh and t6e
State of Wisconsin, and to presetve and enhance the tax
base; and
WHEREAS, said municipality is authorized by said
Section 66.521 to issue its cevenue bonds to finance the
costs of an industrial project, as defined in said Section
66.521, such bonds to be payable so�ely from the cevenues
derived Erom a Revenue Agreement relating to such project;
and
WHEREAS, Wisconsin Industrial Shipping Supplies,
Inc., a corporation duly organized and existing undet the
Laws of the State of Wisconsin,desires to construct and
equip a new industrial project as defined in Section 66.521
(2)(b) in the City oE Osh[cosh which is to be used for the
manufacture of polyester film and related products; and
6dHEREAS, in anticipation of the issuance of
industrial development revenue bonds by the municipality,
the municipality has entered into negotiations with such
corporation for the location of such Facilities in the
municipality; and
WIIEREAS, in order to avoid the delays attendant
on the issuance of the bonds and to afford increased employ-
ment within the municipality and the State of Wisconsin on
the earliest possible date, the parties have agreed that
said corporation would proceed with such project and that
the municipality would fund such pcoject prior to the
completion thereof; and
WHEREAS, it is now necessary to issue such bonds
in the amount of $1,000,000;
NOW, THEREFORE, Be It Resolved by the Common
Council of the City of Oshkosh, Winnebago County, Wisconsin
as follows:
Section 1. The following terms shall have the
following meanings in this resolution unless Che text
expressly or by necessary implication req�ires otherwise:
(a) the "municipality" sha11 mean the City of
Oshkosh, Winnebago County, Wisconsin;
(b) the "bonds" shall mean $1,000,000 Industrial
Development Revenue Bonds (Wisconsin Industrial Shipping
Supplies) of the municipality dated Apri1 30, 1979, and
authorized to be issued by this resolution;
(c) the "Revenue Agreement" shall mean that
certain agreement dated as of April 30, 1979, between
the municipality and Wisconsin Industrial Shipping
Supplies, Inc., a Wisconsin corporation (herein referred
'.i4Z
to as the "Company"), as authorized by Section 11 of
this resoLution;
(d) the "Project" sha11 mean the Land, building
and equipment constituting a new industrial facility to
be owned and operated by the Company for the manufacture
of polyester film and related products and described in
the Revenue Agreement and acquiced from the proceeds of
the bonds;
(e) the "Indenture" sha11 mean the Indenture by
and between the municipality, the Company, and the
First National Bank of Neenah, Neenah, Wisconsin, as
Trustee, dated as of Apri1 30, 1979, as authorized
by Section 11 of this resolution; and
(f) the "Trustee" sha11 mean the First National
Bank of Neenah, Neenah, Wisconsin, as Trustee under the
Indenture, ot its successor in trust.
Section 2. This Common Council does hereby find
and determine as follows:
(a) that the Company is a revenue producing
enterprise;
(b) that the Project is suitable for the use of
the Company and qualifies for industrial development
revenue bonds under Section 66.521;
(c) that the estimated cost of the Project,
including a11 costs in connection therewith permitted
to be financed with the bonds under Section 66.521, is
not less than $1,000,000;
(d) that the payments to be made by the Company
under the Revenue Agreement are sufficient to pay the
principal of and interest on the bonds;
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(e) that notice of the adoption of an initial
resolution relating to the issuance of the bonds has
been published and a copy thereof has been provided to
the Secretary oE Business Development of the State of
Wisconsin as required by Sectio❑ 66.521.
Section 3. For the purpose of providing funds
with cahich to pay the cost of constructing and acquirin� the
Project consisting of the industrial building site described
in the Indenture and the faciLities and improvements situated
on such site, and the equipme�t to be Located therein, and
all legal, engineering, fiscal and incidental expenses, so
as to promote the right to gainful employment, business
opportunities and general welfare of the inhabitants of the
municipality and the State of Wisconsin, and to preserve the
tax base, there is hereby authorized to be issued the
negotiabLe bonds of the municipality in the total principal
sum of $1,000,000 which bonds shall be designated "Industrial
Development Revenue Bonds (Wisconsin Industrial Shipping
Supplies)", sha11 be dated Apri1 30, 1979, deuominations
$50,000, $60,000, $70,000 and $80,000, and shall be payable
as to principal and interest in lawful money of the United
States of America at the office of the Trustee.
The bonds sha11 bear interest (computed on the
basis of a 360-day year/30-day month) on the principal
thereoF from time to time outstanding and until the principal
shall be paid in fu11 at the rate of 7.25% per annum to
7.75% per annum as set forth beLow. Interest sha11 be
payable semi-annually on October 31 and Apri1 30 of each
year commencing October 31, 1979. Principal, interest and
maturities of the bonds sha11 be payable as follows:
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Bond No
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
Due Date
Apri1 30,
Apri1 30,
Apri1 30,
April 30,
Apri1 30,
April 30,
April 30,
April 30,
Apri1 30,
April 30,
April 30,
Apri1 30,
Apri1 30,
Apri1 30,
April 30,
1980
1981
1982
1983
1984
1985
1986
1987
1988
1989
1990
1991
1992
1993
1994
Amount
$50,000.00
50,000.00
50,000.00
60,000.00
60,000.00
60,000.00
70,000.00
70,000.00
70,000.00
70,000.00
70,000.00
80,000.00
80,000.00
80,000.00
80,000.00
The bonds are subject to redemption prior to
Rate
7.25%
7.25%
7.25%
7.25%
7.25%
7.50%
7.50%
7.50%
7. 50%
7.50%
7.75%
7.75%
7.75%
7.75%
7.75%
maturity at the option of the municipality as a cahole or i❑
part in inverse numerical order on any interest payment date
at the principal amount thereof, plus accrued interest and
without premium or penalty.
In case of the occurrence of an Event of Default
as specified in the Indenture, the principal of all of the
bonds may be declared or may become due and payable i❑ the
manner and with the effect provided in the Indenture.
Section 4. The bonds sha11 be payable solely
from the funds received under the Revenue Agreement, a11 as
more specifically provided hereio, in the Revenue Agreement
and in the Indenture.
The bonds sha11 never constitute an indebtedness
of the municipality within the meaning of any state consti-
tutional provision or statutory limitation, and shall not
constitute or give rise to a pecuoiary liability of the
municipaLity or a charge against its general credit or
taxing powers.
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Section 5. Each of the bonds sha11 be signed by
the City Manager of the municipality, sha11 be attested by
the Ci[y C1erk, shall have t�e corporate seal of the munici-
pality impressed thereon, and shall be authenticated by the
endorsement of the Trustee under the Indenture.
The bonds shall be fu11y negotiable but sha11
be registerable as to principal in accordance with the
provisions provided in the form of bond hereinafter provided.
Section 6. The bonds sha11 be in substantially
the following form:
Numbet
(Form of Bond)
UNITED STATES OF AMERICA
STATE OF WISCONSIN
City of Oshkosh, Wisconsin
INDUSTRIAL DEVELOPMENT REVENUE BONDS
(Wisconsin Industrial 5hipping Supplies)
$
KNOW ALL MEN BY THESE PRESENTS: ThaC the City of
Oshkosh, Winnebago County, Wisconsin {sometimes hereinafter
referred to as the "municipality"), a lawfully organized and
existing municipal corpora�ion in the State of Wisco�sin,
for value received, hereby promises to pay to bearer, or to
the registered holder if this bond sha11 then be registered
as to principal, solely from the special fund hereinafter
specified, the principal sum of
�$ ) on Apri1 30, 19 , with interest
(computed on the basis of a 360-day year/30-day month) at the
rate oF percent ( %)
per annum Erom the date hereof until the principal amount sha11
�
have been fu11y paid, such interest being payable October 31,
1979 a�d semi-annually thereafter on April 30 and October 31
of each year. Both principal and interest hereon are
payable in lawful money of the United States of America at
The First National Bank of Neenah, Neenah, Wisconsin,
as Trustee, or at the office of its successor in trust.
THIS BOND SHALL NEVER CONSTITUTE AN INDEBTEDNESS
OF THE PIUNICIPALITY WITHIN THE MEANING OF ANY STATE CONSTI-
TUTIONAL PROVISION OF. STATUTORY LIMITATION AND SHALL NOT
CONSTITUTE OR GIVE RISE TO A PECUNIARY LIABILITY OF THE
MUNICIPALITY OR A CHARGE AGAINST ITS GENERAL CREDIT OR
TAXING POWERS.
Bonds of the issue of which this bond is one are
subject to redemption prior to maturity at the option of the
municipality as a whole or in part in inverse numerical
order on any interest payment date at the principal amount
thereof, plus accrued interest and without premium or
penalty.
This bond is one of a total authorized issue
aggregating $1,000,000 of like date issued to provide
funds with which to pay the cost of financing by the munici-
pality of an industrial building site and buildings and
other facilities and improvements situated thereon and
equipment located therein (the "Project") to be used for
manufacturing purposes by Wisconsin Industrial Shipping
Supplies, Inc. so as to promote the right to gainful employ-
ment, business opportunities and general welfare, and to
preserve and enhance the tax base, a11 as more fu11y provided
in the resolution adopted on Apri1 19, 1979, by the Co�mon
Council of the municipality authorizing the issuance of said
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bonds, and in fu11 compliance with the constitution and
statutes of the State of Wisconsin, incLuding among others,
Section 66.521, Wisconsin Statutes, and pursuant to a
Revenue Agreement between the municipality and Wisconsin
Industrial Shipping Supplies Inc., dated as of Apri1 30,
1979, and an Indenture by and betwee❑ the municipality,
iJisconsin Industrial Shipping Supplies, Inc., and The
First National Bank of Neenah, Neenah, Wisconsin, as Trustee,
dated as of Apri1 30, 1979. Reference to said resolution,
Revenue Agreement and Indenture is hereby made for a descrip-
tion of the funds charged with and pledged to the payment of
interest on and principal of the bonds, the nature and
extent of the security thereof, and a statement of the
rights, duties, and obligations of the m�nicipality,
Wisconsin Industrial Shipping Supplies Inc., and the Trustee,
and the rights and remedies of the holders of the bonds. By
the acceptance of this bond, the holder hereof shall be
conclusively deemed to assent to all of the provisions
of said resolution, Revenue Agreement, and Indenture.
This bond is a limited obligation of the munici-
pality and both principal and interest of this bond are
payable only from and secured by a pledge of a portion of
the income and revenues to be derived from the Revenue
Agreement, which amount sha11 be sufficient to pay the
principal of and interest on this bond as and when the same
become due and payable and which shall be set aside as a
special fund pledged for that purpose and identified as
"Wisconsin Industrial Shipping Supplies Industrial Develop-
ment Revenue Bond Fund." The municipality covenants that it
wi11 collect revenues under the Revenue Agreement, and wi11
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account for such revenues so that the same wi11 always be
sufficient to pay when due this bond and interest thereon
cahich by its terms are payable from said special fund.
In case of the occurrence of an Event of Default,
as speciEied in the Indenture, the principal of this bond
may be declared or may become due and payable in the mannec
and with the efFect provided i❑ said Indenture.
The bond shall not be valid or become obligatory
for any purpose until the certificate hereon endorsed sha11
have been signed by The First National Bank of Neenah,
Neenah, tidisconsin, as Trustee, or its successors in trust,
under the Indenture.
This bond is fully negotiable but may be registered
as to principal in accordance with the provisions endorsed
at the foot hereof.
It is hereby certified, recited, and declared that
a11 acts, conditions, and things required to be done, exist
and be performed precedent to and in the issuance of this
bond in order to make it a legal, valid and binding obliga-
tion of the municipality have been done, exist, and have
been performed in regular and due time, form, and manner as
required by law, that this bond does not exceed any consti-
tutional or statutory limitation, and that a sufficient
amount of the income and revenues to be derived under the
Revenue Agreement has been pLedged to and will be set aside
into the special fund by the municipality for the prompt
payment oE principal of and interest on this bond and the
total authorized issue of which it is a part.
IN WITNESS WHEREOF, the municipality, Uy its
Common Council, has caused this bond to be signed by its
.'Q.
City Manager and attested by its City Clerk and the corporate
seal o£ the municipality to be impressed hereon, all as of
this 30th day of Apri1, 1979.
ATTEST;
, ci�y uier
[CORPORATE SEAL]
City of Oshkosh, Winnebago County,
Wisconsin
, �ity Manager
(Form of Trustee's Certificate)
This bond is the bo�d described in the within-
mentioned Indenture.
The First National Bank oE Neenah,
Neenah, Wisconsin, Trustee
By
(Form of Registration Endorsement)
This bond may be registered as to peincipal on
books kept by the within-mentioned Trustee, as Bond Registrar,
upon presentation hereof to such Bond Registrar who shall
make notation of such registration on such books and in the
registration blank below, and this bond may thereafter be
tra�sferred only upon a written assignment of the registered
holder or his attorney �hereunto duly authorized, duly
acknowledged, or proved, such transfer to be made on such
books and endorsement hereon by the Bond P.egistrar. If so
registered, this bond may thereafter be transferred to
bearer and thereby transferability by deLivery shall be
restored, but this bond sha11 again be subject to successive
registrations and transfers as beEore.
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Date of Name of Address of Signature o£
Re�istration Registered Holder Registered Holder Bond ReQistrar
.. �: ..
Section 7. A11 income and revenue under the
Revenue Agreement, incLuding the proceeds o£ any insurance
policy in the event of the damage or destruction of the
Project, the net proceeds oE any award in the event of the
condemnation of the Project by a competent authority, and
the proceeds of the sale of the Project or any portion
thereof in the event of such a sale, sha11 be deposited with
the Trustee and shall be disbursed solely in the manner
provided in the Indenture.
Section 8. It is provided in the Revenue Agreement
that the Company wi11 keep, or cause to be kept, the
Project in good repair at its own cost and that all taxes in
connection therewith and other charges wi11 be assumed and
paid, or cause to be paid, by the Company undet the terms of
the Revenue Agreement; and it is further provided in the
Revenue Agreement that the Company wi11 at a11 times maintain,
or cause to be maintained, insurance on the Project in the
amount therein provided at its own expense, such insurance
to protect the interests of the municipality, and the
proceeds of any recovery thereunder to be used and disposed
of in the mannec provided in the Revenue Agreement and
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Indenture. All such expenses of maintena�ce, repair,
replacement, insurance, and taxes shall be paid solely and
exclusively from the revenues of the Project and sha11 never
6e considered an indebtedness of the municipality or a
charge against its taxing powers. The enumerated obligations
oE the Company are deemed to adequately protect the interests
of [he muaicipality, and the Company sha11 not therefore be
required to build up or maintain reserves for depreciation
of the Project.
Section 9. The municipality hereby covenants
and agrees with the holders of the bonds that it will
fai�hfully and punctually perform a11 duties (or cause a11
such duties to be performed) with reference to the Project
as are required by the constitution and laws of the State of
Wisconsin, the Revenue Agreement, and the Indenture, includ-
ing the application of the revenues and income from the
Project in accordance with the provisions of this resolution,
the Revenue Agreement, and rhe Indenture.
Section 10. So long as any of the bonds are
outstanding, unless there shall be deposited with the
Trustee funds which, together with funds on deposit with the
Trustee and available for that purpose, wi11 be sufficient
to ca11 and retire on the first day of the next succeeding
redemption date a1I of the bonds then outstanding and to pay
interest accrued and to accrue to such redemption date, the
municipality covenants that it wi11 not issue any additional
bonds or incur any other obligations payable from the income
and revenues of the Project unless such bonds shall be
junior and subordinate in all respects to the bonds herein
authorized.
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Section 11. SubjecC to such form as bond counsel
for this issue of bonds and counsel to the municipality
shall approve, the following documents are hereby approved
and are authorized to be executed on behalf of the munici-
pality:
(a) Revenue Agreement between the municipal-
ity and the Company;
(b) Indenture between the municipality, the
Company and the Trustee.
Section 12. Any holder of the bonds or the
Trustee may, either at law or i❑ equity, by suit, action,
mandamus, or other proceedings, in any court of competent
jurisdiction, enforce and compel performance o£ a11 duties
imposed upon the municipality by the provisions of this
resolution, the Revenue Agreement, and the Indenture,
including the making a�d collection of sufficient payments,
and the segregation of the income and revenues of the
Project and the proper application thereof.
If any default be made in the payment of principal
of, or interest on, any of the bonds or in the performance
oE any agreement contained in this resolution, the Revenue
Agreement or the Indenture, then upon the filing of suit by
the holders of the bonds or by said Trustee, any court
having jurisdictio❑ of the actio❑ may appoint a receivec to
administer the Project.
Section 13. The City hlanager and City C1erk
are hereby authorized and directed to negotiate the sale of
the bonds with such purchaser or purchasers as such officials
may deem advisable, at a price of not less than par and
accrued interest to the date of delivery and at a rate or
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rates of interest of not to exceed seven and three-quarters
percent (7-3/4%) per annum. The proceeds of the sale of the
bonds shall be deposited with the Trustee and applied in the
manner and for the purpose set out in the Indenture.
Section 14. If any section, paragraph or provision
of this resolution sha11 be held to be invalid or uneriforce-
abLe for any reason, the invalidity or unen£orceability of
such section, paragraph or provision shall not affect any of
the remaining provisions of this resolution.
Section 15. This resolution sha11 be effective
upon its passage and approval.
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