HomeMy WebLinkAbout1982-07-26 82-210 ORDERIntroduced by Councilor
CITY OF BANGOR
(TUTEE.) tVlyyyry REVENUE GEL IyATIQN $ECORITY,,,O d r the, MUNICIPAL
,,,,,__,__,$EPORITIEB APPROVAL PRQ,,M.f9F AFFILIATED LABORATORY INC.
By Ow City Coa wU of de C(q ofBa"r:
ORDERED,
THAV ,WHEREAS, the City of Bangor, acting pursuant. to the Maine
Guarantee Authority Act (the Act), as amended, (10 M.R.S.A. $1001
et seq.) has applied to the Maine Guarantee Authority (MGA) for
approval of the issuance by the City Of Bangor of a Revenue
Obligation Security under the Municipal Securities Approval
Program, Subchapter IV of the Act, in connection with .the
acquisition of personal property and the construction of a
building by Affiliated Laboratory Inc. on a parcel of real estate
heretofore acquired and presently owned by Eastern Maine Medical.
Center, located on the Sylvan Road, Bangor, Maine, to be known as
the Affiliated Laboratory Inc. Industrial -Commercial Project (the
Project), and
WHEREAS the Maine Guarantee Authority has issued its
Certificate of Approval with respect to the Project pursuant to
51063 of the Act,
NOW BE IT RESOLVED that pursuant to the Act, the City will
assist in financing the Project by issuing a Revenue Obligation
Security not to exceed Seven Hundred Fifty Thousand Dollars
($750,000).
FURTHER RESOLVED that the City of Bangor is hereby author-
ized pursuant t0 the Act t0 issue t0 The Merrill Trust Company a
Revenue Obligation Security in the aggregate principal amount not
to exceed Seven Hundred Fifty Thousand Dollars 1$750,000( (the
Security) to finance the cost of the Project, the principal and
interest on the Security to be payable solely by Affiliated
Laboratory Inc. from revenues of the Project.
FURTHER RESOLVED that the obligation of Affiliated
Laboratory Inc. to the City shall be secured by a mortgage on the
real property and a properly filed security interest in all
personal property to be used in the Project, such a mortgage and
security interest to run from Affiliated Laboratory Inc. as
mortgagor and borrower to the City as mortgagee and secured
party, and to be assigned by the city to The Merrill Trust
Company as Trustee.
FURTHER RESOLVED that the obligation represented by the
Securityshall be further secured by a Trust Agreement between
the City of Bangor and The Merrill Trust Company as Trustee (the
Trust Agreement) which shall make such provisions and be subject
to such terms and conditions as shall be approved by the City
Council or by a majority thereof, including terms and conditions
as may be required by the Act.
FURTHER RESOLVED that the Security shall be in the form of a
Promissory note, bond or other evidence of indebtedness as the
City Finance Director and the Chairman of the City Council shall.
determine, and shall be subject to the following terms and
conditions:
Sa
a. The Security shall be dated as of the date of
issue.
b. The Security shall be issued and sold at a price of
one hundred percent (1005) of its principal amount.
C. The Security shall bear interest at a rate to be
determined at the time of issue, expected to be 135 but in any
event not to exceed fifteen percent (155) pax annum.
d. The interest on and principal of the Security shall
be repaid in equal monthly installments (the amount of which
shall be determined by the interest rate) over a period of to
years, commencing on the day which is one month following the
issuance of the Security.
e. The Security may be redeemed or prepaid without
penalty or premium at the option of the City of Bangor, which
option shall be exercised only at the request of Affiliated
laboratory Inc. All foods necessary for redemption or
prepayment, including payment of interest to date of redemption,
shall be provided by Affiliated Laboratory Inc. In the event it
is determined that the Security fails to qualify as an industrial
revenue bond, interest on which is exempt from Federal income tax
pursuant to Section 103 of the Internal Revenue Code or
regulations thereunder, Affiliated Laboratory Inc. shall
immediately pay to the holder of the Security the difference
between the interest rate applicable to the Security and the
regular commercial rate or rates in effect in the City of Bangor,
Maine during the period commencing with the date from which
-3-
interest on the Security is determined to be taxable, and
terminating on the date such determination is made, and shall
continue to pay such difference until the Security is prepaid in
full or satisfied according to its terms at the date of maturity.
f. The Security shall be in registered form and may be
issued as a single document or as separate documents as provided
in the Trust agreement. The Security shall be manually executed
in the name of the City of Bangor by the Chairman of the City
Council and by the City Finance Director and shall be payable at
the office of the Trustee, Bangor, [mine.
g. No interest in the Security may be sold to any
firm, partnership, corporation or association, which is a party
to any contract pertaining to the Project or which is to
purchase, rent, lease or otherwise occupy any premises
constituting a part of the Project, or to any affiliate or
subsidiary thereof.
h. Theproceeds of the Security shall be used solely
for the purposes for which they are authorized and permitted by
the act and shall be disbursed by the Trustee as provided in the
Trust Agreement.
r. If the Security shall become mutilated, destroyed
or lost, it may be replaced, provided there is furnished in a
form satisfactory to the City Finance Director an appropriate
document of indemnity protecting the City of Bangor from any
claim or obligation with respect to the Security asserted to have
been mutilated, destroyed or lost.
-4-
FURTHER RESOLVED that the Security to be issued pursuant to
this resolution shall not constitute any debt or liability or
pledge of the faith and credit of the State of Maine, its
political subdivisions, or any municipality, or of the City of
Bangor or any division, department or political subdivision
thereof, and the obligation represented by the Security shall be
payable solely from the revenues of the Project, which revenues
may be pledged in whole or in part as security for the obligation
in accordance with the terms of the Trust Agreement. The
Security shall contain on its face a statement to the effect that
the Securities shall not constitute any debt or liability or a
pledge of the faith and credit of the State of Maine, its
political subdivisions, or the City of Bangor, or any division,
department or political subdivision thereof, and shall be payable
solely from revenues of the Project. issuance of the Security
shall not directly, indirectly or contingently obligate the City
of Bangor or any division, department or political subdivision
thereof to levy or pledge any form of taxation whatever or to
make any appropriation for its payment.
FURTHER RESOLVED that the Promissory Note shall provide that
revenues to the City from the Project will at all times be
sufficient to pay the principal of and interest on the Security
as the same shall become due and payable and to create and main-
tain reserves for such purposes. The Promissory Note will
provide that when the Security shall have been paid in full and
all other obligations of Affiliated Laboratory Inc. under the
-5-
Promissory tote have been satisfied, then the City of Bangor will
discharge any mortgage and release any security interest
remaining in the assets of Affiliated Laboratory Inc.
FURTHER RESOLVED that notice of the intent of the City of
Bangor to issue the aforesaid Revenue obligation Security, which
notice shall contain the information required by Title 10
M.R.S.A. 91064, as amended, shall be published at least once in
the Kennebec .Journal and in the Bangor Daily Hews no later than
fourteen (14) days after the date on which these resolutions are
adopted.
FURTHER RESOLVED that the City Manager, City Finance
Director and the Chairman of the City Council, acting singly, be
and each of them hereby is authorized to take all action,
including the execution and delivery of documents and evidences
of indebtedness as may be necessary, desirable and/or appropriate
in order to carry into effect the full purport and intent of the
preceding resolutions or any of them.
SS
In ill IV Council Ju IY 36,1982
Vote ;for suspension�f the 9_p
'Yroles Abstainedd ] Yes I��n - 0 R'?Z q0
..' Voting Yes Brown,;- - 21,� e,
Mc Kernan,Porter,
Soucy,Weymoufh.Wi l I y, � �,O,,M]�CURiyy [Nder the
Zendzian Voting No Gass, """""""•'•••'•'•••^•""""
AbstaYb¢d Jordan F9AlIC1PN: SE(]1RTTS353\PPRPlAL P%1^:dRf
'.foz.8£E2GTA'fE9.IdIXIBA•fOiff.➢3C........
Order passed
educed d filed by
C ' �......... ..: ............... ��� Cowcidman
• gz_ a//ra�
Introduced by Councilor
;) CITY OF BANGOR
(TITLE.) Mrber1 .Re,VEnDE OIL DGATXQN SECBRixg„ender the MUNICIPAL
...___,SSf•Op.I'y'x$S--- APPROVAL _PROGRAM per APFIL IA,TED LARORATOAY ZNC.
By tqe City Cauzwd 6f ClN of BanPan
ORDERED,
THAT WHEREAS, the City of Bangor, acting pursuant to the Maine
Guarantee Authority Act (the Act), as amended, (10 M:R.S.A. $1001
at seg.) has applied to the Maine Guarantee Authority (MGA) for
approval of the issuance by the City of Bangor of a Revenue
Obligation Security under the Municipal Securities Approval
Program, Subchapter IV of the Act, in connection with the
acquisition of personal property and the construction of a
building by Affiliated Laboratory Inc. on a parcel of real estate
heretofore acquired and presently owned by Eastern Maine Medical
Center, located on the Sylvan (road, Bangor, Maine, to be known as
the Affiliated Laboratory Inc. Industrial -Commercial Project (the
Project), and
WHEREAS the Maine Guarantee Authority has issued its
Certificate of Approval with respect to the Project pursuant to
51063 of the Act,
NOW BE IT RESOLVED that pursuant to the Act, the City will
assist in financing the Project by issuing a Revenue Obligation
Security not to exceed Seven Hundred Fifty Thousand Dollars
($750,000).
FURTHER RESOLVED that the City of Bangor is hereby author-
ized pursuant to the Act to issue to The Merrill Trust Company a
Revenue Obligation Security in the aggregate principal amount not
to exceed Seven Hundred Fifty Thousand Dollars ($750,000) (the
Security( to finance the coat of the Project, the principal and
interest on the security to be payable solely by Affiliated
Laboratory Inc. from revenues of the Project.
FURTHER RESOLVED that the obligation of Affiliated
Laboratory Inc. to the City shall be secured by a mortgage on the
real property and a properly filed security interest in all
personal property to be used in the Project, such a mortgage and
security interest to run from Affiliated Laboratory Inc. as
mortgagor and borrower to the City as mortgagee and secured
party, and to be assigned by the City to The Merrill Trust
Company as Trustee.
FURTHER RESOLVED that the obligation represented by the
Security shall be further secured by a Trust Agreement between
the City of Bangor and The Merrill Trust Company as Trustee (the
Trust Agreement) which shall make such provisions and be subject
to such terms and conditions as shall be approved by the City
Council or by a majority thereof, including terms and conditions
as may be required by the Act.
FURTHER RESOLVED that the Security shall bE in the form of a
promissory note, bond or other evidence of indebtedness as the
City Finance Director and the Chairman of the City Council shall
determine, and shall be subject to the following terms and
conditions:
-2-
a. The. Security shall be dated as of the date of
issue.
b. The Security shall be issued and sold at a price of
one hundred percent (100%) of its principal amount. -
C. The Security shall bear interest at a rate to be
determined at the time of issue, expected to be 13% but in any
event not to exceed fifteen percent (15%) per annum.
d. The interest on and principal of the Security shall
be repaid in equal monthly installments (the amount of which
shall be determined by the interest rate) over a period of 10
years, commencing on the day which is one month following the
issuance of the Security.
e. The Security may be redeemed or prepaid without
penalty or premium at the option of the City of Bangor, which
option shall be exercised only at the request of Affiliated
Laboratory Inc. All funds necessary for redemption or
prepayment, including payment of interest to date of redemption,
shall be provided by Affiliated Laboratory.Inc. In the event it
is determined that the Security fails to qualify as an industrial
revenue bond, interest on which is exempt from Federal income tax
pursuant to Section 103 of the Internal Revenue Code or
regulations thereunder, Affiliated Laboratory Inc. shall -
immediately pay to the holder of the Security the difference
between the interest rate applicable to the Security and the
regular commercial rate or rates in effect in the City of Bangor,
Maine during the period commencing with the date from which
-3-
interest on the Security is determined to be taxable, and
terminating on the date such determination is made, and shall
continue to pay such difference until the Security is prepaid in
full or satisfied according to its terms at the date of maturity.
f. The Security shall be in registered form and may be
.issued as a single document or as separate documents as provided
in the Trust Agreement. The Security shall be manually executed
in the name of the City of Bangor by the Chairman of the City
Council and by the City Finance Director and shall be payable at
the office of the Trustee, Bangor, Maine.
g. No interest in the Security may be sold to any
firm, partnership, corporation or association, which is a party
to any contract pertaining to the Project or which is to
Purchase, rent, lease or otherwise occupy any premises
constituting a part of the Project, or to any affiliate or
subsidiary thereof.
h. The proceeds of the Security shall be used solely
for the purposes for which they are authorized and. permitted by
the Act and shall be disbursed by the Trustee as provided in the
Trust Agreement.
I. If the Security shall become mutilated, destroyed
or lost, it may be replaced, provided there is furnished in a
form satisfactory to the City Finance Director an appropriate
document of indemnity protecting the City of Bangor from any
claim or obligation with respect to the Security asserted to have
been mutilated, destroyed or lost.
-4-
FURTHER RESOLVED that the Security to be issued pursuant to
this resolution shall not constitute any debt or liability or
pledge of the faith and credit of the State of Maine, its
political subdivisions, or any municipality, or of the City of
Bangor or any divisyon, department or political subdivision
thereof, and the obligation represented by the Security shall be
payable solely from the revenues of the Project, which revenues
may be pledged in whole or in part as security for the obligation
in accordance with the terms of the Trust Agreement. The
Security shall contain on its face a statement to the effect that
the Securities shall not constitute any debt or liability or a
pledge of the faith and credit of the State of Maine, its
political subdivisions, or the City of Bangor, or any division,
department me political subdivision thereof, and shall be payable
solely from revenues of the Project. Issuance of the Security
shall not directly, indirectly or contingently obligate the City
of Bangor or any division, department or political subdivision
thereof to levy or pledge any form of taxation whatever or to
make any appropriation for its payment.
FURTHER RESOLVED that the Promissory Note shall provide that
revenues to the City from the Project will at all times be
sufficient to pay, the principal of and interest on the Security
as the same shall became due and payable and to create and main-
tain reserves for such purposes. The Promissory Note will
provide that when the Security shall have been paid in full and
all other obligations of Affiliated Laboratory Inc. under the
-5-
Promissory Note have been satisfied, then the City of Bangor will
discharge any mortgage and release any security interest
remaining in the assets of Affiliated Laboratory Inc.
FURTHER RESOLVER that notice of the intent of the City of
Bangor to issue the aforesaid Revenue Obligation Security, which
notice shall contain the information required by Title 30
M.R.S.A. 31064, as amended, shall be published at least once in
the Kennebec Journal and in the Bangor Daily News no later than
fourteen (14) days after the date on which these resolutions are
adopted.
FURTHER RESOLVED that the City Manager, City Finance
Director and the Chairman of the City Council, acting singly, be
and each of them hereby is authorized to take all action,
including the execution and delivery of documents and evidences
of indebtedness as may be necessary,. desirable and/or appropriate
in order to carry into effect the full purport and intent of the
preceding resolutions or any of them.
-6-