HomeMy WebLinkAboutR92-084 sports facilities refunding bonds - Beaver CreekBA25582.A(PF) C11
EAGLE COUNTY, COLORADO
RESOLUTION NO.
A RESOLUTION AUTHORIZING AND DIRECTING THE
ISSUANCE OF $19,600,000 AGGREGATE PRINCIPAL
AMOUNT OF THE COUNTY'S SPORTS FACILITIES
REVENUE REFUNDING BONDS (BEAVER CREEK
ASSOCIATES PROJECT), SERIES 1992, THE EXECUTION
AND DELIVERY OF A SPORTS FACILITIES FINANCING
AGREEMENT, A TRUST INDENTURE, AND RELATED
DOCUMENTS; AUTHORIZING AND DIRECTING THE
EXECUTION AND DELIVERY OF SUCH BONDS; MAKING
CERTAIN DETERMINATIONS WITH RESPECT THERETO;
PROVIDING FOR THE PRINCIPAL AMOUNT, NUMBERS,
PROVISIONS FOR REDEMPTION AND MATURITY OF, AND
RATE OF INTEREST ON, THE BONDS; REQUESTING THE
TRUSTEE TO AUTHENTICATE THE BONDS; AUTHORIZING
INVESTMENTS; AUTHORIZING INCIDENTAL ACTION;
AND REPEALING INCONSISTENT ACTIONS.
WHEREAS, Eagle County, Colorado (the "Issuer ") is authorized by the Colorado
County and Municipality Development Revenue Bond Act (the "Act ") to issue revenue refunding
bonds for the purpose of refinancing sports and recreational facilities projects for commercial
and business enterprises; and
WHEREAS, the Board of County Commissioners of the Issuer by resolutions
adopted at meetings held January 7, 1980, and February 25, 1981, approved a sports facility
project (the "1980 Project ") for the Company pursuant to the Act and issued $14,300,000
aggregate principal amount of Sports Facility Revenue Bonds (Beaver Creek Project), Series
1980 (the "1980 Bonds ") of which $7,700,000 are currently outstanding and which are expected
to be called for redemption pursuant to the terms of the trust indenture under which such 1980
Bonds were issued; and
WHEREAS, the Board of County Commissioners of the Issuer by a resolution
adopted at a meeting held on November 14, 1984, approved a sports and recreational facilities
project (the "1984 Project ") for the Company pursuant to the Act and issued $11,000,000
aggregate principal amount of Sports Facilities Revenue Bonds (Beaver Creek Associates
Project), Series 1984 (the "1984 Bonds ") of which $10,000,000 are currently outstanding and
which are expected to be called for redemption pursuant to the terms of the trust indenture under
which such 1984 Bonds were issued; and
WHEREAS, the Town Council of the Town of Avon by Ordinance No. 86 -17,
Series of 1986, approved a sports and recreational facilities project (the "1986 Project ") for the
Company pursuant to the Act and issued $2,700,000 aggregate principal amount of Sports
Facilities Revenue Refunding Bonds (Beaver Creek Associates Project), Series 1986 (the "1986
Bonds ") of which $2,200,000 are currently outstanding and which are expected to be called for
redemption pursuant to the terms of the trust indenture under which such 1986 Bonds were
issued; and
WHEREAS, the Issuer has been requested to enter into a Sports Facilities
Financing Agreement (the "Agreement ") dated as of September 1, 1992 with Beaver Creek
Associates, Inc., a Colorado corporation, to refund (i) $7,400,000 of the 1980 Bonds, (ii) the
1984 Bonds and (iii) the 1986 Bonds (collectively, referred to hereinafter as the "Prior Bonds ")
and to refinance the 1980 Project, the 1984 Project and the 1986 Project (collectively, referred
to hereinafter as the "Project ") and its related costs by the issuance and delivery of $19,600,000
in principal amount of its bonds to be known as "Sports Facilities Revenue Refunding Bonds
(Beaver Creek Associates Project), Series 1992 (the "Bonds ") to be issued pursuant to a Trust
Indenture dated as of September 1, 1992 (the "Trust Indenture ") to Colorado National Bank,
Denver, Colorado, as Trustee (the "Trustee ") and to be used to refund the Prior Bonds pursuant
to the terms of certain Refunding Agreements (the "Refunding Agreements ") related thereto; and
WHEREAS, in order to further secure the Bonds, Vail Associates, Inc., a
Colorado corporation (the "Guarantor ") will deliver its Guaranty dated as of September 1, 1992
to the Trustee, and the Company and the Guarantor will deliver various security documents
pursuant to a Collateral Trust Agreement dated as of September 1, 1992 (the "Collateral
Agreement ") to Credit Lyonnais, New York Branch, as collateral trustee; and
WHEREAS, on August 31, 1992, prior to the consideration of this Resolution for
adoption, the Board of County Commissioners conducted a public hearing regarding the issuance
of the Bonds pursuant to due notice thereof appearing in The Eagle Valley Enterprise on
August 13, 1992 and in The Vail Daily on August 9, 1992; and
WHEREAS, upon the issuance and delivery of the Bonds, the Issuer shall cause
the proceeds thereof to be delivered to the Trustee to be applied toward the immediate
redemption of the Prior Bonds pursuant to the Refunding Agreements.
NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF COUNTY
COMMISSIONERS OF EAGLE COUNTY, COLORADO, AS FOLLOWS:
Section 1. APPROVAL OF AGREEMENT, TRUST INDENTURE.
REFUNDING AGREEMENTS AND BOND PURCHASE AGREEMENT The forms of the
Agreement, the Trust Indenture, the Refunding Agreements and the Bond Purchase Agreement
with Smith Barney, Harris Upham & Co., Inc. and Bear, Stearns & Co. Inc. (the
"Underwriters "), presented to this meeting (copies of which shall be filed with the records of
the Issuer) are hereby approved, and the Chairman of the Board of County Commissioners of
the Issuer (the "Chairman") is hereby authorized to execute and deliver, and the County Clerk
and Recorder of the Issuer (the "Clerk ") is hereby authorized to affix the seal of the Issuer
where appropriate to, and attest, such documents in substantially such form and upon the terms
and conditions set forth herein and therein, with such changes therein as such officers shall
approve (including changes in dates and amounts necessary to conform such documents to the
final terms as approved by the Company and the Underwriters) such approval to be evidenced
by their execution thereof. The use and distribution of an offering memorandum relating to the
Bonds by the Company and the Underwriters in such form as they deem appropriate and
adequate for the sale of the Bonds is hereby authorized.
In accordance with the requirements of the Act, the Issuer hereby determines that
the following provisions shall be as set forth in the form of the Trust Indenture hereinbefore
approved, which form is hereby incorporated herein by reference as if set forth in full:
(a) Custody of the proceeds from the sale of the Bonds, including their
investment and reinvestment until used to defray the costs of the Project;
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(b) The creation of funds or accounts into which any Bond proceeds,
revenues and income may be deposited or created;
(c) Limitation on the purpose to which proceeds of any Bonds may be
applied;
(d) Limitation on the issuance of additional bonds, the terms upon
which additional bonds are issued and secured, the refunding of Bonds and the
replacement of Bonds;
(e) The procedure by which the terms of any contract with Bondholders
may be amended or abrogated;
(f) Vesting in the Trustee such properties, rights, powers and duties
in trust as the Issuer determines and limiting the rights, duties and powers of the Trustee;
and
(g) The rights and remedies available in case of a default to the
Bondholders or to the Trustee under the Agreement, the Company's Note, or the Trust
Indenture.
In accordance with the requirements of the Act, the Issuer hereby determines that
the fixing and collection of revenues from the Project shall be as set forth in the form of
Agreement and Note hereinbefore approved, which form is hereby incorporated herein by
reference as if set forth in full.
Section 2. ISSUANCE OF BONDS The issuance of the Bonds is hereby
authorized. The forms of the Bonds set forth in the Trust Indenture are hereby approved; the
Bonds shall be executed with the manual or facsimile signatures of the Chairman and the Clerk
on the face of the Bonds in substantially such forms with appropriate insertions and variations,
and the seal of the Issuer or a facsimile thereof is hereby adopted and authorized to be affixed
or imprinted thereon; and the Chairman or the Clerk is authorized and directed to deliver the
Bonds to the Trustee for authentication under the Trust Indenture and, when they have been
authenticated, to deliver them or cause them to be delivered to the Underwriters pursuant to the
Bond Purchase Agreement against receipt of the purchase price as specified therein, plus any
accrued interest due, and to deposit the amount so received with the Trustee as provided in the
Trust Indenture.
Section 3. TERMS OF BONDS The Bonds shall be in an aggregate principal
amount of $19,600,000, shall bear interest at a fixed rate of 8% per annum, shall mature on
August 1, 2009 in accordance with the terms of the Trust Indenture, shall be dated as of their
date of issuance and delivery or as otherwise provided in the Trust Indenture, and shall be issued
as fully registered bonds in such denominations as shall be specified in the Trust Indenture.
Pursuant to the Act, the maximum net effective interest rate for the Bonds, with which the
Underwriting Agreement complies, shall not exceed 10%. The provisions for optional and
mandatory redemption of the Bonds prior to their maturity, the registration and exchangeability
privileges, the medium of payment, and the priorities in revenues of the Issuer, shall be as set
forth (a) in the aforesaid form of such Bonds which form is hereby approved and incorporated
by reference as if set forth in full, and (b) in the form of the Trust Indenture herembefore
approved and incorporated.
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The Issuer hereby confirms the appointment of Colorado National Bank under the
terms of the Trust Indenture, as the Trustee, Paying Agent and Registrar.
Section 4. DETERMINATION OF REVENUES In accordance with the Act,
it is hereby determined that (a) an amount not exceeding $1,570,000 is necessary for payment
into a reserve fund for retirement of the Bonds and maintenance of the Project and (b) the
Company shall be required under the terms of the Agreement to pay all taxes levied by the State
of Colorado and local taxing bodies with respect to the Project. It is hereby determined that,
based on the stated interest rate of 8 % per annum, no more than the following amounts will be
necessary for the payment of principal and interest on the Bonds:
Year
Ended August 1
Year Ended
August 1
1993
$1,568,000
2002
$ 1,568,000
1994
$1,568,000
2003
$ 1,568,000
1995
$1,568,000
2004
$ 1,568,000
1996
$1,568,000
2005
$ 1,568,000
1997
$1,568,000
2006
$ 1,568,000
1998
$1,568,000
2007
$ 1,568.000
1999
$1,568,000
2008
$ 1,568,000
2000
$1,568,000
2009
$21,168,000
2001 $1,568,000
It is hereby determined that the Company shall be required, under the terms of the Agreement,
to maintain the Project and carry all proper insurance with respect thereto.
Section 5. AUTHENTICATION OF BONDS The Trustee is hereby requested
to authenticate the Bonds and to deliver them to, or upon the order of, the Chairman or the
Clerk.
Section 6. INMTMENT OF FUNDS Any Trustee shall be, by virtue of this
Resolution and without further authorization from the Issuer, authorized, directed and requested
to invest and reinvest all moneys available therefor held by it pursuant to the Trust Indenture
which by the terms of said Trust Indenture may be invested, or to deposit and redeposit such
moneys in such accounts as may be permitted by said Trust Indenture all subject to the terms
and limitations contained in the Trust Indenture.
Section 7. APPROVAL OF COUNSEL The firm of Ballard Spahr Andrews &
Ingersoll, Denver, Colorado, is hereby approved as bond counsel in connection with the issuance
of the Bonds.
Section 8. INCIDENTAL ACTION The Chairman and Clerk of the Issuer are
hereby authorized and directed to execute and deliver such other documents, including
agreements related to the refunding of the Prior Bonds, and to take such other action as may be
necessary or appropriate in order to effectuate the delivery of the aforesaid Agreement, Trust
Indenture, Refunding Agreements and Bond Purchase Agreement, the performance of the
Issuer's obligations thereunder, the issuance and sale of the Bonds, and the cancellation of the
Prior Bonds and release of all rights, title and interest of the Issuer related thereto.
Notwithstanding any other provision of this Resolution, the Chairman and Clerk are hereby
authorized to make or approve such revisions in the Agreement, the Trust Indenture and the
Bond Purchase Agreement as, in the opinion of counsel to the Issuer, may be necessary or
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convenient to carry out or assist in carrying out the purposes of this Resolution and the
refinancing of the Project through the refunding of the Prior Bonds and determining the actual
principal amount of the Bonds.
Section 9. BONDS SHALL NOT CONSTrrU'M A FhL; UMV K L 1"11,11 x
OF THE ISSUER As required by the Act, the Bonds shall be special, limited obligations of
the Issuer, payable solely from the revenues derived from the Project and shall never constitute
the debt or indebtedness of the Issuer within the meaning of any provision or limitation of the
Colorado Constitution, or Colorado Statutes, and shall not constitute or give rise to a pecuniary
liability of the Issuer or a charge against its general credit or taxing powers.
Section 10. REPEALER All acts, orders, resolution, or parts thereof, taken by
the Issuer in conflict with this Resolution are hereby repealed, except that this repealer shall not
be construed so as to revive any act, order, resolution, or part thereof, heretofore repealed.
Section 11. RESOLUTION IRREPEALABLE This Resolution is, and shall
constitute, a legislative measure of the Issuer, and after the Bonds are issued and outstanding,
this Resolution shall constitute a contract between the Issuer and the owner or owners of the
Bonds, and shall be and remain irrepealable until the Bonds and the interest accruing thereon
shall have been fully paid, satisfied and discharged.
Section 12. SEVERABILITY If any paragraph, clause or provision of this
Resolution is judicially adjudged invalid or unenforceable, such judgment shall not affect, impair
or invalidate the remaining paragraphs, clauses or provisions hereof, the intention being that the
various paragraphs, clauses or provisions hereof are severable.
Section 13. EFFECTIVE DATE This Resolution shall take effect immediately
upon its passage.
PASSED, APPROVED AND ADOPTED " day of September, 1992.
,COLORADO
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The motion to pass the foregoing Resolution was duly seconded by Commissioner
C� .Q-Q-e-lk� , put to a vote and carved upon the following vote:
Commissioners voting "Yes ":
Commissioner voting "No":
The Chairman thereupon declared the motion carried and the Resolution duly
passed.
After consideration of other business to
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c�ie before
Chairman, Bo.
Commissi
Eagle County,
Board, the meeting was
09/02/92
STATE OF COLORADO )
ss.
COUNTY OF EAGLE )
I, 7ohnnette Phillips, County Clerk and Recorde of Eagle County, Colorado, do
hereby certify that the attached copy of Resolution No. 92- r , is a true and correct copy; that
said Resolution was passed by the Board of County Commissioners of Eagle County, Colorado,
at its regular meeting held at 550 Broadway, Eagle County, Colorado, the regular meeting place
thereof, on Tuesday, the 8th day of September, 1992; that a true copy of said Resolution has
been authenticated by the signatures of the Chairman of the Board of County Commissioners of
Eagle County and myself as County Clerk and Recorder thereof, sealed with the seal of the
County, and numbered and recorded in a book kept for that purpose in my office; that the
foregoing pages 1 through 6, inclusive, constitute a true and correct copy of the record of the
proceedings of said Board at its aforesaid meeting, insofar as said proceedings relate to said
Resolution; that said proceedings were duly had and taken, that the meeting was duly held; and
that the persons were present at said meeting as therein shown.
IN WITNFSS WHEREOF, I have hereunto set my hand and the seal of Eagle
County, Colorado this .-! --'day of September, 1992.
h - CA�untyClerk and Re
Eagle County, Colorado
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