1984-03-19 - Resolution 1984-14 - AUTHORIZING THE EXECUTION AND DELIVERY OF A MEMORANDUM OF AGREEMENT WITH RICHCO PLASTIC CO., REGARDING THE ISSUANCE OF INDUSTRIAL DEVELOPMENT REVENUE BONDS IN AN AGGREGATE PRINCIPAL AMOUNT NOT TO EXCEED $3,300,000.RESOLUTTON NO. 84-14
RESOLUTION AUTHORIZING THE EXECUTION AND DELIVERY OFA MEMORANDUM OF AGREEMENT WITH RICHCO PLASTIC CO.,
REGARDING THE ISSUANCE OT INDUSTRIAL DEVELOPMENT
REVENUE BONDS IN AN AGGREGATE PRINCIPAL AMOUNT NOT
TO EXCEED $3,300,000.
WHERBAg Rieheo Plastic Co., an Illinois eorporation (the 'rCompanyrr),
wishes to finance the acguisition of eertein real estate, the construetion of a building and
related improvements end the scquisition of certain machinery, equipment and related
property to be installed thelein (the I'Projeetrr); and
IYIIERBAS, the Projeet is to be located in the Village of Buffa.lo Grove,
Illinois, and is to be owned and used by the company as a facility for the manufaeture
and distribution of plastie injeetion molded and extruded products, end the company
wishes to have the Village of Buffalo Grove, Cook end Lake Counties, Illinois, a
municipality and a home rule unit of goverament duly organized and validly existing
under the Constitution end the laws of the State of Illinois (the Ilssuerrr), issue its
revenue bonds to provide the.financing for s portion of the cost of the acquisition,
eonstruction snd instelletion of the Projeet;
WIIEREAS, the Issuer is a municipality and a home rule unit of government
under the 1970 Constitution of the State of lllinois, and pursuant to its home rule powers
and pursuant to Ordinance No. 80-19, duly adopted by the President and Board of
Trustees of the Issuer on April ?' 1980' as supplemented 8nd smended (the rrEnabling
Ordinancer), the Issuer is authorized to issue its revenue bonds to aid in the finaneing of
the costs of any "development projeett', as defined in the Enabling Ordinanee, for the
purposes set forth therein; and
D031384
WIIEREAS, a Memorandum of Agreement has been presented to the Issuer
under the terms of which the Issuer agrees, subjeet to the provisions of said Memorandum
of Agreement, to issue its revenue bonds to provide the finaneing for a portion of the
eosts of the aequisition, eonstruetion and installation of the Project;
NOW, THEREFORB be it resolved by the president and Board of Trustees
of the Villsge of Buffalo Grove, Cook and Lake Counties, Illinois, as follows:
l. That the President of the Issuer is hereby authorized to execute, and the
ViIIage Clerk of the Issuer is hereby euthorized to attest and to affix the offieial seal of
the Issuer to' and seid President end said village Clerk are hereby authorized to deliver
to the Compeny, a Memorandum of Agreement with the Company in substantiqly the
same form es Exhibit A attaehed hereto and mede a part hereof.
2, That the officers, employees and desiglsted agents of the Issuer are
hereby authorized to take sueh further action as is neeessary to earry out the intent and
purposes of said Memorandum of Agreement, as executed, and to issue and sell its
revenue bonds in en amount not to exeeed i3r300r000, such revenue bonds to be issued
upon the terms and eonditions stated in said Memorsndum of Agreement.
3. That the Issuer hereby finds and.determines that the finaneing of the
Project with said revenue bonds will relieve conditions of unemployment in and broaden
the existing tax base of the Village of Buffalo Grove, Illinois, will inerease industrial and
commercial development therein and will increase the welfare and prosperity of the
residents of the Village of Buffalo Grove, Illinois.
4. That the Village Clerk of the lssuer is hereby authorized and directed to
csuse notice of s publie hearing on the financing of the Projeet thfough the issuanee of
said pevenue bonds to be published one time in a newspaper of general cireulation in the
village of Buffalo Grove, Illinois, pursuant to section 103(k) of the Internal Revenue
Code of 1954, es amended.
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5. That all ordinances, resolutions end orders, and parts thereof, in confliet
herewith are hereby superseded to the extent of sueh conflict.
Adopted this 19th day of Mareh, 1984.
(SEAL)
Attest:
lq.trn 8"'s,.;
ftIage Clerk
t
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rtustee Hartstein made a motion that said Resolution
be adopted by said President and Board of Trustees, which motion wes duly seconded by
Trustee 0rRei1ly
After full discussion and consideration of the matter, the roll was ealled as
follows:
AyE: 6 - Marienthal, Stone, OrReilly, Hartstein, clover, Reid
NAY: 0 - None
ABSENT OR NOT VOTING: 0 - None
Verna L. Clayton, President, announeed the motion eanied and the resolu-
tion duly adopted.
(Other Business)
There being no further business to come before the President snd Board of
upon motion duly seconded and unanimously edopted, the meeting wasTrustees,
adjourned.
(sEAL)
Attest:
Clerk
&"$.d^
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President
7
ENIIBIT A
UBMORANDUTI OF AGREEMENT
I. Preliminary Statement. Amo ng the matteps of mutual indueement and
intent which have resu.lted in this Memorandum of Agreement are the following
(s) The Issuer is a home rule unit of government under Seetion 6(a) of
Article VII of the 19?0 Constitution of the State of lllinois, and is authorized by its home
rule powers to issue its revenue bonds to finanee eertain facilities. Pursuant to Ordi-
nanee No. 80-19, duly adopted by the President and Board of Trustees of the Issuer on
April 7, 1980, ss supplemented and amended (the rrEnabling Ordinance"), the Issuer is
authorized to issue its revenue bonds to finance the eosts of any "development project'r,
as defined in the Enabling Ordinance, for the purposes set forth in the Enabling Ordi-
nanee.
(b) The President and Board of Trustees of the Issuer have not taken any
"offieial aetionrr, within the meaning of Seetion 103 of the Internal Revenue Code of
1954, as smended (the 'rcode"), prior to Oetober 19, 1983, towerd the issuance of any
industrial development bonds or student loan bonds, other than any sueh official action
pursusnt to whieh such bonds of the Issuer have already been issued. The Issuer has not
issued any sueh bonds in 1984, and has not taken any sueh officia,l action toward the
issuance of any such bonds, other than the official action referred to herein.
TIIIS UEMORANDUM OP AGREEMENT is by and between the VILLAGE
OF BUFFALO GROVE, COOK AND LAKE COUNTIES, ILLINOIS, a municipality and a
home rule unit of government duly organized and validly existing under the Constitution
and the laws of the State of Illinois (the "lssuer"), and RICHCO PLASTIC CO., a
corporation duly organized and validly existing under the laws of the State of lllinois (the
rrCompany[).
(e) The Company intends to aequire certain real estate, to eonstruct a
building and related improvements and to acquire certain maehinery, equipment and
related property to be installed therein, ell to b€ loeated in the Village of Buffalo Grove,
Illinois (said land, building, imppovements, maehinery, equipment and relsted property
being hereinafter collectively referred to as the 'rProjeetrr), and to be owned and used by
the Compeny ss a faeility for the manufacture and distribution of plastic injection
molded and extruded produets. The Company has requested thst the Issuer assist it in
defraying a portion of the costs of the sequisition, construction and installation of the
Projeet by issuing its revenue bonds.
(d) The revenue bonds of the Issuer shall be speeial' limited obligations of
the Issuer psysble solely out of the amounts derived by the Issuer from the Company' and
the Project shall be financed from the proceeds of the sale of the revenue bonds in
exehange for an agteement by the Company to pay amounts sufficient to pay the
principil of, premium, if any, and interest on such revenue bonds. No holder of any such
."r"nu" bondi shail have the right to compel any exercise of the taxing power of the
lssuer, the State of lllinois or any politiesl subdivision thereof, and such revenue bonds
shall not constitute an indebtedness or a loan of credit of the Issuer, the State of lllinois
or any political subdivision thereof, within the meaning of sny constitutiona-l or statutoryprovision.
(s) The Issuer finds thst the financing of the projeet from the proeeeds of
the revenue bonds of the Issuer will be for the public purposes of relieving conditions of
unemployment in and broadening the existing tax base of the ViUage of Buffalo Grove,Illinois' eneouraging the inerease of industrial and commercial development therein andproviding for the increased welfare and prosperity of the residents of the village of
Buffalo Grove, Illinois. subjeet to due compliance with all requirements of law, by virtueof such authority es may now or hereafter be conferred, and subjeet to receipt of ade-quste essurance from the company that there are one or more purchaserJ for said
revenue bonds, the Issuer will issue and sell its revenu€ bonds in an amount not to exeeed
$31300,000 (the 'rBonds") to pey a portion of the eosts of the projeet and eosts incidental
to the issuance of the Bonds.
(f) The aequisition, eonstruction and installation of the project has not
commeneed as of the date hereof.
2. Undertakinss on the Part of the Issuer.Subjeet to the conditions above
stated, the Issuer agrees as follows:
(a) That it intenG to authorize the issuance and sale of the Bonds pursuant
to its lewful and eonstitutionel authority, including without limitation the Enabling Ordi-
nance, Ls then in effeet.
(b) That it will enter into installment sa.[e agreements, lease agreements,
loen ag"eements or such other agreements with the Company, whereby the Company will
pay to, or on behalf of, the Issuer such sums as shelt be sufficient in the aggregate to pay
the principal of, interest and redemption premium, if any, on the Bonds es and when the
seme shall beeome due and payable.
(e) Thet it wiil take sueh further &ction and adopt such further proceedings
as may be required to implement the aforesaid undertekings or as it may deem appro-
priate in pursuance thereof.
(3) Undertakings on the Part of the Company.Subject to the conditions
above stated, the Company agrees as follows:
(a) That it will use all reasonable efforts to find one or more purchasers
for the Bonds.
(b) That eonte mporaneously with the delivery of the Bonds it will enter
into instsllment sa-le agreements, lease agreements' Ioan agreements or such other
egreements with the Issuer, under the terms of whieh the Company wiu obligate itself to
psy to or on behelf of the Issuer such sums as shall be sufficient in the aggTegate to psy
the prineipal of, interest 8nd redemption premium, if any' on the Bonds as and when the
same shall become due and payable.
(c) That it shsll take such further action and adopt such further
proceedings as mey be required to implement the aforesaid undertakings or as it may
deem appropriate in pursuance thereof.
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4. General Provisions.
(a) All eommitments of the Issuer under paragraph 2 hereof and of the
Company under paragraph 3 hereof are subject to the condition that on or before
Deeember 31' 1984 (or such other dste as shall be mutually satisfactory to the Issuer and
the Company), the Issuer and the Company shall have agreed to mutually acceptable
terms and conditions of the agreements referred to in paragraph 2 and paragtaph 3 above
and of the Bonds and other instruments or proeeedings relating to the Bonds.
(b) If the events set forth in (a) of this paragraph do not take place within
the time set forth above or any extension thereof and the Bonds are not sold within such
time, the Company agrees that it will reimburse the Issuer for all reasonable and
neeessary direet expenses which the Issuer may incur arising from the exeeution of this
Memorandum of Agreement snd the performance by the Issuer of its obligations
hereunder, including fees and out-of-poeket expenses of its attorneys and financial
consultants, and will pay the preliminary fees and out-of-pocket expenses of Chapman
and Cutler, bond counsel, and this Memorandum of Agreement shail thereupon terminate.
(e) This Memorandum of Agreement is contingent on (i) annexation of the
property on which the Projeet is to be locsted to the Village of Buffalo Grove, Illinois,
and (ii) the lapsing; for any reason, of the diseonneetion right relating to said property, as
set forth in the draft snnexation agreement that covers said property.
IN IYITNESS XIIIEREOF, the parties hereto have entered into this Memor-
andum of Agreement by their respective officers thereunto duly authorized, as of the
19th d8y of Mareh, 1984.
VILLAGE OT BUPFALO GROVE, COOK
ILLINOIS
(sEAL)
Attest:
{
(SEAL)
Attest
;ITYI;u)rr"af
CIerk
President
RICHCO PLASTIC CO.
It
By
Its
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a