Loading...
RE 11-13-84 RESOLUTION NO. /l/:ig.t/ A RESOLUTION APPROVING ISSUANCE BY COPPELL INDUSTRIAL DEVELOPMENT CORPORATION OF AN ISSUE OF COPPELL INDUSTRIAL DEVELOPMENT CORPORATION FLOATING RATE MONTHL Y DEMAND INDUSTRIAL DEVELOPMENT REVENUE BONDS (MINYARD PROPERTIES, INC. PROJECT) SERIES 1984; APPROVING THE RESOLUTION OF THE ISSUER AUTHORIZING THE BONDS, THE ISSUANCE OF THE BONDS AUTHORIZED THEREBY AND THE PLAN OF FINANCING APPROVED THEREBY AND THE BOND DOCUMENTS; AND APPROVING THE PROJECT TO BE FINANCED WITH THE BONDS WHEREAS, the City of Coppell (the "Unit") has approved and authorized the creation of Coppell Industrial Development Corporation (the "Issuer") as a Texas nonprofit corporation, pursuant to the Development Corporation Act of 1979, as amended, Article 5190.6, Vernon's Annotated Texas Civil Statutes (the "Act"), to act on behalf of the Unit to promote and develop manufacturing and commercial enterprises to promote and encourage employment and the public welfare; and WHEREAS, the Issuer is authorized by the Act to issue its revenue bonds on behalf of the Unit for the purpose of paying all or part of the costs of a "project", as defined in the Act, and to loan the proceeds thereof to finance all of part of the costs thereof; and WHEREAS, the Issuer, by resolution (the "Bond Resolution") adopted October 29, 1984, has authorized the issuance and sale of its Industrial Development Revenue Bonds (Minyard Properties, Inc. Project) Series 1984 (the "Bonds"), in an aggregate principal amount not to exceed $3,600,000, and by the. Bond Resolution has also authorized a Loan Agreement with Minyard Properties, Inc. (the "Company") wherein the Issuer agrees to issue and sell the Bonds to provide funds to finance a certain commercial project of the Company (the "Project") located within the Unit and certain other agreements of the Issuer in connection therewith (collectively, the Loan Agreement and such other agreements shall be referred to as the "Bond Documents"); and WHEREAS, the Act requires that the governing body of the Unit approve, by written resolution, any agreement to issue bonds approved by the Issuer; and WHEREAS, the Texas Economic Development Commission's Rules for Issuing Industrial Revenue Bonds (the "Commission Rules") require, with respect to commercial projects in "eligible blighted areas," the city that established the eligible blighted area to approve projects located therein after posting notice and holding a public hearing thereon; and WHEREAS, the Project is located within an eligible blighted area established by the Unit; and WHEREAS, this City Council, after posting notice in accordance with law and before the adoption of this Resolution, conducted a public hearing relative to its approval of the Project pursuant to and in accordance with the Commission Rules; and 0368Y T. WHEREAS, this City Cowlcil intends, by adoption of this Resolution, to approve the Project; and WHEREAS, Section 103(k) of the Internal Revenue Code of 1954, as amended, requires the Unit's approval of the issuance of the Bonds and authorizes its approval of a plan of financing additional facilities related to the Project after a public hearing following reasonable public notice; and WHEREAS, this City Council, pursuant to Section lO:3(k) of the Code, after giving reasonable public notice, in substantially the form and substance appearing in Exhibit A hereto, by having the notice published at least one time in a newspaper of general circulation in the City of Coppell, as shown on the affidavit of pubLication attached hereto as Exhibit B, and before the adoption of this Resolution, conducted a public hearing on the issuance of the Bonds, the facilities to be financed with the Bonds and the plan of financing approved hereby; and WHEREAS, this City Council has reviewed the Bond Resolution and, by adoption of this Resolution, intends to approve the Bond Resolution, the issuance of the Bonds, the plan of financing approved by the Bond Resolution and the Bond Documents and to make the findings required by the Act to approve the Project; NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL or THE CITY OF COPPELL, TEXAS: Section 1. The Unit, acting through this City Council, hereby approves: (a) the Project; (b) the Bond Resolution; (c) the issuance of the Bonds in the amount and for the purposes referred to in the preambles hereof and as described in the Bond Documents; (d) the Bond Documents, copies of which are on file among the records of this meeting; and (e) as a "plan of financing," within the meaning and for the purposes of Section lO:3(k) of the Code, the financing of the acquisition, construction and equipping of improvements, renovations and expansions of the Project, including any additional related facilities (including land). Section 2. The City, acting through this City Council, hereby finds, determines and declares, but solely for its own purposes in performing its duties under the Act and the Commission Rules that: (a) the Project is located in an eligible blighted area designated by the U nit and will contribute significantly to the fulfillment of the redevelopment objectives of the Unit for such eligible blighted area; (b) the Project conforms to the resolution adopted by the City Council of the Unit, pursuant to the Act and the Commission Rules, designating the eligible blighted area in which the Project is located; and 0368Y -2- T (c) the Project is in ftU'theranee of the public purposes of the Act. Section 3. This Resolution shall take effect immediately from and after its adoption. PASSED AND APPROVED this November l3, 1984. /;} ATTEST: u [SEAL] 0368Y -3- T EXHIBIT A Form of Published Public Hearing' Notice PUBLIC HEARING NOTICE The City Council of the City of Coppell will hold a public hearing at 7::30 p.m. on November 13, 1984, at the Coppell School Adminstration Building at the corner of Wrangler and Cowboy Drive in Coppell, Texas, on the proposed issuance by Coppell Industrial Development Corporation of one or more series of revenue bonds (the "Bonds") to finance or refinance the cost of a commercial facility or facilities, consisting of a supermarket of approximately 42,000 square feet and related faC'ilities (the "Project"). The ma.ximum aggregate face amowlt of the Bonds is anticipated to be 5:3,600,000. The Project will be located at the southeast corner of Denton Tap and S311dy Lake Road, Coppell, Texas, 3l1d will be o\.\'Tled initially by Minyard Properties, Inc.. All interested persons are invited to attend and express any com Illents they have regarding the proposed issuance of the Bonds, the Project to be financed thereby and the plan of financing relating- to the Project. 0368Y r EXHIBIT B Affidavit of Publication of Hearing' Notice [attach affidavit here] 0368Y r MINUTES AND CERTIFICATION ST A TE OF TEXAS ~ ~ COUNTY OF T ARRANT ~ The Board of Directors of Coppell Industrial Development Corporation convened in public meeting on the date and at the hour and place specified in the notice thereof, such notice having been posted as prescribed by Article 6252-17, V.A.T.C.S., in substantially the form as the Form of Posted Notice attached to these Minutes as Exhibit A, a copy of which notice as posted is attached to these Minutes as Exhibit B, and the roll of the duly constituted officers and members of the Board of Directors was called, which officers and members are as follows, to-wit: Tim Loudermilk, President Jay Turner, Vice President Barbara Austin, Treasurer Mark Wolfe, Secretary Travis Barton, Jr., Asst. Secretary Louis Ferguson, Boardmember and all of such persons were present, except the following absentees: None, thus constituting a quorum. Whereupon, among other business, the following was transacted, to-wit: a written Resolution bearing the following caption was introduced: A Resolution providing for the financing by Coppelllndustrial Development Corporation of the Minyard Properties, Inc. Project under the Development Corporation Act of 1979; authorizing and providing for the issuance of the Bonds herein described; authorizing the execution, delivery and acceptance of certain agreements and documents in connection therewith; confirming the sale of such Bonds; approving a plan of financing; and resolving related matters The Resolution, a full, true and correct copy of which is attached hereto, was read and reviewed by the Board of Directors. Thereupon, the Presiding Officer instructed the Board of Directors that, if any member has a substantial legal or equitable ownership interest in, or has received a substantial amount of money from, Minyard Properties, Inc., RepublicBank Dallas, National Association or any other business entity that would receive an economic benefit as a result of the Board of Directors' vote on the Resolution, or if any member knows of any of his or her relatives, by blood or marriage, who have a substantial ownership interest in, or who have received a substantial amount of money from, such business entities, that member must (1) abstain from participating in the discussion and in the -vote on the Resolution, and (2) before such vote is taken, file an affidavit with the Secretary stating the nature of such ownership interest or such receipt of money. A copy of each such affidavit that was so filed is attached to these Minutes as an exhibit. The following members of the Board of Directors abstained pursuant to the foregoing instruction: None. 0368Y T Upon motion duly made and seconded, the Resolution was finally passed and adopted by the following vote: A YES: 6 NOES: 0 The Presiding Officer then declared the Resolution passed and signed and approved the same in the presence of the Board of Directors. MINUTES APPROVED AND CERTIFIED TO BE TRUE AND CORRECT and to reflect accurately the duly constituted officers and members of the Board of Directors of Coppell Industrial Development Corporation, and the attached and following copy of such Resolution is hereby certified to be a true and correct copy of an official copy thereof on file among the official records of Coppell Industrial Development Corporation, all on this October 29, 1984. ~/ ~ ~ ~~ ~ /~~~ Authorized OffiCi r Title: President ATTEST: '~~.( .(-</71 Authorized Officer Title: Secretary [SEAL] 0368Y -2- T EXHIBIT A Form of Posted Notice NOTICE OF MEETING OF COPPELL INDUSTRIAL DEVELOPMENT CORPORATION Coppell Industrial Development Corporation (the "Issuer") will hold a public meeting at p.m. on , 1984, at the First Security Bank conference room, 1000 South Belt Line in Coppell, Texas. \ , The agenda will include the consideration of a resolution providing for the financing by the Issuer of a commercial facility or facilities for Minyard Properties, Inc. (the "Project") to be located within the City of Coppell, Texas, through the issuance of one or more series of the Issuer's revenue bonds in an aggl'egate principal amount not to exceed 53,600,000 (the "Bonds"); authorizing' and providing' for the issuance and confirming the sale of the Bonds; approving' any plan of financing related to the Project; and resolving related matters. POSTED this _ day of , 1984, at .m. at in accordance with Article 6252-17, Vernon's AIUlotated Texas Civil Statutes, as amended. [si~ature] [President or Secretary], Coppell Industrial Development Corporation 0368Y T EXHIBIT B Copy of Posted Not ice [attach copy of notice as posted here] 0368Y r'_. T NOTICE OF MEETING OF COPPELL INDUSTRIAL DEVELOPMENT CORPORATION Coppell Industrial Development Corporation (the "Issuer") will hold a public meeting at 7:30 p.m. on Monday. October 29. 1984 at the First Security Bank conference room, 1000 South Beltline Road in Coppell, Texas. The agenda will include the consideration of a resolution providing for the financing by the Issuer of a commercial facility or facilities for Minyard Properties, Inc. (the "Projectll) to be located within the City of Coppell, Texas. through the issuance of one or more series of the Issuer's revenue bonds in an aggregate principal amount not to exceed $3,600,000 (the "Bonds"); authorizing and providing for the issuance and confirming the sale of the Bonds; approving any plan of financing related to the Project; and resolving related matters. Posted this 25th day of October, 1984 at 2:00 p.m. at Coppell City Hall in accordance with Article 6252-17, Vernon's Annotated Texas Civil. Statutes, as amended. 17L--/ r A RESOLUTION PROVIDING FOR THE FINANCING BY COPPELL INDUSTRIAL DEVELOPMENT CORPORATION OF THE MINYARD PROPERTIES, INC. PROJECT UNDER THE DEVELOPMENT CORPORA TION ACT OF 1979; AUTHORIZING AND PROVIDING FOR THE ISSUANCE OF THE BONDS HEREIN DESCRIBED; AUTHORIZING THE EXECUTION, DELIVERY AND ACCEPTANCE OF CERTAIN AGREEMENTS AND DOCUMENTS IN CONNECTION THEREWITH; CONFIRMING THE SALE OF SUCH BONDS; APPROVING A PLAN OF FINANCING; AND RESOLVING RELATED MATTERS WHEREAS, pursuant to the Development Corporation Act of 1979, as amended, Article 5190.6, Vernon's Texas Civil Statutes (the "Act"), this nonprofit corporation (the "Issuer") is authorized to issue its revenue bonds to finance the costs of any "project" as defined in the Act to enable the Issuer to promote industrial and commercial development and 'expansion, employment and the public welfare within the State of Texas (the "State"); and WHEREAS, in view of a certain resolution adopted by the Issuer on February 7, 1984, in which the Issuer took "official action," within the meaning of Section 103(b) of the Internal Revenue Code of 1954, as amended (the "Code"), Minyard Properties, Inc. (the "Company") has been authorized to acquire, construct or improve certain real estate and/or personalty (the "Project") within the City of Coppell, Texas (the "Unit") of a character that will accomplish the purposes of the Act, and the Issuer hereby agrees to issue a series of revenue bonds to finance the Project, all as set forth in the agreements and documents herein approved; and WHEREAS, this Board of Directors deems it appropriate and advisable to authorize the issuance and confirm the sale of such bonds and to authorize the execution and delivery of the appropriate agreements, indenture, contracts and other debt and security documents hereinafter approved; and WHEREAS, Section 103(k) of the Code authorizes the approval of a plan of financing additional facilities related to the Project; NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS OF COPPELL INDUSTRIAL DEVELOPMENT CORPORATION, as follows, to-wit: Section 1. The capitalized terms used in this Resolution shall have the meanings prescribed for such terms in the Financing Documents and Bond Documents as defined in that certain "Loan Agreement" (the "Agreement"), attached hereto and approved hereby, to be executed between the Issuer and the Company. Section 2. This Board, acting on behalf of the Issuer, hereby finds, determines and declares, but solely for its own purposes in performing its duties under the Act and the regulations of the Commission, that: 0368Y T. (a) the Project is in furtherance of the public purposes of the Act, is required or suitable for the promotion of commercial development and expansion or for use by commercial enterprises and will provide and encourage employment in the Unit; (b) the Project will contribute to the economic growth or stability of the Unit by increasing' or stabilizing employment opportunitYt significantly increasing or stabilizing the property tax base and promoting commerce within the Unit and the State; and (c) the material requirements for and prerequisites to final approval of the Company's request to the Issuer to finance the Project through the issuance of the Initial Bonds have been or will be met by the Company and the instruments and documents herein approved are in fo['m and substance satisfactory to this Board. Section :3. The Issuer, acting' by and through this Board, hereby (a) approves and authorizes the execution 3lId delivery of the Bond Documents and the performance of the Issuer's obligations thereWIdert attached hereto and filed herewith as a part of the per'manent records of the Issuer, and all other agl'eementst contracts and other documents required thereby to which the Issuer is a party; and (h) appoints E.F. Hutton & Company Inc. as Remarketing Agent 3l1d KiIUlY Information Systems, Inc. as Indexing' Ag'ent WIder the Indenture. Section 4. The form and content of the Closing Documents required by the Purchase Contract may be in such form and content as the President or any officer authorized by the Issuer Documents to act in place of the President 3lId Bond Counsel may approve. Section 5. The Issuer hereby authorizes and directs Bond Counsel to submit this Bond Resolution and all other necessary and appropriate documents to the governing body of the Unit and the Commission for their respective consideration and approval in accordance with the Act, and upon receipt of such approval, the Issuer: (a) authorizes the issuance of the Initial Bonds, in an aggregate principal amount not to exceed $3,600,000, in accordance with the Indenture and directs the authentication and delivery thereof to or upon the order of the Purchaser(s) and upon satisfaction of the conditions contained in the Indenture; (b) authorizes the President or any officer of the Issuer to execute the written order required by Section 5.01 of the Indenture, directing the payments from the proceeds of the Initial Bonds of the fees, costs and expenses; and (c) directs that the form of the Initial Bonds prescribed in the Indenture be completed in such manner as will cause the Initial Bonds to conform to all provisions thereof. Section 6. (a) The President or Vice President (each as an authorized officer) and the Secretary or Assistant Secretary of the Issuer are hereby empowered to do all things necessary to: (i) act on behalf of the Issuer in executing and delivering the Bond Documents and other agreements approved or authorized hereby; 0368Y -2- T (ii) deliver the Initial Bonds as quickly as may be practicable hereafter; and (iii) perform all obligations of the Issuer in accordance with the Bond Documents where applicable to the Issuer in order to fulfill the purposes thereof and this Bond Resolution. (b) In the performance of this authority and directive either of such officers, with the concurrence of the Company and the Purchaser(s), is authorized, if requested by the Company and the Purchaser(s), to consent to changes or revisions, including changes or revisions in dates, in the provisions the Initial Bonds and in the documents herein authorized and approved, including any required corresponding changes in the text of the redemption provisions for the Initial Bonds prescribed herein; provided that, no such change or revision shall increase the aggregate principal amount of the Initial Bonds, and as to other changes, such officers shall be advised by: (i) Bond Counsel that such changes or revisions do not place any burdens or obligations on the Issuer which are contrary to the Act or any local regulations of the Issuer; and (ii) the Purchaser(s) that such changes do not materially and adversely affect the legal security for the Initial Bonds as herein approved and are accepted and approved by such Purchaser(s). (c) Execution of such documents by either of such authorized officers shall be conclusive evidence of approval thereof in accordance with this Bond Resolution and the authority herein granted. Section 7. The Issuer, acting by and through this Board, hereby approves, as a "plan of financing," within the meaning and for the purposes of Section 103(k) of the Code, the financing of the acquisition, construction and equipping of improvements, renovations and expansions of the Project, including any additional related facilities (including land). Section 8. This Bond Resolution and the approvals and authority herein granted shall be effective immediately. ADOPTED this October 29, 1984. 7~eH~ ATTEST: \_-----j ~ -~t' 0-/ ')/L- Authorized o/'icer [SEAL] 0368Y -3- T MINUTES AND CERTIFICATION STATE OF TEXAS S S COUNTY OF TARRANT s The City Council of the City of Coppell, Texas, convened in Public Meeting on the date and at the place specified in the notice of the public hearing' conducted at such meeting (a copy of which not ice is incorporated in the hereinbelow specified Resolution), such notice having been published in at least one newspaper of general circulation in the City of Coppell, Texas, pursuant to Section 103(k) of the Internal Revenue Code of 1954, as amended, and, in addition, notice of such meeting, giving the date, hour, place and subject thereof, having been posted as prescribed by ArticLe 6252-17, V.A.T .C.S., and the roll of the duly constituted officers and members of the City Cowlcil was called, which officers and members are as follows, to-wit: Andrew Browl1, Mayor BWlllY Thompson, Mayor Pro- Tem Ron Ragland, City Manager Dorothy Timmons, City Secretary Dale Ware ) Lou Duggan ) John Bailey ) Walter Pettijohn ) Councilmembers and all of such persons were present, except the following absentees: ~ , thus constituting a quorum. Whereupon, among other business, the following was transacted, to-wit: a written Resolution bearing the following caption was introduced: A Resolution approving issuance by Coppell Industrial Development Corporation of an issue of Coppell Industrial Development Corporation Floating Rate Monthly Demand Industrial Development Revenue Bonds (Minyard Properties, Inc. Project) Series 1984; approving the Resolution of the Issuer authorizing the Bonds, the issuance of the Bonds authorized thereby and the plan of financing approved thereby and the Bond Documents; and approving the Project to be financed with the Bonds The Resolution, a full, true and correct copy of which is attached hereto was read and reviewed by the City Council. Thereupon, the Presiding Officer declared open the meeting for the purpose of conducting a public hearing relative to consideration of approval by the City Council of the commercial project to be financed with proceeds of the bonds specified in the Resolution and also on the proposed issuance of the bonds, the facilities to be financed thereby and the plan of financing specified in the Resolution. All persons desiring to comment with respect to the commercial project, the issuance of the bonds, the facilities to be financed thereby and the plan of financing were invited to address the City Council. After all persons present desiring to speak had addressed the City Council, upon motion duly made and seconded, the public hearing was declared closed by the following vote: A YES: NOES: 0368Y r Upon motion duly made and seconded, the Resolution was finally passed and adopted by the following vote: AYES: NOES: The Presiding Officer then declared the Resolution passed and signed and approved the same in the presence of the City Council. MINUTES APPROVED AND CERTIfiED TO BE TRUE AND CORRECT and to reflect accurately the duly constituted officers and members of the City Council of such City, and the attached and following copy of such Resolution is hereby certified to be a true and correct copy of an official copy thereot:.-oD file among the official records of the City, all on this November 13, 1984. / "\ ; \ " I J '! - } " j~ (. /L ayor, City of Coppell, Tex ATTEST: -&~ ppell, Texas [SEAL] 0368Y -2- T