09-05-1989 Regular MeetingSeptember 5, 1989
The Downtown Smyrna Development Authority met September 5, 1989 at 6:00
p.m. at Smyrna City Hall.
Members present were Hubert Black, C. J. Fouts, Jim Pitts, Willouise
Spivey, Pete Wood and Max Bacon. Also present was Attorney Chuck Camp,
City Administrator John Patterson, Council members Kathy Jordan and Wade
Lnenicka and Gordon Mortin from Lex Jolley and Associates.
Gordon Mortin explained the cost of land acquisition for the Library and
Community Center, or Phase I, will be paid by the City initially. When the
DSDA sells the bonds, the authority will reimburse the City from the bond
proceeds, then lease the property back to the City.
Attorney Camp advised this meeting should be made a special called meeting
of the DSDA for the purpose of adopting a lease agreement between the
Authority and the City of Smyrna and a Bond Resolution.
C. J. Fouts made a motion to adopt the lease contract between the Downtown
Smyrna Development Authority and the City of Smyrna. Hubert Black seconded
the motion which carried 5-0.
Pete Wood made a motion the Bond Resolution be approved. Hubert Black
seconded the motion which carried 5-0.
The bond forms were validated (to be made a part of these minutes) and
with no further business, meeting adjourned at 7:05 p.m.
BOND RESOLUTION
A RESOLUTION TO PROVIDE FOR THE ACQUISITION, CONSTRUCTION,
RENOVATION AND EQUIPMENT OF BUILDINGS AND RELATED FACILITIES FOR
THE REDEVELOPMENT OF THE DOWNTOWN AREA OF THE CITY OF SMYRNA;
TO PROVIDE FOR CAPITALISED INTEREST DURING CONSTRUCTION; TO
PROVIDE FOR THE ISSUANCE OF DOWNTOWN SMYRNA DEVELOPMENT
AUTHORITY REVENUE BONDS, SERIES 19891 TO PROVIDE FUNDS TO BE
APPLIED TOWARD THE COST OF THE OVERALL UNDERTAKING NOW
CONTEMPLATED; TO PROVIDE FOR THE ISSUANCE OF ADDITIONAL PARI
PASSU OBLIGATIONS; TO PROVIDE FOR THE CREATION AND MAINTENANCE
OF CERTAIN FUNDS; TO PROVIDE FOR THE REMEDIES OF THE OWNERS OF
SAID BONDS, AND FOR OTHER PURPOSES:
WHEREAS, pursuant to an amendment to Article VII, Section
VII, Paragraph I of the Constitution of the State of Georgia of
1945 (Georgia Laws 1970, p. 1117 et seq.) and now specifically
continued pursuant to an Act of the General Assembly (Georgia
Laws 1986, p. 3957 et seq.) as a part of the Constitution of the
State of Georgia of 1986, and under the provisions of Georgia
Laws 1988, p. 4382, et seq., known as the "Downtown Smyrna
Development Authority Act" there was created a body corporate
and politic, designated as the "Downtown Smyrna Development
Authority" (hereinafter sometimes referred to as the
"Authority") and the Authority is deemed to be a political
subdivision of the State of Georgia and a public corporation
thereof, which Authority has been duly activated and organized
and its members are now performing their duties and are serving
in the furtherance of the purpose for which the Authority was
created; and
WHEREAS, the Authority is authorized to undertake the
acquisition, construction, remodeling, altering, renovating,
equipping, maintaining, and operating of buildings, both private
and public, and the usual and convenient facilities appertaining
to such undertakings and extension and improvement of such
buildings; the acquisition of parking facilities or parking
areas in connection therewith; the construction, reconstruction,
alteration, changing, and closing of streets, roads, and alleys;
the acquisition of the necessary property therefor, both real
and personal; and the lease and sale of any part or all of such
buildings, including real and personal property, so as to assure
the efficient and proper development, maintenance, and operation
of such buildings, streets, roads, and alleys deemed by the
Authority to be necessary, convenient or desirable in connection
therewith; and
WHEREAS, the City of Smyrna, after an investigation and
study of the current capital needs and the desirability for the
redevelopment of the downtown Smyrna area, have heretofore
determined that there is an urgent need for certain capital
improvements to be made; and
WHEREAS, the investment banking firm of Lex Jolley & Co.,
Inc., Atlanta, Georgia (hereafter sometimes referred to as
"investment banker") has recommended to the City that, in order
to accomplish the foregoing objective, the Authority should
undertake, to acquire, construct and equip such capital
improvement and lease same (hereinafter referred to as "Leased
Facilities") to the City, which would then operate and maintain
or cause to be operated and maintained said Leased Facilities,
and the City and the Authority, after their own independent
study, have concurred in such recommendations; and
WHEREAS, the City and the Authority have determined that
such undertaking can be accomplished, in accordance with, or
substantially in accordance with, the report entitled Smyrna
Master Plan, Phase I: Community Center and Library Project No.
88190, dated September, 1989, prepared by. Sizemore Floyd
Architects, Atlanta, Georgia, said report being hereinafter
sometimes referred to as "Capital Improvement Program"; and
WHEREAS, the Authority has determined that the best method
of raising the moneys required to finance the undertaking now
contemplated is by the issuance and sale of its revenue bonds
for such purpose; and
WHEREAS, said investment banker has recommended to the
Authority that provision should be made to capitalize interest
on such revenue bonds during a portion of the construction
period; and
'WHEREAS, to finance the undertaking now contemplated the
Authority proposes to issue the $6,430,000 principal amount of
its Revenue Bonds, Series 1989 (hereinafter sometimes referred
to as "Series 1989 Bonds") hereinafter authorized to be issued
and it is contemplated that said bonds will be sold in the near
future and in awarding the Series 1989 Bonds to the purchaser
thereof, the Authority will adopt a resolution supplementing
this resolution and said supplemental resolution, among other
things, will set forth the interest rate or rates that the bonds
hereinafter authorized to be issued will bear, will specify the
maturities of said bonds which will be designated as term bonds
and subject to mandatory redemption, will designate the Bond
Registrar and Paying Agent for said bonds, will designate the
representative of the original purchasers of said bonds and will
provide for the actual issuance and delivery of the bonds to the
purchaser upon payment of the agreed purchase price therefor by
said purchaser; and
WHEREAS, the Authority and the City of Smyrna, pursuant to
resolutions duly adopted, will enter into a Lease Contract,
dated as of September 1, 1989 (the "Lease"), pursuant to which
the Authority has leased to the City on a net lease basis and
-2-
I
the City will make Basic Lease Payments directly to the Sinking
Fund Custodian for the account of the Authority in amounts
sufficient to enable the Authority to pay the principal of and
interest on the Series 1989 Bonds as same become due and
payable, all as more fully set forth in said Lease, an executed
duplicate original of said Lease being duly recorded in the
Minute Book of the Authority, which Minute Book is kept in the
office of the Secretary and Treasurer of the Authority, and said
Lease, by this reference thereto, is incorporated herein and
made a part hereof; and
WHEREAS, prior to the actual issuance and delivery of the
Series 1989 Bonds hereinafter authorized to be issued, the
Authority will enter into a contract with a bank located in
Atlanta, Georgia, pursuant to which such bank will agree to act
as Paying Agent and as Bond Registrar for the Series 1989 Bonds
hereinafter authorized to be issued, and to perform various
but not limited
functions with respect to the bonds, including,
to, the authentication of the bonds of this issue by the manual
signature of a duly authorized officer of the Bank, as Bond
Registrar, the registration, transfer, exchange and related
mechanical and clerical functions, as well as the prpa cf ithe
signing and issuance of checks or drafts in payment
principal of and interest on the Series 1989 Bonds as same
become due and payable; and
WHEREAS, the Authority intends to issue additional revenue
bonds early in 1990 to provide funds to complete the overall
undertaking now contemplated in accordance with the Capital
Improvement Program and, in addition in order to provide for
future additions, extensions and improvements to the Leased
Facilities, provision should hereinafter be made for the
issuance of additional revenue bonds for such purposes, such
bonds to stand on a parity with and be of equal dignity as
lien on the revenues of the
to Authority
u . hornwith the Series 1989 Bonds
hereinafter authorized
NOW, THEREFORE, BE IT RESOLVED by the Downtown Smyrna
Development Authority, and it is hereby resolved by authority
of the same, as follows:
MIC
ARTICLE I
DEFINITIONS
In addition to the terms hereinabove defined, whenever
the following terms are used in this
indicateresolution,
anotherthe
or same,
unless the context shall cleintent,
rly shall be construed or used and
different meaning or intent,
are intended to have the meaning
as follows:
I "Additional Bon shall mean any revenue bonds of the
Bonds
Authority ranking on a parity with theant torArticle9VI section
which may hereafter be issued p
!�4 hereof.
,l Authority
ll shall mean the Downtown Smyrna Development
Authority, its successors or assigns.
1
� "Authority Acts' shall mean Georgia Laws 1988, p. 4328
et seq.
llBasic Lease Payment" means the aggregate amount equal
due on
to the principal of and interisandntheecoming Bonds interest on Bonds
againsithe next succeeding February August 1 in each year;
coming due on the next succeeding
provided, however, the Ltosthesextentreceive
moneysaarecredit
on deposit
!any Basic Lease Payment t credited to a Basic
in the Sinking Fund and not previously each Basic
Lease Payment. In addition to the foregoing,
;Lease Payment shall include t a )harge, ofsectionas
l3edArticlelV
in subparagraphs (e), (f) deficit in any preceding Basic
of this resolution and any
Lease Payment.
nondholderil and "bondholder" means the registered
(owner of any of the outstanding Bonds.
"Bond Registrars means the commercial bank appointed by
j the Authority to maintain, in accordance with the provisions
'of this resolution and any supplemental resolution,
registration books of the Authority for any series of Bonds
(secured by this resolution.
"Bonds'$ shall mean any revenue bonds authorized by and
issued pursuant to this resolution, including the Series
�1989.Bonds and any Additional Bonds of the Authority issued
;,pursuant to this resolution.
I-1
I
vicapital Improvement Programer shall mean the Smyrna
Master Plan, Phase I: Community Center and Library Project
No. 88190, dated September, 1989, prepared by the Sizemore
Floyd Architects, Atlanta, Georgia, for the Authority and
the City.
locity" or "Lessee" means the City of Smyrna, its
successors and assigns.
IlLeasell or ,contract" means the Lease Contract, dated
as of September 1, 1989, by and between the Authority and
City of Smyrna, as same from time to time may be amended.
Leased Facilities" means the facilities and real
property financed with the proceeds.of the Series 1989 Bonds
and Additional Bonds issued by the Authority.
"Paying Agentli means the commercial bank or banks
appointed by the Authority to serve as paying agent, in
accordance with the terms of this resolution and any
supplemental resolution, for 'any series of Bonds secured by
this resolution.
ispermitted Encumbrances" means liens and encumbrances
existing on the date of acquisition by the Authority of any
Leased Facilities.
"Permitted Investments" shall mean and include any of
the following securities, if and to the extent the same are
at the time legal for investment of Authority funds:
(i) any bonds or other obligations of the City of
Smyrna, Cobb County or bonds or obligations of the
State of Georgia or of other counties, municipal
corporations and political subdivisions of the State of
Georgia which are rated "A" or better by Moody's
Investors Service or Standard & Poor's Corporation;
(ii) any bonds or other obligations which as to
principal and interest constitute direct obligations
of, or are unconditionally guaranteed by, the United
States of America, including obligations of any of the
Federal agencies set forth in clause (iii) below to the
extent unconditionally guaranteed by the United States
of America;
(iii) obligations of the Federal National Mortgage
Association, the Government National Mortgage Associa-
tion, the Federal Financing Bank, the Federal Interme-
1-2
diate Credit Banks, Federal Banks for Cooperatives,
Federal Home Loan Banks, Farmers Home Administration
and Federal Home Loan Mortgage Association;
(iv) negotiable certificates of deposit issued by
any bank or trust company organized under the laws of
any state of the United States of America or any
national banking association, provided that such certi-
ficates of deposit must be purchased directly from such
bank, trust company or national banking association and
must be either (a) continuously and fully insured by
the Federal Deposit Insurance Corporation, or (b) con-
tinuously and fully secured by such securities as are
described in clauses (ii) and (iii) above which
(1) have a market value (exclusive of accrued interest)
at all times at least equal to the principal amount of
such certificates of deposit, (2)rare lodged with the
particular fund custodian or an agent acting solely on
behalf of the particular fund custodian, and (3) are
subject to a security interest in favor of the particu-
lar fund custodian and not subject to any security
interest in favor of any other person. Additionally,
the bank, trust company or national banking association
issuing each such certificate of deposit required to be
so secured must furnish the particular fund custodian
with an undertaking satisfactory to it that the aggre-
gate market value of all such obligations securing each
such certificate of deposit will at all times be an
amount equal to the principal amount of each such
certificate of deposit;
(v) any repurchase agreement with any bank organ-
ized under the laws of any state of the United States
of America or any national banking association, pro-
vided if such bank's or association's principal office
is located outside Gwinnett County, such bank or
association either (a) has a long term debt rating by
Moody's Investors Service, Inc. or Standard & Poor's
Corporation either equivalent to or higher than "A," or
(b) has a capital and surplus at least equal to
$100,000,000; provided that such repurchase agreement
is secured by any one or more of the securities
described in clauses (ii) and (iii) above and in the
manner described in clause (iv) above; and
(vi) pooled investment programs sponsored by the
State of Georgia for the investment of local government
funds.
I-3
"Project Fund" shPro Project mean
the Downtown Fund created in ZV,
Development Authority j
Section 2 of the Resolution.
"Project Fund Depository" means initially Smyrna Bank
and Trust Co., Smyrna, Georgia, its successors and assigns,
or any successor depository for the Project Fund hereafter
the Authority with the approval of the City;
:appointed by Depository shall at all
.provided, however, the Project Fund
times be a commercial bank.
"Resolutimeans
fromthis
bond
t resolution, and as same
to
may be supplemented
"Revenue Bond Law" means the Revenue Bond Law, Title
3 ofia
36, Chapter 82, Article
and astsamefficmaylhereal afterfbeea ended
Annotated, as amended,
' from time to time.
118eries 1989 Bonds" means the revenue bonds authorized
to be issued pursuant to Article II of this resolution.
istSinking Fund" shall mean the Downtown Smyrna
Development Authority Sinking Fund created in Article V,
1 Section 1 of this resolution.
,Sinking Fund Custodian" means initially Smyrna Bank
and Trust Co., Smyrna, Georgia, its successors and
assigns,
or any successor custodian for the Sinking the Sinking
appointed by the Authority; preafter
ovided, however,
commercial bank.
Fund Custodian shall at all times be a
l'Sinking Fund Year" shall mean the period commencing on
in each year and extending through
the 2nd day of February in the next year.
the 1st day of February
Whenever used in this resolution, the singular shall
� include the plural and the plural shall include the
singular, unless the context otherwise indicates.
i
I-4
12
u� SUTHERLAND, ASBILL & BRENNAN
3100 FIRST ATLANTA TOWER
,I CABLE: SUTAB ATLANTA ATLANTA, GEORGIA 30383-3001 1275 PEN NSYLVANIA AVENUE, N.W.
TELECOPIER: (404) 658-8914 WASHINGTON, 0. C. 20004-24%4
TELEX: 54-2672 (404) 658-8700
(202) 383-0100
-' December 8, 1989
Mr. John C. Patterson
City Administrator
Downtown Smyrna Development Authority
Post Office Box 1226
Smyrna, Georgia 30081
Re: $6,430,000 Downtown Smyrna Development
Authority Revenue Bonds, Series 1989
Dear Mr. Patterson:
Enclosed for the Authority's minute book is the Form
8038-G as filed with the Internal Revenue Service, and proof of
receipt by them.
1'
JVery truly yours,
Alice B. Mabry
Legal Assistant
ABM:lrr
Enclosure
cc: Mr. Gordon K. Mortin
Form 8038-G
Information Return for Tax -Exempt
(December 1986)
Governmental Bond Issues
GMB No. 1545-0720
Department of the Treasury
► Under Section 149(e)
Expires 12-31-89
Internal Revenue Service
(Use Form 8038-GC if issue price is under $100,000.)
Reporting
Authority
_
Check
box if Amended Return ►
1 Issuer's name
-
2 Issuer's employer identification
Downtown Smyrna Development Authority
None
3 Number and street
4 Report number
Post Office Box 1226
G198 9 _ 1
5 City or town, state, and ZIP code
6 Date of issue
Smyrna, Georgia 30081
November 21, 1989
Type of Issue (check box(es) that applies) _
7 Check box if bonds are tax or other revenue anticipation bonds ► ❑ Issue Pace
8 Check box if bonds are in the form of a lease or installment sale ► ❑
9 ❑ Education . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
10 ❑ Health and hospital . . . . . . . . . . . . . . . . . . . . . . . . . .
11 ❑ Transportation . . . . . . . . . . . . . . . . . . . . . . . . . . . .
12 ❑ Public safety . . . . . . . . . . . . . . . . . . . . . . . . . .
13 ❑ Environment (including sewage bonds) . . . . . . . . . . . . . . . . . . . .
14 ❑ Housing .. . . . . . . . . . . . . . . . . . . . . . . . . . . . .
15 ❑ Utilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
16 ® Other. Describe (see instructions) ► Downtown Redevelopment 6 416 250.00
Description of Bonds
s I (d) I (e) I O I (g)erest
() (b) (o) Stated redemption Weighted Net int
rity date Interest rate Issue price once at maturity averave maturity Yield rnst
17
Final maturity 2-1-2016 17.125%1$
542,275
545,000
6 416 250
HL6,430,000
18. 088years
N/A
17.013%
18
Entire issue .
underwriters' discount
Uses of Original Proceeds of Issue(including
19
Proceeds used for accrued interest . . . . . . . . . . . . . . . . . . . . . . .
19
24 712.92
20
183 542.00
20
Proceeds used for bond issuance costs (including underwriters' discount) . . . . . . . . . . .
21
—0—
21
Proceeds used for credit enhancement . . . . . . . . . . . . . . . . . . . . .
22
—0-
22
Proceeds allocated to reasonably required reserve or replacement fund . . . . . . . . . . .
23
Proceeds used to refund prior issues
24
6 232 708.00
24 Nonrefunding proceeds of the issue subtract lines 20, 21, 22, and 23 from line 18, column c))
Descri tion of Refunded Bonds (complete this part only for refunding bonds) N/A
25
Enter the remaining weighted average maturity of the bonds to be refunded . . . . . . . . . ►
years
26
Enter the last date on which the refunded bonds will be called . . .. . . . . . . . . . . ►
27
Enter the dates the refunded bonds were issued ►
Miscellaneous
28
Enter the amount (if any) of the state volume cap allocated to this issue . . . . . . . . . . ► None
29
Arbitrage rebate:
a
b
Check box if the small governmental unit exception to the arbitrage rebate requirement applies . . . . . . . . .
Check box if the 6-month temporary Investment exception to the arbitrage rebate requirement is expected to apply . .
r,
. . . I1
. . . ❑
c
30
31
Check box if you expect to earn and rebate arbitrage profits to the U.S. . . . . . . . . . . . . . ❑
Enter the amount of the bonds designated by the issuer under section 265(b)(3)(B)(ii) . . . . . ► $ 6 , 430 , 000.00
Pooled financings: N/A
a
Check box if any of the proceeds of this issue are to be used to make loans to other governmental units ► ❑ and
b
enter the amount No
Check box if this issue is a loan made f .m the proceeds of another tax-exempt issue P. ❑ and enter the name of the
issuer ► and the date of the issue No,
Please
Sign
Here�`Sighature
Under penalties of perjury, II declare-amined this return and accompanying schedules and statements, and to the best of my knowledge and _e
Ci -
they are true, corrto
��^'Chairman, Downtown
November 21, 1989 ' Smyrna Development
ofofficer Date Title Authority
For Paperwork Reduction Act Notice, see page 1 of the Instructions.
ou s. oo"mrmnt,/rintlns omm i9e7- i*i."7/4oees
Form 8038-G --
P 795 412 8 01 5
RECEIPT FOR CERTIFIED MAIL
NO INSURANCE COVERAGE PROVIDED
NOT FOR INTERNATIONAL MAIL
(See Reverse)
sent to Internal Revenue Service
Street an ce
Center
P O., Stal?hi"dedciflhia, PA 19255
Postage
Certified Fee
's
Special Dehve, p
�esv c;eu Ge,w F �j y
to
to __
Date. ar, ]i ,re59 Deer. m
d
j TQTAL P:s;ay^e a�j Fee
� 2
O �
CO Pcstmarw cr Date
Nov. 21, 19 9 1
E JR Owens — S
0
N Form 8038-G, 41**
*SENDER: complete Items 1 end 2 when eddltionel services We desired, and complete 1tern03
end 4.
Put Your address in the "A ETU RN TO" Sperms en the reverse
sldIL Pellure to d0 this wlll prevent this
card froen being returned to you.
the date of d2Lb=. For additional ease the of owln� servaces rare evelleble Cones t
nd
tlo" vkels)
P.-e► OM end check Dox ed for dlser
or
1. 0 Show to whore delivered, daM and addressee's eddrese
r"ueead
2. 0 (Exte cherveeltvery
f (Kxtm chawl t
I. Article Addressed to:
4, Article Number
P795 412 805
Int real Revenue Service
Type of Service:
In Revenue Service Center
Phil delphia PA -49255
❑ Registered ❑ insured
❑ Certified ❑ COD
. J
❑ Express Mail
`� .. s J t.. ►
Always obtain signature of addressee
or agent and DATE DELIVERED.
S. Signature —
s "
X
S. Addresm's Address (ONL Y if
requested and fee paid)
S. Signetws — Aqw"
X `Pk
nam of Delivery
IF m 3811. u• 198; . ut."..o tuy-IM2M DOMESTIC RETURN RECEIPT