Loading...
Resolution - 2001 - 01 - Industrial Development Corp Determinations Re: Financing Of A Project For Construction Equipping And Or Acquisition - 03/16/2001 INDUCEMENT RESOLUTION NO. 2001-1 A RESOLUTION OF THE INDUSTRIAL DEVELOPMENT CORPORATION OF THE CITY OF EAGLE, IDAHO, MAKING DETERMINATIONS WITH RESPECT TO THE FINANCING OF A PROJECT FOR THE CONSTRUCTION, EQUIPPING AND/OR ACQUISITION OF MANUFACTURING FACILITIES AND AUTHORIZING CERTAIN ACTS ll'f PREPARATION THEREFOR. WHEREAS, The Industrial Development Corporation of the City of Eagle, Idaho (the "Corporation") was established pursuant to the provisions of Title 50, Chapter 27, .Idaho. Code, as amended (the "Act"); and, WHEREAS, the Corporation is authorized by the Act to facilitate economic development and employment opportunities in the State of Idaho through the financing of the project costs of industrial development facilities; and, - WHEREAS, ROSE COTTAGE LLC, an Idaho limited liability company and/or any affiliate thereof (the "Company"), has notified the Corporation that it is considering constructing and/or acquiring facilities for processing and manufacturing more fully described on Exhibit "A" attached hereto and by this reference made a part hereof (the "Facilities"), for lease to Camille Beckman Corporation in the City of Eagle, Ada County, Idaho; and, WHEREAS, the Company has filed its request and/or application (the "Application") with the Corporation to consider issuing its revenue bonds (the "Bonds") pursuant to the Act in one or more issues or series at such various times as funds are required for the construction and/or acquisition of the Facilities, in an aggregate principal amount sufficient to finance all or a portion of the total cost of planning, developing, renovating, acquiring, constructing and installing the Facilities, including all costs incurred in connection with the issuance of said revenue bonds by the Corporation (the "Cost of the Facilities"); and, WHEREAS, the presently estimated Cost of the Facilities and approximate face amount of the Bonds is up to $6,000,000; and, WHEREAS, a determination by the Corporation to issue the Bonds under the Act, if so requested by the Company, in one or more issues or series, and to use the proceeds thereof to finance for the Company the Cost of the Facilities under a lease agreement, installment sale agreement, loan agreement or other form of agrel~ment, or any combination thereof, which will provide that payments thereunder shall be at least sufficient to pay the principal of and interest and redemption premium, if any, on the Bonds and such other costs in connection therewith as may be incurred by the Corporation, will assist the Company in the implementation of its programs; and, WHEREAS, it is intended that this Resolution shall constitute official action toward the issuance of the Bonds within the meaning of the applicable United States Treasury Regulations; INDUCEMENT RESOLUTION - PAGE -1- C:lwindowslTEMPlInducement Resolution.doc NOW, THEREFORE, Be It Resolved by this Board of Directors of The Industrial Development Corporation of the City of Eagle, Idaho, as follows: Section 1. The issuance of the Bonds in one or more sleries or issues in order to finance the Facilities will serve the purpose of the Act to facilitate economic development and employment opportunities in the State of Idaho. Section 2. The Application of the Company is hereby approved and there is hereby authorized to be issued and this Corporation hereby determines to issue the Bonds pursuant to the Act, if so requested by the Company, in one or more issues or series in an aggregate principal amount not to exceed the Cost of the Facilities for the purpose of financing the said Facilities under a lease agreement, installment sale agreement, loan agreement or other form of agreement, or any combination thereof, which will proyide that payments thereunder shall be at least sufficient to pay: (a) the principal of and interest and redemption premium, if any, on the Bonds and such other costs in connection therewith as may be incurred by the Public Corporation; (b) the amount necessary to be paid each year into any reserve funds which the Public Corporation considers advisable to establish in connection with the retirement of the proposed Bonds and the maintenance of the Facilities; and (c) unless the terms of the lease, sale contract or loan agreement provide that the lessee or contracting party shall maintain the facilities and carry all proper insurance with respect thereto, the estimated cost of maintaining the Facilities in good repair and keeping them properly insured, subject to the terms contained herein and in the Act. Section 3. The obligation of the Corporation to issue the Bonds shall be subject to the conditions that (i) the Corporation and the Company shall haye first agreed to mutually acceptable terms for the Bonds, including the proyision of a Letter of Credit securing the Bonds, and of the sale and delivery thereof, and mutually acceptable terms and conditions of the lease agreement, installment sale agreement, loan agreement or other form of agreement, or any combination thereof; (ii) the Eagle City Council shall haye approyed the issuance of the Bonds; (iii) the Corporation has found that interest paid on the Bonds will be exempt from federal tax; and (iv) all other requisite governmental approvals shall have been first obtained. Section 4. The Corporation will enter into all agreements necessary to be entered into by the Corporation in connection with the issuance and sale of the Bonds. The hereinafter referenced INDUCEMENT RESOLUTION - PAGE -2- C:lwindowslTEMPIlnducemenl Resolution.doc Bond Counsel shall approve all agreements to be entered into in connection with the issuance of the Bonds, and such agreements shall be authorized and approved after due consideration by the Corporation prior to their execution by the Corporation. Section 5. The Corporation, its officers and members of its Board of Directors, and its Bond Counsel are hereby authorized and directed to take such fmther actions as may be necessary to effect the intent and purpose of this Resolution, the accomplishment of the Facilities, and the sale and issuance of the Bonds. Section 6. All resolutions, parts of resolutions and prior actions of the Corporation in conflict herewith are hereby repealed to the extent of such conflict. Section 7. This Resolution is an affirmative action of the Corporation toward the issuance of the Bonds in accordance with the purposes of the laws of the State of Idaho and the applicable United States Treasury Regulations. Section 8. The law firm of Skinner Fawcett is hereby designated as Bond Counsel for the Bonds referred to herein. Section 9. TIlls Resolution shall take effect immediately upon its passage. President APPROVED, PASSED AND SIGNED this ll6th day of March, 200 By: By: INDUCEMENT RESOLUTION - PAGE -3- C:lwindowslTEMPlInducement Resolution.doc EXHIBIT "A" OF,SCRJPTJON OJf F ACn ,JTJRS The Facilities include the following described land and improvements located on the following described premises: 1. Premises. That certain parcel of property located at 4001 Old Valley Road in the City of Eagle, Idaho. 2. Facilities and Equipment. The Company intends to acquire land, construct a building and certain related facilities and other site improvements and acquire manufacturing equipment in the total approximate amount of up to $6,000,000 for use as a cosmetic products manufacturing facility. INDUCEMENT RESOLUTION - PAGE -4- C:lwindowslTEMPIInducemenl Resolution.doc