HomeMy WebLinkAboutOrdinance-1984-0580ORDINANCE NO. 580
INTRODUCED BY: WEST
AN ORDINANCE AUTHORIZING THE ISSUANCE AND SALE
OF $4,600,000 CITY OF WHEAT RIDGE, COLORADO,
INDUSTRIAL DEVELOPMENT REVENUE BONDS,
SERIES 1984 (LA QUINTA MOTOR INNS, INC. PROTECT)
TO FINANCE A PROJECT; RATIFYING CERTAIN ACTION
HERETOFORE TAKEN; AUTHORIZING THE EXECUTION AND
DELIVERY BY THE CITY OF A LOAN AGREEMENT, TRUST
INDENTURE, GUARANTEE AGREEMENT, SUCH BONDS AND
CLOSING DOCUMENTS IN CONNECTION THEREWITH;
MAKING DETERMINATIONS AS TO THE SUFFICIENCY OF
REVENUES AND AS TO OTHER MATTERS RELATED TO SUCH
PROJECT; AND REPEALING ACTION HERETOFORE TAKEN
IN CONFLICT THEREWITH.
WHEREAS, the City of Wheat Ridge, Colorado (the "City") is
a legally and regularly created, established, organized and existing
municipal corporation under the provisions of Article XX of the
Constitution of the State of Colorado and the Charter of the City;
and
WHEREAS, the Colorado County and Municipality Development
Revenue Bond Act, constituting Article 3, Title 29, Colorado Revised
Statutes, as amended (the "Act"), authorizes municipalities to issue
revenue bonds to defray the cost of acquiring, constructing or
improving any project, as defined in the Act, in order to promote
industry and develop trade or other economic activity by inducing
manufacturing, industrial, commercial, or business enterprises to
locate, remain or expand in the State of Colorado, to mitigate the
serious threat of extensive unemployment in parts of the State of
Colorado, to secure and maintain a balanced and stable economy in all
parts of the State of Colorado or to further the use of its agricul-
tural products or natural resources; and
WHEREAS, the Act authorizes the City (i) to issue revenue
bonds for the purpose of defraying the cost of financing any project
and all incidental expenses incurred in issuing such bonds, (ii) to
secure the payment of the principal of, premium, if any, and interest
on such bonds as provided in the Act, and (iii) to enter into financ-
ing agreements with others for the purpose of providing revenues to
pay such bonds upon such terms and conditions as the City Council of
the City may deem advisable; and
WHEREAS, the City has determined it is advisable and in the
best interests of the City to issue, sell and deliver its City of
Wheat Ridge, Colorado, Industrial Development Revenue Bonds,
Series 1984 (La Quinta Motor Inns, Inc. Project), in the aggregate
principal amount of $4,600,000 (the "Bonds"), to National Bank of
Commerce of San Antonio, a national banking association (the "Bank"),
in order to provide financing to La Quinta Motor Inns, Inc., a Texas
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corporation (the "User"), and to pay certain incidental costs
incurred in connection with the issuance of the Bonds, for tne~ acqui-
sition, construction and equipping of a motor inn (the "Project")
which is to be owned and operated by the User, which Project.-will be
located within the corporate limits of the City and qualifies as a
"project" within the meaning of the Act; and
WHEREAS , the City will finance the cost of the Proj:gct pur-
suant to a Loan Agreement dated as of October 1, 1984 (the
"Agreement") between the City and the User and to issue therefor the
Bonds, to be issued under and secured by an Indenture of Trust dated
as of October 1, 1984 (the "Indenture") between the City and National
Bank of Commerce of San Antonio, a national banking association with
its principal corporate trust office in San Antonio, Texas, as
Trustee (the "Trustee"); and
WHEREAS, the Agreement will provide for payments sufficient
to pay the principal of and interest on the Bonds and to meet other
obligations as herein and therein provided; and
WHEREAS, the User will execute a Mortgage, Security
Agreement, Assignment of Rents and Financing Statement dated as of
October 1, 1984 (the "Mortgage") to the Trustee to secure the payment
of principal of and interest on the Bonds; and
WHEREAS, La Quinta Motor Inns, Inc., a Texas corporation,
as Guarantor (the "Guarantor") will execute a Guarantee Agreement
dated as of October 1, 1984 (the "Guarantee Agreement") to the
Trustee as additional security for the payment of principal of and
interest on the Bonds; and
WHEREAS, on November 21, 1983, the City Council adopted a
resolution whereby the City agreed to authorize the issuance of the
Bonds, it being understood that no costs of issuance were to be borne
by the City and that the Qecessary financing documents were subject
to formal approval by ordinance of the City Council pursuant to the
Act; and
WHEREAS, there have been presented to the City Council
(i) the proposed form of the Agreement, (ii) the proposed form of the
Indenture, (iii) the proposed form of the Mortgage and (iv) the pro-
posed form of the Guarantee Agreement.
NCW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE
CITY OF WHEAT RIDGE, COLORADO:
Section 1. All action (not inconsistent with the provi-
sions of this ordinance) heretofore taken by the City Council and the
officers of the City directed toward the financing of the Project,
including incidental costs incurred in connection with the issuance
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of the Bonds, and the issuance of the Bonds therefor be, and the same
hereby are, ratified, confirmed and approved.
Section 2. The City shall finance the Project by loaning
the proceeds of the Bonds to the User in accordance with the provi-
sions of the Agreement, the Indenture, the Mortgage and the Guarantee
Agreement for the purpose described above.
Section 3. To defray the cost of financing the Project,
including incidental costs incurred in connection with the issuance
of the Bonds, there is hereby authorized and created an issue of
industrial development revenue bonds designated "City of Wheat Ridge,
Colorado, Industrial Development Revenue Bonds, Series 1984 (La
Quinta Motor Inns, Inc. Project)" in the aggregate principal amount
of $4,600,000, issuable as fully registered bonds in the denomination
of $5,000 principal amount or any integral multiple thereof, dated
the date of issuance and payable to the order of the Bank. Interest
on the unpaid principal balance of the Bonds shall be paid from the
date of the Bonds or from the most recent date to which interest on
the Bonds has been paid, semiannually, on the first day of April and
October of each year, beginning April 1, 1985 at a rate to be deter-
mined from time to time as set forth in the Indenture.
The Agreement and Indenture also authorize the issuance of
additional bonds to be used for the purposes and subject to the con-
ditions contained in the Agreement and the Indenture.
Unless the Bonds shall have been duly called for previous
redemption and payment of the redemption price shall have been made
or provided for in accordance with the Indenture, the principal
amount of the Bonds shall mature in thirty-six (36) consecutive semi-
annual installments as follows:
Da
October
te
1 ,
1986y
Principal Amount
127 ,77 8
April
1,
1987
127,778
October
1,
1987
127,778
April
l r
1988
127r778
October
l F
1988
127r778
April
1,
1989
127,778
October
1,
1989
127,778
April
1,
1990
127,778
October
1,
1990
127,778
April
1,
1991
127,778
October
1,
1991
127,778
April
1,
1992
127,778
October
1,
1992
127,778
April
1,
1993
127,778
October
1,
1993
127,778
April
1,
1994
127,778
October
1,
1994
127,778
April
1,
1995
127,778
October
1,
1995
127,778
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April
1,
1996
127,778
October
1,
1996
127,778
April
1,
1997
127,778
October
1,
1997
127,778
April
1,
1998
127,778
October
1,
1998
127r778
April
1,
1999
127,778
October
1,
1999
127,778
April
1,
2000
127,778
October
1,
2000
127r778
April
1,
2001
127,778
October
1,
2001
127,778
April
1,
2002
127,778
October
1,
2002
127,778
April
1,
2003
127,778
October
l r
2003
127y778
April
1,
2004
127,770
The Bonds
sh
all be
payable, shall be subject to redemption
prior to maturity
and
shall
be in substantially the form as provided
in the Indenture.
Th
e Bonds shall be sold to the Bank at a private
sale at a purchase
price equal to $4,600,000. The maximum net effec-
tive interest rate on the
Bonds is 45% per annum, which rate is
hereby determined
to
be the
maximum net effective interest rate on
the Bonds.
Section 4. The following determinations and findings are
hereby made in accordance with Sections 29-3-113, 29-3-114 and
29-3-120 of the Act:
(a) The maximum amount necessary in each year to pay the
principal of and the interest on the Bonds is as follows:
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Annual Period
Maximum
Maximum
To and
Interest
Principal to be
Annual
Including
October 1
for Such
Period
Retired in Such
Period
Debt Service
Requirement
1985
45%
0
2,067,164
1986
45%
127,778
2,197,778
1987
45%
255,556
2,239,306
1988
45%
255,556
2,124,306
1989
45%
255,556
2,009.305
1990
45%
255,556
1,894,305
1991
45%
2551,556
1,779,305
1992
45%
255,556
1,664,305
1993
45%
255,556
1,549,305
1994
45%
255,556
1,434,304
1995
45%
255,556
1,319,304
1996
45%
255,556
1,204,304
1997
45%
255,556
1,089„304
1998
45%
255,556
974,304
1999
45%
255,556
859,303
2000
45%
255,556
744,303
2001
45%
255,556
629,303
2002
45%
255,556
514,303
2003
45%
255,556
399,303
2004
45%
127.770
156.518
Total
$4,600,000 $26,849,633
*Assumes the Bonds are issued on and dated October 2, 1984. The
actual amount of interest payable to and including October 1, 1985
will vary if the Bonds are issued prior to or subsequent to
October 2, 1984.
(b) No reserve fund has been established in connection with
the retirement of the Bonds or for maintenance of the Project and,
accordingly, it will not be necessary to pay amounts into any reserve
fund.
(c) The terms under which the Project is to be financed
provide that the User shall maintain the Project and carry all proper
insurance with respect thereto.
(d) The revenues payable under the Agreement are sufficient
to pay, in addition to all other requirements of the Agreement and
this ordinance, all sums referred to in paragraphs (a) and (c) of
this Section.
(e) The revenues payable under the Agreement are sufficient
to pay, in addition to all other requirements of the Agreement and
this ordinance, all taxes payable pursuant to Section 29-3-120 of the
Act.
Section 5. The forms, terms and provisions of the
Agreement, the Indenture, the Mortgage and the Guarantee Agreement
be, and they hereby are, approved and the City shall enter into the
Agreement and the Indenture and accept the Guarantee Agreement in
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their respective forms as presented to the City Council at this
meeting with such changes therein as are not inconsistent herewith;
and the Mayor is hereby authorized and directed to execute and
deliver the Agreement, the Indenture and the Guarantee Agreement and
the City Clerk is hereby authorized and directed to affix the City
seal to and to attest the Agreement.
Section 6. The forms, terms and provisions of the Bonds
be, and they hereby are, approved and the City shall issue the Bonds
in the form set forth in the Indenture with such changes therein as
are not inconsistent herewith; and the Mayor is hereby authorized and
directed to execute and deliver the Bonds and the City Clerk is
hereby authorized and directed to affix the seal of the City to the
Bonds and to attest the Bonds. The signatures of the Mayor and the
City Clerk on the Bonds and the seal of the City on the Bonds shall
be manually affixed or by facsimile.
Section 7. The Mayor is hereby authorized to execute and
deliver to the Trustee the request and authorization of the City for
the authentication and delivery of the Bonds by the Trustee, in
accordance with Section 2.05 of the Indenture.
Section S. National Bank of Commerce of San Antonio, a
national banking association, whose address is P. 0. Drawer 121,
San Antonio, Texas 78291, is hereby appointed as Trustee under the
Indenture, thereby also serving as registrar and paying agent under
the terms of the Indenture.
Section 9. The officers of the City shall take all action
in conformity with the Act necessary or reasonably required to effec-
tuate the issuance and delivery of the Bonds and shall take all
action necessary or desirable in conformity with the Act to finance
the Project and for carrying out, giving effect to and consummating
the transactions contemplated by this ordinance, the Agreement, the
Indenture, the Mortgage, and the Guarantee Agreement, including with-
out limitation, the filing of any statements or reports with the
Internal Revenue Service or with the Secretary of the Treasury or his
delegate necessary to maintain the exemption of interest on the Bonds
from Federal income taxation and the execution and delivery of any
closing documents to be delivered in connection with the issuance and
delivery of the Bonds.
Section 10. The cost of financing the Project-will be
paid out of the proceeds of the Bonds and the Bonds will not be the
general obligation of the City nor shall the Bonds, including inter-
est thereon, constitute the debt or indebtedness of the City within
the meaning of the Constitution or statutes of the State of Colorado
or of the home rule charter of the City nor shall anything contained
in this ordinance or in the Bonds, the Agreement, the Indenture, the
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Mortgage, the Guarantee Agreement or any other instrument give rise
to a pecuniary liability or a charge upon the general credit or
taxing powers of the City, nor shall the breach of any agreement con-
tained in this ordinance or in the Bonds, the Agreement, the
Indenture, the Mortgage, the Guarantee Agreement or any other instru-
ment impose any pecuniary liability upon the City or any charge upon
its general credit or against its taxing powers, the City having no
power to pay out of its general funds, or otherwise contribute any
part of the costs of financing the Project, nor power to operate the
Project as a business or in any manner, nor shall the City condemn
any land or other property for the Project, nor contribute any land
or other property to the Project.
Section 11. After the Bonds are issued, this ordinance
shall be and remain irrepealable until the Bonds and the interest
thereon shall have been fully paid, cancelled and discharged.
Section 12. If any section, paragraph, clause or provi-
sion of this ordinance shall for any reason be held to be invalid or
unenforceable, the invalidity or unenforceability of such section,
paragraph, clause or provision shall not affect any of the remaining
provisions of this ordinance.
Section 13. All bylaws, orders, regulations, resolutions
and ordinances, or parts thereof, of the City inconsistent herewith
and with the documents hereby approved are hereby repealed to the
extent only of such inconsistency. This repealer shall not be con-
strued as reviving any bylaw, order, regulation, resolution or ordi-
nance, or part thereof.
Section 14. A public hearing concerning this ordinance
shall be held by the City Council before final adoption of this ordi-
nance on Monday, August 27, 1984 at 7:30 p.m., at the Council
Chambers in the City Hall Building, 7500 W. 29th Avenue, in the
City. '
Section 15. This ordinance, immediately on its approval
on first reading, shall be published in full in a legal newspaper of
general circulation in the City, together with the date and hour for
a public hearing on the ordinance held by the City Council. After
final approval at a meeting not earlier than seven days after first
publication, this ordinance shall be published in full or by title
and summary as the Council may determine in a legal newspaper of gen-
eral circulation in the City. If amended, this ordinance shall be
published by title and summary and full text of the amendment or in
full as the City Council may determine. This ordinance, immediately
on its final passage and adoption, shall be numbered and recorded in
the Ordinance Book of the City kept for that purpose, authenticated
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by the signatures of the Mayor and City Clerk and by the certificate
of publication.
Section 16. This ordinance shall be in full force and
effect upon its final passage and adoption.
INTRODUCED, READ, PASSED on first reading, ordered pub-
lished in full at a regular meeting of the City Council of the City
of Wheat Ridge, Colorado this 13th day of August, 1984.
PASSED AND ADOPTED on second and final reading this 27th
day of August, 1984.
CJ r 7
(SEAL)
City of `Wheat Ridge, Colorado
Mayor
Attest:
City Cler
THIS ORDINANCE IS ON FILE IN THE CITY CLERK'S OFFICE FOR PUBLIC
INSPECTION.
APPROVED AS TO FORM:
c a
e ~
f
OWN
City Attorney
PIOBLICATION:
Published in full in the Wheat Ridge Sentinal on August 6th
1984 and on August 30 1984 by title.
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