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95 of 1978 - Authorizing the issuance of a commitment letter to Pepsi-Cola Bottling Company of Salt Lake City, In IlloomMoommr7— December M. 1978 Honorable Jennings Phillips. Jr. Commissioner of Publio Affairs ill City and County Buildup Balt Labe City, Utah Dear Commissioner Phflhlpsz The Board of City Conunissioners, at its meeting today, passed Resolution No. 115 of Mt, authorising the issuance of a eon:mitt:neat letter to Pepsi-Cola Bottling Company of Salt Labs City, lie., eon- awning the issuance by the City of Wm:trial Dovelopmeat Revntaus Bonds in the approtrizeate sum of MI,000.000. Yours truly, City Recorder 4". ms CC: • Auditor • Attorney Mayer Wilson Comm. Agras _ - Comm. Campbell Comm. Greener ROLL CALL VOTING Aye Nay Mr.Chairman Agraz Greener kigAMPBELL Phillips Result /j Sap (.AMROYED AS io FORM Date Attorney j, . ®y December 26, 1978 The Board of Commissioners of Salt Lake City, Salt Lake County, Utah, met in regular public session on the 26th day of December, 1978, at the hour of 10:00 a.m. at the regular meeting place of said Commission at Room 301, City and County Building, Salt Lake City, Utah. Said meeting was called to order and on roll call the following members were determined present: Ted L. Wilson Mayor Jennings Phillips, Jr. Commissioner Jess A. Agraz Commissioner Glen N. Greener Commissioner David C. Campbell Commissioner Also Present: Mildred Higham City Recorder Absent: Thereupon the following resolution was introduced in written form by Commissioner Jennings Phillips, Jr. , and pursuant to motion made by Commissioner Jennings Phillips, Jr. was adopted by the following vote: AYE: Ted L. Wilson Mayor Jennings Phillips, Jr. Commissioner Jess A. Agraz Commissioner Glen N. Greener Commissioner David C. Campbell Commissioner NAY: None The resolution was thereupon signed by the Mayor and attested by the City Recorder and is as follows: -2- A RESOLUTION AUTHORIZING THE ISSUANCE OF A COMMIT- MENT LETTER TO PEPSI-COLA BOTTLING COMPANY OF SALT LAKE CITY, INC. , CONCERNING THE ISSUANCE BY THE CITY OF INDUSTRIAL DEVELOPMENT REVENUE BONDS IN THE APPROXIMATE SUM OF $6,000,000. WHEREAS, Salt Lake City (the "City") is authorized and empowered by the provisions of Chapter 17, Title 11, Utah Code Annotated, 1953, as amended, known as the "Utah Indus- trial Facilities Development Act" (the "Act"), to issue industrial development revenue bonds for the purpose of defraying the cost of financing or acquiring, constructing, reconstructing, improving, maintaining and equipping indus- trial facilities and to finance the same and lease or sell the same to others upon such terms and conditions as the City may deem advisable; and WHEREAS, Pepsi-Cola Bottling Company of Salt Lake City, Inc. , has indicated an interest in acquiring a bottling plant within the corporate limits of Salt Lake City, provided that the City is willing to issue industrial development revenue bonds to finance or acquire, improve and equip structures, equipment, improvements and other facilities useful for a bottling plant (the "Facilities") to be located in the Union Pacific Industrial Park at approximately 2100 South 3600 West, Salt Lake City, (the "Project Site"), (the Project Site and Facilities hereinafter referred to as the "Project") and to lease and/or sell the Project to Pepsi-Cola -3- Bottling Company of Salt Lake City, Inc. , (the "Company ) a wholly-owned subsidiary of MET Corporation to be used by the Company for a bottling plant and such other industrial and commercial purposes as the Company or any successor or assignee thereof may deem appropriate; and WHEREAS, the City adopted a resolution on December 20, 1977 authorizing the issuance of a commitment letter to Pepsi-Cola Bottling Company of Salt Lake City, Inc. , concern- ing the issuance by the City of industrial revenue bonds in the approximate amount of $2,500,000; and WHEREAS, it now appears that additional potential growth will require more space and equipment within the Facilities than was originally contemplated; and WHEREAS, it is deemed necessary and advisable for achieving greater industrial development within the City that the Project be undertaken, and the Company has requested satisfactory assurances from the City that the proceeds of the sale of industrial development revenue bonds of the City in an amount not to exceed $6,000,000 will be made available to finance the Project; and WHEREAS, the City deemes it necessary and advisable that it take such action as may be required under applicable statutory provisions to authorize and issue industrial development revenue bonds to finance the cost of the Project to an amount not to exceed $6,000,000; and -4- WHEREAS, a commitment letter has been prepared under which the City has stated its willingness to issue industrial revenue development bonds to finance the acquisition, improvement and equipping of the expanded Project, and to enter into a sales or lease agreement of the Project to the Company under which Company will be obligated to pay rentals or to make payments sufficient to pay the principal of, interest on and redemption premium, if any, on the bonds as and when the same shall become due and payable; and WHEREAS, it is considered necessary and desirable for the best interest of said City that said commitment letter be executed for and on behalf of the City; and WHEREAS, the industrial development revenue bonds will not be sold to or held by the Company or any person related to the Company as described in Section 103(c)(7) of the Internal Revenue Code of 1954 and Section 1.103-11 of the Internal Revenue Regulations, NOW, THEREOFORE, Be It Resolved by the Board of Com- missioners of Salt Lake City, Salt Lake County, Utah, as follows: Section 1. That in order to insure the acquisition, construction, improvement and equipping of the Project within the City, with the resulting public benefits which will flow therefrom, it is deemed necessary and advisable that the commitment letter hereinafter referred to be approved and executed for ant on behalf of said City. -5- Section 2. That the commitment letter from the City to the Company, substantially in the form and with the contents set forth in Exhibit "A" attached hereto, be and the same is hereby approved and authorized. Section 3. That the Mayor is hereby authorized and directed to execute, and the City Recorder is hereby authorized to attest and to affix the seal of the City to, the said commitment letter substantially in the form and with the contents set forth in Exhibit "A" attached hereto. Section 4. That all resolutions and parts thereof in conflict herewith are hereby repealed to the extent of such conflict. Section 5. That immediately after its adoption this resolution shall be signed by the Mayor and City Recorder, shall be recorded in a book kept for that purpose and shall take immediate effect. Passed and approved this 26th day of December, 1978. SALT LAKE CITY, UTAH ATTEST: City Recorder -6- EXHIBIT "A" Pepsi-Cola Bottling Company of Salt Lake City, Inc. 2110 West 17th South Salt Lake City, Utah 84104 Gentlemen: Among the matters of mutual inducement which have resulted in the execution of this Agreement are the fol- lowing: (a) The City is authorized and empowered by the provisions of Chapter 17, Title 11, Utah Code Annotated, 1953, as amended, known as the "Utah Industrial Facilities Act, (the "Act") , to issue industrial development revenue bonds for the purpose of defraying the cost of acquiring constructing, reconstructing, improving, maintaining and equipping industrial facilities and to lease and/or sell the same to others at such rentals or prices and upon such terms and conditions as the City may deem advisable. (b) Pepsi-Cola Bottling Company of Salt Lake City, Inc. has indicated an interest in acquiring a bottling plant within the corporate limits of Salt Lake City provided that the City is willing to issue industrial development revenue bonds to finance or acquire, improve and equip structures, equipment, improvements and other facilities useful for a bottling plan (the "Facilities") to be in the Union Pacific Industrial Park at 2100 South 3600 West, Salt Lake City, (the "Project Site"), (the Project Site and the Facilities being hereinafter referred to as the "Project"), and to lease and/or sell the Project to the Company, to be used by the Company for a bottling plant and for such other indus- trial or commercial purposes as the Company or any successor or assignee thereof may deem appropriate. (c) It is deemed necessary and advisable for achieving greater industrial development within the City that the Project be undertaken, and the Company has requested satis- factory assurances from the City that the proceeds of the sale of industrial development revenue bonds of the City will be made available to finance the project. (d) Representatives of the City have indicated the willingness of the City to proceed with and effect such financing in order to induce the Company to locate within the City and have advised the Company that, subject to due compliance with all requirements of law and the obtaining of all necessary consents and approvals and to the happening of all acts, conditions and things required precedent to such financing, the City by virtue of such statutory authority as may now or hereafter be conferred, will issue and sell its industrial facilities revenue bonds in an amount not exceeding $6,000,000 to pay the costs of the Project. (e) The City considers that the acquisition, con- struction, improvement and equipment of the Project and the leasing and/or sale of the same to the Company will promote greater industrial development within the City. In accordance with the foregoing and subject to the conditions herein stated, the City agrees as follows: (a) That it will authorize, or cause to be authorized the issuance and sale of an issue of its industrial development revenue bonds pursuant to the terms of the Act as then in force, in an aggregate principal amount not exceeding $6,000,000. (b) That it will cooperate with the Company to endeavor to find a purchaser or purchasers for the bonds and if purchase arrangements satisfactory to the Company can be made, it will adopt, or cause to be adopted, resolutions and such proceedings, and will authorize the execution of such documents as may be necessary or advisable for the authori- zation, issuance, and sale of the bonds and the acquisition, construction, improvement and equipping of the Project, as aforesaid, and the leasing and/or sale of the Project to the Company, all as shall then be authorized by law and shall be mutually satisfactory to the City and the Company. (c) That the aggregate payments, basic and additional rents or sale price payable under the instrument or instruments whereby the Project shall be leased and/or sold to the Company shall be at least such sums as shall be sufficient to pay the principal of and interest and redemption due and payable. The bonds will be payable solely from the rents or sale proceeds and the taxing power of the City will NOT be pledged for payment of the bonds. (d) That it will enter into a contract or contracts for the acquisition of the Project. It is understood and agreed that the Company may make available to the City funds with which to finance the acquisition of the Project Site and cost of construction and equipping the Facilities pending the sale of the industrial development revenue bonds and that should this occur; the Company will be entitled to be reimbursed for such advanced funds from the proceeds of the sale of the bonds. (e) That it will take or cause to be taken such other acts and adopt such further proceedings as may be required to implement the aforesaid undertakings or as it may deem appropriate in pursuance thereof. The commitment of the City is subject to the following conditions: (a) The Company will use all reasonable efforts to find one or more purchasers for the bonds in an aggregate principal amount not exceeding $6,000,00. (b) That prior to or contemporaneously with the delivery of the bonds the Company will enter into a lease and agreement or sales contract with the City under the terms of which the Company will obligate itself to pay to the City sums sufficient in the aggregate to pay the principal of and interest and redemption premium, if any, on the bonds as and when the same shall become due and payable plus additional sums for the fees and charges of the indenture trustee and bond paying agents and other expenses reasonably incurred by the City in connection with the Project. (c) The Company will take such further action and adopt such further proceedings as may be required to imple- ment its aforesaid undertakings or may be appropriate in pursuance thereof, and will furnish such guaranties, certi- ficates and other documents as are customary in connection with industrial development revenue bonds. (d) All commitments of the City hereunder are subject to the conditions that on or before 36 months from the date hereof (or such other date as shall be mutually satisfactory to the City and the Company), the City and the Company shall have agreed to mutually acceptable terms for the bonds and of the sale and delivery thereof, including reimbursement of the city for all reasonable and necessary direct out-of- pocket expenses incurred by the City at the request of the Company arising from the execution of this Agreement and the performance by the City of its obligations hereunder, and mutually acceptable terms and conditions of the lease and agreement or sales contract referred to above. (c) The Company agrees that it will reimburse the City on demand for all reasonable and necesary direct out-of- pocket expenses which the City may incur arising from the execution of this commitment letter. This commitment letter amends and replaces the com- mitment letter of December 20, 1977 between the City and the Company. DATED this 26th day of December, 1978. SALT LAKE CITY, UTAH By Mayor (S E A L) ATTEST: 2 1 dh.td v,City Recorded/ lY�f G,v., Accepted and CCC///agreed to this 26th day of December, 1978. PEPSI-COLA BOTTLING COMPANY OF SALT LAKE CITY, INC. BY -'if�i , ��� (Here follows other business not pertinent to the above.) Pursuant to motion duly made and seconded, the City Commission adjourned. Mayor ATTEST: A2z,24_ City Recor e STATE OF UTAH ) ss. COUNTY OF SALT LAKE ) I, Mildred V. Higham, the duly qualified and acting City Recorder of Salt Lake City, Utah, do hereby certify, according to the records of said City in my official possession, that the above and foregoing is a true and correct copy of the minutes of a meeting of the City Commission of said City, including a resolution adopted at said meeting, insofar as said minutes pertain to the matters therein set out. IN WITNESS WHEREOF,, I have hereunto subscribed my official signature and impressed herein the seal of Salt Lake City, Utah this 26th day of December, 1978. 72i4cliti./ City ecord (S E A L) STATE OF UTAH ) CERTIFICATE OF COMPLIANCE ss. WITH OPEN MEETING LAW COUNTY OF SALT LAKE ) I, Mildred V. Higham, the duly qualified and acting City Recorder of Salt Lake City, Salt Lake County, Utah, do hereby certify that on the 2,2 4 day of December, 1978, pursuant to Utah Code Annotated Section 52-4-6 (1953), as amended, I personally posted (at least 24 hours prior to the meeting time) at the City Commission Chambers written notice of the regular meeting of the Board of Commissioners held on December 26, 1978 at said City Council Chambers. I further certify that there was delivered to and posted in the Press Room at least 24 hours prior to said meeting, a copy of said Notice of Regular Meeting, and that media correspondents of the Salt Lake City area came to the said Press Room in the City and County Building daily for the purpose, among other things, of examining copies of Agenda Notices. A correct copy of the Notice is attached hereto. IN WITNESS WHEREOF, I have hereunto set my hand and affixed the official seal of said Municipality this 26th day of December, 1978. 2)acft.itig City Recorder ( S E A L ) NOTICE OF MEETING OF THE BOARD OF COMMISSIONERS OF SALT LAKE CITY, UTAH PUBLIC NOTICE is hereby given that the Board of Commissioners of Salt Lake City, Utah, will hold a meeting in Room 301 in the City and County Building in Salt Lake City, commencing at 10:00 o'clock a .m. on Tuesday, December 26, , 19 7B . The Agenda for the meeting consists of the following: Adoption of a Resolution authorizing the issuance by Salt Lake City of Industrial Development Revenue Bonds in the amount of $6,000,000 for Pepsi-Cola Bottling Company of Salt Lake City, Utah. • DATED: December/ 22, 1978 By: /)%-ii did:fir" // • STATE OF UTAH : ss. County of Salt Lake ) On the 22nd day of December , 1978 , I personally delivered a copy of the foregoing notice to each member of the Board of City Commissioners and posted copies of the same in con- spicuous view, at the following times and locations within the City and County Building, Salt Lake City, Utah: (1) At 1:00 o'clock p .m. in the City Recorder's office, Room 200; and (2) At ,1 10__o'clock p _.m. in the newsroom in Room 301. Swe;cribod and sworn to before me this 22nd day of December , 19 78 • NOTARY PUBLIC, Rc,idi ng in Salt rake County, Otah N CoNurciccion Expires; Resolution No. By _,Jenningsphillips, Tr, COMMISSIONER Authorizing the issuance of a committ- ment letter to Pepsi-Cola Bottling Company of Salt Lake City, Inc., concerning the issuance by the City of Industrial Development Revenue Bonds in the approximate sum of$6,000,000. Presented to the Qoard of Commissioners AND PASSED Di 2 r: 1973 2/edefei lAirtektfrt.1 rxry Rcro • • • • � � I I I