Loading...
HomeMy WebLinkAboutOrdinance #4426 - Financing of the Opera House Lot for $2.5 million with MidAmerica National Bank STATE OF ILLINOIS) ) SS. COUNTY OF FULTON) CERTIFICATE I, Andi Smith-Walters, certify that I am the duly elected City Clerk of the CITY OF CANTON, FULTON COUNTY, ILLINOIS. I further certify that on September 17, 2024. the City Council of such municipality passed and approved Ordinance #4426 entitled: AN ORDINANCE AUTHORIZING FINANCING OF THE OPERA HOUSE LOT DEVELOPMENT IN THE AMOUNT OF $2.5 MILLION WITH MIDAMERICA NATIONAL BANK The ordinance attached is a true and correct copy of the ordinance adopted by Canton City Council. DATED AT CANTON, ILLINOIS, THIS 17th DAY OF September, 2024 Seal di Smith-Walters, ity Clerk ity of Canton, Illinois ORDINANCE NO. 4426 AN ORDINANCE AUTHORIZING FINANCING OF THE OPERA HOUSE LOT DEVELOPMENT IN THE AMOUNT OF $2.5 MILLION WITH MIDAMERICA NATIONAL BANK WHEREAS,the City of Canton, Fulton County, Illinois ("City"), is a non-home rule unit of government; WHEREAS, the City has the authority to promote the health, safety, and welfare of the City and its citizens and to encourage development,job creation, and/or the full utilization of real estate; WHEREAS, pursuant to the Illinois Business District Development and Redevelopment Act (65 ILCS 5/11-74.3-1 et seq.), as amended (the "BDD Act"), the City established the Canton Business Development District No. 1 (the "Business District" or"BDD") on March 15, 2022, by approving Ordinance No. 4281; and WHEREAS, on September 30, 2022, the City approved the First Amendment to the Business District by approving Ordinance No. 4307 and further ratified the First Amendment on October 5, 2022 by approving Ordinance No. 4315; and WHEREAS, pursuant to Illinois Statute 65 ILCS 5/8-1-2.5, the City has the authority to appropriate and expend funds for economic development purposes; and WHEREAS,pursuant to the BDD Act,the City has the authority to incur eligible business district project costs; WHEREAS,Section 8-1-3.1 of the Illinois Municipal Code(65 ILCS 5/8-1-3.1)provides, in part: The corporate authorities may also borrow money from any bank or other financial institution provided such money shall be repaid within 10 years from the time the money is borrowed. The mayor or president of the municipality, as the case may be, shall execute a promissory note or similar debt instrument, but not a bond, to evidence the indebtedness incurred by the borrowing. The obligation to make the payments due under the promissory note or other debt instrument shall be a lawful direct general obligation of the municipality payable from the general funds of the municipality and such other sources of payment as are otherwise lawfully available. The promissory note or other debt instrument shall be authorized by an ordinance passed by the corporate authorities and shall be valid whether or not an appropriation with respect to that ordinance is included in any annual or supplemental appropriation adopted by the corporate authorities. The indebtedness incurred under this Section, when aggregated with the existing indebtedness of the municipality, may not exceed the debt limitation provided in Section 8-5-1 of this Code. "Financial institution" means any bank, savings bank, savings and loan association, or credit union established under the laws of the United States, this State, or any other state; any regional planning commission or joint regional planning commission established in accordance with Section 5-14001 or Section 5- 14003 of the Counties Code; or the Illinois Finance Authority; WHEREAS,the City desires to construct a new plaza on the former opera house lot located at East Side Square, Canton, IL 61520 (the "Project"), which the City Council finds will promote the health,safety, and welfare of the City and its citizens and encourage development,job creation, and/or the full utilization of real estate in downtown Canton; WHEREAS, in order to finance the Project, the City desires to borrow Two Million Five Hundred Thousand and No/100 Dollars ($2,500,000.00) from MidAmerica National Bank in Canton, IL (the "Loan"); WHEREAS, the City intends to use funds from the Loan for economic development purposes and to repay the Loan with funds generated by the BDD; WHEREAS, the City Council of the City of Canton has determined that it is necessary and in the best interest to execute the Loan with MidAmerica National Bank in order to develop the Project. NOW, THEREFORE, BE IT ORDAINED BY THE MAYOR AND THE CITY COUNCIL OF THE CITY OF CANTON, FULTON COUNTY, ILLINOIS AS FOLLOWS: 1. The Mayor and City Treasurer are hereby authorized to execute and deliver the Promissory Note (substantially in the form attached hereto as Exhibit A), Commercial/Ag Loan Applications, Disbursement Requests and Authorizations, Governmental Certificate(s), any and all other documents (collectively "loan documents") necessary to obtain the Loan from MidAmerica National Bank in an amount not to exceed $2,500,000.00 (plus other reasonable taxes and fees). 2. The loan documents to accomplish the foregoing Loan shall not have term that exceeds ten (10)years. 3. This Ordinance shall be in full force and effective immediately upon its passage by the City Council of the City of Canton and approval by the Mayor thereof. PASSED AND APPROVED THIS 171h day of September, 2024. AYES: Alderpersons Grimm,Nelson, Lovell, Hale, Gossett, Ketcham, Lingenfelter NAYS: None ABSENT: Alderperson Chamberlin By: Kent McDo , ayor APPROVED: ATTEST: Andrea 1. Smith-Walters, City Clerk EXHIBIT A See Attached Promissory Note. PROMISSORY NOTE Principal Loan Date Maturity Loan No Call/Coll Initials $2,500.000.00 09-13-2024 09-13-2034 9020 Hcicrences in the boxes above.ire for Lender's use only and do not limit the opplicabilily of this document o any particular loan or Iterr An item above containing.. has boon ornilled due to text longlh limitations 2 N MAIN ST CANTON CANTONJL 61520-2618 100 W ELM STREET CANTON,IL 61520-2514 (309)647-5000 Principal Amount: $2,500,000.00 Dato of Note: September 13, 2024 PROMISE TO PAY. CITY Of CANTON("Borrower")promises to pay to MIDAMERICA NATIONAL BANK ("Lender"),or order,In lawful money of tho United States of America,the principal amount of Two Million flvo Hundred Thousand&00/100 Dollars($2,500,000.00),together with intorest on tho unpaid principal balanco from Seplombor 13, 2024,untl paid full PAYMENT. Subject to any paymont changos rosulling from changes in the Index,Borrower will pay this loan in accordance with the following paymont schodulo. which calcutalos intorost on tho unpaid principal balances as described in tho "INTEREST CIILCUL11TION METIIOP" paragraph using tho i111orost rates doscribod in this paragraph: 5 annual consoculivo principal and Intorost payments In the loitlal arnounl of $324,892.70 oath,beginning September 13 2025,with intorost calculated on tho unpaid principal balancos using an intorost rate of 5.000%: 4 annual consecutive principal and ntorost payments in tho Iniliat ostimatod amount of$348,533.07 each,beginning September 13, 2030.wHh Interest calculated on tho unpaid principal balances using an interest rate based on tho Weekly Average Yield on five(5)Year U.S.Treasury Securities(currently 3.560%),plus a margin of 4.000 porcontago points,resulting in an initial interest ralo of 7.560%;and ono principal and interest payment of 5348,533,07 on Soplombor 13, 2034,with Intorest calculated on Iho unpa d principal balances using an interest ralo basod on tho Wookly Avorogo Yiold on Fivo(5) Year U.S.Treasury Socuritios(curronlly 3.560%),plus a margin of 4.000 porccntage points,rosulling in an initial intorost rato of 7.5130%. This ostimatod final paymont Is basod on the assumption that all payments will bo made exactly as scheduled and that the Indox dots not chango;tho actual final payment will be for all principal and accrued interest not yet paid,togolller with any other unpaid amounts under this Noto. Unloss othorwiso agroed or roqulrod by applicable IJw,payments will be applied first to any accrued unpaid interest.then to orncipal.then to any unpaid collection costs,and thon to any lato charges.Any accrued inlorost not paid when duo is added to principal and thereafter will accruo Intorost as principal.Borrowor will pay Lender at Lander's address shown abovo or at such othor Place as Lender may designate in writing. VARIABLE INTEREST RATE. mi nterest ralo on this Nolo is subject to chango from linw Io time Ixtscd on changos in an indepondent index whit,is Iho Weekly Avcmgo Yield011I'ivo(5)Year U.S.Treasury Socurili<>s(Iho"Index"). Tho Innox is not nocoss my tho lownsl ralo charoed by Londnr on its loans. If lender det0m1111es.In its sole discretion,that the index for U1is Note h.as b<.-lc0<ne unavailable or unreliable.either temporarily,indclFiotloly, or permnnontly,during tho loun of this Noto, Lender may amend Ihis Note by designating a substantially simikir substitute index. lender may also amend and adjust any margin co,responding to tho Indox.being substitulod to accompany tho substitute index Ma,giris corresponding to tho Index are described in the"Paymoflts"soclion. The chango to Iho margin may be a positive or nogative value. or zero. In making these amendments. Lender may take into considerauon any then-preva ling market convent on for selecting a subslilulo index and margin for the specific Index that is unavailable or unreliable. Such an amendment to the terms of this Note will become etuctive and bind norrower 10 business days after Lender olves written nolico to Borrower without any action or conscril or the Borrower. Londo, will tell Borrower the current Index rate upon Borrower's requost. T110 intorost rate change will not occur more often than each Five Years. Borrower understands that Lender may mnko lo.,ins based on other rates as wolL Tho Indox currently is 3.560'10 per annum, The inlc,est rate or rates to be applied to the unpaid principctl balance Outing 111i Note will be tho rato or rates sot rortti heroin in the•puymoni section. Notwithstanding any other provision of this Note after tile first payment stream.the Interest r8le for each subsequent payment stream will be effective as of the due date of the Iasi payment in the just-ending payment sl,eam NOTICE: Under no circumstances will tho i„tcresl rate on this Note be more than the maximum ralo allowed by applic.ible law Whenever changes occur in the inlerosl role.Leridor at its ophcl 11, may do one or more of the following: (A) change the amounts of Borrowefs pay,nents to m innin 11,e origo,al amortization scilP.d;te. (BJ increosc 13orrowcr's payments to cover accruing interest if the inloresl rate octjustmonl is:w incroasc, (C) chango tho nurnl>or or Borrowers m,yrncnls,rind (0) conlimlc Oorrowcr's payments at the some amount anddlanye Borrower's Iin;JI paynlcnt mnount. INTEREST CALCULATION METHOD Interest on tl 1 is Note s computed on a 365/360 basis;that is, by applying tho ratio of the Interest rate ovor 0 year of 360 cloys. multiplied by the outstanding principal balance, multiplied by the ocluat number of days tho principal balance is outstanding. All interest payablo under this Note Is computed using th.s method. PREPAYMENT. Oorrower may pay without pon Ity all or a portion of tho amount owod oart,or Ihnn it is duo, G.arly payments will no(.unless ugr<„1Od to by Lendor in writing,relieve Borrower of Borrowers obl,gntion to cont,nuc to,nuke payments under Ulc payment schedule. Rolher, cmly payments will roduce the principal balance due:and may result in Borrower's making rowerpilymcnl$, 8orrowor agrees not to send Lender payments marlcod"paid in full "Without recourse- or similar language. If Borrowor sonds sucil a payment, Lender may accept it will lout losing any of Lender's rights under Ihis Nole, and Borrower will remain obligated to pay any further amount owed to Lendor. All written communications concoming disputed amounts. including any check or other payment instrument that Ind caies that tho paymeni constitutes "paaymont In full"'of tho amount owed o, that is tondomd with othel'conditions or limitations or asfull satisfaction of a disputed amount must be mallod or dollvorod to MIDAMERICA NATIONAL BANK,CANTON,100 W ELM STREET,CANTON,IL 61520-2514. LATE CHARGE. If a payment is 10 days or more late Borrower will be charged 5,000%of tho regularly scheduled payment or$25,00, whichovor is greater. INTEREST AFTER DEFAULT. Upon deluutt,including fa,turo to pay upon Imai maturity,the interes,trite on this Note shall be intro sod I>y adding an additional 5.000 percentage point margin("Dcfaull Hate Margin") I he Dolault halt Mnrgin shall also apJ Y to oaclt succeeding inlP.u=l t<()le ctu:ni th.)t would have opplied had there been no default Arter maturity,or arter this Note would have mntured had there been no dofoull.the Ocfrtutl Rate Margin will continue to apply to tho final iotorost rote doscrihod in this Noto Howovor.in no ovool will tho interest r.:.ltu exceed the maximum interest rate Jin,Hntions under 1.1pplicsWo law. DEFAULT.E ch or the following shall constitute M event or default C'Evcnl of Dolaull")under this Noto Payment Dofoult.Borrower fails to make any payment when due under this Note. Olhor Defaults. Borrower fails to comply with or Io perform any other term obligation covenant or condition contained in U>is Note or in any or I're related documents or to comply with or to perform any term.obligabo,1,covenant or condition contained:n any 011\er agreement IW-Iwoon Lender and Borrower Default in Favor of Third Panics. Dorrower or any Granlor defaults under any loan,extension of credit.security agreement, purchase or sales agreement or any other agreement.in lcwor of any othor croditor or porson Ih;it may maiorially aflecl any of Borrower's property or lorrower's ab,lily to repay this Note or perform Borrower's obhgations under this Note or any of Iho rcl lod documonts Falso Statements.Any warranty,representation or statement made or fumisl1 ed to Lender by Borrower or on Oorrowers bellnif ul 1der It 1 is Nole or the related docwnenis is false or misleading in any material respect,oilhc,r now or nl iho time made or luniishcd or bccorrJCis lat o or misloadmg at any hmo Ihercaflor. Ooamor Insolvency. 'rhed<wU,of 130r,owc,o, the dissolution orlermin lion of Do"owc,-s cxstcocc as a going ousil"less.Iho insolvency of Oor,owe,.th<appointn!cnl of a receive=ror any part of Borrower's propetly,any assigruncnt for tho beticht of c;rec.Jilors,any typo of c<ctlitor workout.or Iho commencement of any proceeding under any bankruptcy or insolvency laws by or auainst Horrowcr. Crndilor or Forfoituro Procoedil 19s. Commonconi of foreclosure or forleiluro prococdings wholhor by ju ic,J'procooding.sell-help, 1<:p<)ssession or any other method,by any or ditor of Borrow r or by any governmental agency against uny collateral securing Uw loun. his incudes a garnlshrri of any of Borrowors accounts.including deposit accounts.with lender,I lowcvcr,this Event of Oefoull shall not appty if there is a good faith dispute by Oorrower as to the validity o.reasonablontJss or the claim which is the basis of the creditor or forfoiluro proceeding and if Borrower gives Lendor written notice of the creditor or forloituro procooding and deposits with lender monies or u suroty be>ncJ for the creditor or rorlolture procooding.in an o,nounl dotormined by Le<wor,in Its solo ri scrotion,85 boino nn nooquato fosorvt;ior liond for tho dispute Events Affecting Guarantor. Any of the preceCling ovent s occurs with respecl to any ouomntor.oudursor.surety,ar accom,uo<lation p,uly of at ly of U111.1<Iubtcdncss or any 9u ra„tor,endorser,surely,or acl,,oml00dall011 patty,nos or bt-comos 11`100111potul11,or ruv0kos or disout'S the v111icffty ol. or ttablllty uni tat,ntlyiivarnnty of tho(n(lo todnuss ovldol lcl'ld by this Note. Advorso Ch ngo. A rwtotinl ItdvJrsn dmtl(fC ocC1 Ks in Borrower's nnw,d:11 c<>1 Clltk>l 1,or Lot I l for bol/r.vos tho prosl l ocl of paymunt or pilrfol rn 1 nco of this Noto IG nipalrod In socurlly. LentSor In 00od faith belieYCSII:;oU Ipscc;oru. PROMISSORY NOTE Continued) Page 2 LENDER'S RIGllrs, Upon default,Lendor may docJare the ontiro unpaid principal balance under this Note and>ill;,r.cruod unpaid inlcresl immediately duo.and Ihon Oorrower will paythat;JmounL ATTORNEYS'FEES:EXPENSES. Lendor may hire or pay sornoo110 else Io Ilolp collccl 1111 s Note it Borrower floes 1101 pay. Borrower will pny Inndcr Ihat at 1 tounl Illis includes. subject to any hi-nits under appllcablo law. Lr riders>-1 ltomcys'Ices anti Lcndc,i s legal cxtx,nscs. whulhc.i or not thcro is a I(lwsuit including i Jtlomoys'roo!:i o><oon$OS ro,bankruptcy procoodings (inclucl ing orrorts to modify or VdCcllo el ny aulomalic sltiy or injunction}.trod appoals. If not prohib tod Uy applicablo law,Horrowor also will pay any court c.:.o:,.ts, in addiliou to All olhcr sums plovidod I>y I,iw. GOVERNING LAW.This Nolu will bo govomud by fodcmtl law applicablo to L nder and.to the extent not pnwmpted by federal Jaw the laws of tho Stato of Illinois without rogard to its conflicts of law provisions. This Noto has boon accoptod by Lond(Ir In tho Stato of Illinois. CHOICE OF VENUE.II thorn is a lawsuit Borrower agrees upon Londe(s roquesl 10 submit to tho Jursdiction of Iho courts of FULTON County. SI to of Illinois, CONFES:AON OF JUDGMENT. 13orrowor hereby,n ovocably authorizes and ompowor_any atlomoy-ut-law to appear in any court of record and to conless judgment against Borrower for the unpaid amount of this Noto as evidenced by on allidavit signed by an officer of Lender suiting forth tho amount then due,attorneys'fees plus costs of suit and to release all errors. and waive all ril)hls or appeal. If a copy or this Note. vorifiod by an arridavit.shall have boon tilod in tho procooding,it will nol I>o n000ssary to filo tho original as a wa"ant of attornoy- Oorrowor waivos tho right to any slay of oxoculion and tho bonofR of all exornption laws uowor horoaftor in offoct. No singk?oxcrciso of tho lorngoiog warrant and power to conress judgment willbedeemed to oxhausl tho powor,wholllor or not;,my such oxorciso shull bo hold by any cou,1 to be Invalid.voidublc,or void;bul Iho power will continuo untfiminishod and may bo oxorcisod from limo to luno as Lam.for may olocl unhl c.111 amounts owing 011this Note have been paid in full. Borrower hereby waives and rcicmws any and ad claims or causes of action which Oo<rowc, might have againsl any Homey acting under the terms of authority which Botrowcr has oranted herein arising out of or c.:onuoctod with the confossioo or jutlgmeol homuruJcr. IIISIIONOREO ITI.:M FEE. Borrower will paya foe,to I mdcr of$?0.00 if Ilorrowcr mnkns a pay,mmt on I!orrower's loan an<f tho<:hock or proauthoritod d\,l1 u with which Uormwor paysis I-Itor dishonored, RIGIIT OF SEIOr-F. to the cxtt-nl peml11led by applicable law.Lender reserves a right of setorr in nll Borrower's accounts wolh(.ender(whether chcckil19,s:Jvinns.or some other account) This includes all accoun15 Borrower hods jointly willi somcono clso mid ull accounts Uorrowcr may open in the future. I lowcvnr. this dons not include any IRI\or Keogh accounts.or any Irusl ilccounls for which scloll wol111J be prohibited by law. Oorrowor 11 uthorizos Londcr,to the oxtcnl pormiftcd by applicable law to charge or soloH all sums owi(ig on the debt allail1 st any and;)II such cc<>tmts,and.at Londors option.to adrriinislral ivoly t,00zo all such accounts to nlluw Lori to protect Lond<)r'S cfwrgo at l d sotoH rights proviUv!J in this parayrnl)h, COLLATERI\L Ilorrowcr acknowlodgos this Nolo is sccurod by UNSECURF_IJ LOAN COVENANTS,IIOHHOWEH TO PHOVIDF.ANNUAL AUDITED FINANCINS.:ATEMENfS. ORAW OOVVN LINE OF CREDIT/STRAIGHT LINE OF CREDIT. TIIIS NOTE EVIDENC[S A STRAIGHT LINE OF CHElllf.ONCE I I1 I: !'01N AMOUNT Or-PIIINCIPAL I IAS BEEN AOVANCEO.UORROWER IS NOT ENTITLED 10 FUIUIIEH LOAN ADVANCES.N)VANCES IJNOEH 1111S NOTE. AS VVEU. AS DIIIECTIONS FOil PAYMENT FIIOM IJOHROWER'S ACCOUNIS. MAY BE HI'OLJESIFD 0llALI.Y OR IN WI{IIING IIY tlOHROW ER OR BY AN AUTHORIZED Pt:HSON LENDER MAY OUT Nt:ED NOT REOUII{E TIIAT All OIV\I RCCIIJESIS BE CONr-HIMEO iN WHIIING. SUCCESSOR INTERESTS I he terms of this Nole sh II bo binding upon llorrowcr alld upon Ilorrowor's hairs personal rcprescnlaltves. '-.u<cnsso,s,indm:sifJI\S t.ndshallinurolothobonolitofl,cmdor,mdilssucc<.ssorsalldassigns. NOTIFY US OF INACCURATE INFORMATION WE REPORT TO CONSUMER REPORTING AGENCIES. Borrower may notoly Londcr ii Lcndc,r nr is any inaccuralo info,rnatlon about Borrower's account(s)to a consumer roportiny aooncy,Borrower's wrilton 1 lotico<.fcsc,il.,ing the spoc,thc i11mx uracy(ios)should bo sent to Lender at the following ddress.MIDAM[HI(;A NAHON/IL BANK,CANTON,100 W ELM SIHL;I;f, CAN ION.11 61?.O-2 14. GENERAL PROVISIONS, If any part of this Nole c'lnool be eoforcod this foci w-I I not alfucl the rost of tho Nolo. Londcr may delay or lorgo onforcin!)any of its rights or remedies under Ihis Noto wilhoul losing them. Oorrowor and any olhcr person who signti, guaranlcos or endorses Itus Note Io the extent !lowed by law,waive presentment,demand for payment. and nolico or Uishonor. Upon any change in Iho terms of this Noto,and unlcs otherwise expressly sttltud In writing,110 party who signs this Noto,whcthor as mtlko,.guarantor.accomnlC)UDlion maker or ondom,r,shall L>o roloasod from liability. /Ill such parties agrco that Londor may ronow or extend (ropouleuly and for any Ionglh of mo)IlVs loan or roloaso any party or guarantor or collateral:or impair fail to roali?.o upon or potfocl londor's socurily Inlorosl In 11,0 collateml,and iko anyolhor action doomod n000ssa,y by Lender wilhoul tho oonsonl of or nolico to anyoM. All such parlios also agree that I.endor mmy mollify this loan without Iho conscnl of Or nolico to anyone othor than tho pa,ty with whom the modilic<Jtion is made the obligations undc.thil:i Nolo mu joil\I nndscvcmI PRIOH TO SIGNING TIIIS NOTE,BORROWER REAU ANO UNDERSTOOD ALL TttE PHOVISIONS OF IIIIS NOTE,INCLUDING NE VAIIIAIILE iNTEHEST IIATE PIWVISIONS OORROVVER AGIIEES TO TIIE TERMS OF TIIE NOTE 0011HOWEI{ACKNOWLEDCES RECEIPT OFA COMPLEfEU COPY OF TIIIS PROMISSORY NOTE. OORIIOWEII: CITY OF CANTON By: By: KENTMCDOWELL MAYOR of CITY OF CANTON CRYSTALWILKINSON,CITY TREASUREiforclTY OFCANTON ..+�... ...it c. •...... ���.. .r t.,. y•n....-- .=MN 4a�C Yls�/11!