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HomeMy WebLinkAboutResolutions - 2001.03.08 - 26489March 8, 2001 MISCELLANEOUS RESOLUTION #01059 BY: PLANNING AND BUILDING COMMITTEE, CHARLES E. PALMER, CHAIRPERSON IN RE: PLANNING AND ECONOMIC DEVELOPMENT SERVICES DIVISION RESOLUTION APPROVING PROJECT PLAN (DATA REPRODUCTIONS CORPORATION PROJECT) - CITY OF AUBURN HILLS To Oakland County Board of Commissioners Chairperson, Ladies and Gentlemen: WHEREAS The Economic Development Corporation of the County of Oakland (the "EDC") has recommended that the Board of Commissioners approve the Project Plan required by the Economic Development Corporations Act (the "Act") for the captioned Project, a copy of which has been presented to this meeting (the "Project Plan"); and WHEREAS the EDC's recommendations to the Board of Commissioners were based upon its determinations that the Project is reasonable and necessary to effectuate the purposes of the Act and that the Project Plan satisfies all of the requirements of the Act regarding project plans; and WHEREAS the governing body of the City of Auburn Hills, Oakland County, Michigan, has also approved the Project Plan and given its consent to the exercise of jurisdiction over the Project by the EDC; and WHEREAS the Board of Commissioners has held a public hearing to consider whether the Project Plan constitutes a public purpose as contemplated by the Act; and WHEREAS the Board of Commissioners, following such public hearing and its review of the Project Plan, concurs in the determinations of the EDC with respect thereto; NOW THEREFORE BE IT RESOLVED that the Project Plan is hereby determined to constitute a public purpose as contemplated by the Act and is hereby approved; and BE IT FURTHER RESOLVED that the EDC is hereby authorized to take such steps as are necessary to implement the Project and the financing thereof by the issuance of its limited obligation revenue bonds as contemplated by the Project Plan; and BE IT FURTHER RESOLVED that the County Clerk is hereby directed to provide four certified copies of this resolution to the Assistant Secretary of the Board of the EDC. Chairperson, on behalf of the Planning and Building Committee, I move the adoption of the foregoing resolution. PLANNING AND BUILDING COMMITTEE Planning & Building Committee vote: Motion carried on unanimous roll call vote with Palmer absent THE ECONOMIC DEVELOPMENT CORPORATION OF THE COUNTY OF OAKLAND Oakland County, Michigan Data Reproductions Corporation Project PROJECT PLAN CONTENTS 1. Summary Description of Project (Page 1) 2. Project Plan Certification by Company (Page 2) 3. Statutorily Required Information (Page 3) 4. Exhibits "A" - Project Area Legal Description "B" - Letter of Credit or Bond Purchaser's Commitment Letter "C" - Company Certificate Regarding Transfer of Employment - Company Certificate Regarding Payment of Prevailing Wages Other PROJECT PLAN SUMMARY DESCRIPTION OF DATA REPRODUCTIONS CORPORATION PROJECT OWNER OF PROJECT: Data Reproductions Corporation, a Michigan corporation, and Riverwalk Properties L.L.C., a Michigan limited liability company CONTACT PERSON: Dennis M. Kavanagh Data Reproductions Corporation 4545 Glenmeade Lane Auburn Hills, MI 48326 (248) 371-3700 LOCATION OF PROJECT: Auburn Hills, MI PROJECT AREA/DISTRICT AREA: See Exhibit A NATURE OF PROJECT: The project consists of the acquisition and installation of certain machinery and equipment for use in operating an existing manufacturing facility (the "Project"). EMPLOYMENT CREATED OR RETAINED: Approximately 12 permanent jobs TOTAL PROJECT COST: $3,650,000 BONDS TO BE ISSUED: $3,500,000 LETTER OF CREDIT ISSUER OR BOND PURCHASER: Comerica Bank DATE AND EXPIRATION DATE OF LETTER OF CREDIT OR BOND PURCHASE COMMITMENT: Letter of Credit Commitment is dated February 5,2001 and will expire May 1, 2001. PROJECT PLAN CERTIFICATION THIS PROJECT PLAN WAS PREPARED FOR THE ECONOMIC DEVELOPMENT CORPORATION OF THE COUNTY OF OAKLAND IN ACCORDANCE WITH THE REQUIREMENTS OF THE ECONOMIC DEVELOPMENT CORPORATIONS ACT, ACT NO. 338 OF THE MICHIGAN PUBLIC ACTS OF 1974, AS AMENDED. THE UNDERSIGNED HAS PROVIDED ALL OF THE INFORMATION CONTAINED HEREIN AND HEREBY CERTIFIES AS TO THE ACCURACY AND VALIDITY OF SUCH INFORMATION AS OF THIS DATE. THE UNDERSIGNED UNDERSTANDS THAT THIS PROJECT PLAN IS STATUTORILY REQUIRED AND, IF IT CONTAINS ANY MATERIAL MISREPRESENTATION OR INACCURACY, COULD RESULT IN THE INVALIDATION OF THE ECONOMIC DEVELOPMENT CORPORATION PROCEEDINGS REGARDING THE PROJECT TO WHICH THE PROJECT PLAN PERTAINS. DATA REPRODUCTIONS CORPORATION, a Michigan corporation By: Dennis M. , Its: President Dated: February 12, 2001 2 PROJECT PLAN STATUTORILY REQUIRED INFORMATION REGARDING DATA REPRODUCTIONS CORPORATION PROJECT I. THE LOCATION AND EXTENT OF EXISTING STREETS AND OTHER PUBLIC FACILITIES WITHIN THE PROJECT DISTRICT AREA; THE LOCATION, CHARACTER, AND EXTENT OF THE CATEGORIES OF PUBLIC AND PRIVATE LAND USES NOW EXISTING AND PROPOSED FOR THE PROJECT AREA, INCLUDING RESIDENTIAL, RECREATIONAL, COMMERCIAL, INDUSTRIAL, EDUCATIONAL, AND OTHER USES; AND A LEGAL DESCRIPTION OF THE PROJECT AREA: The Project Area/District Area are comprised of the premises on which Data Reproductions Corporation currently conducts its commercial printing business in Auburn Hills, Michigan. No public uses exist or are planned for such property. Legal description of Project Area attached as Exhibit A. II. A DESCRIPTION OF EXISTING IMPROVEMENTS IN THE PROJECT AREA TO BE DEMOLISHED, REPAIRED, OR ALTERED; A DESCRIPTION OF REPAIRS AND ALTERATIONS; AND AN ESTIMATE OF THE TIME REQUIRED FOR COMPLETION: The existing Project Area will be altered only to accommodate the location of the newly acquired machinery and equipment. III. THE LOCATION, EXTENT, CHARACTER, AND ESTIMATED COST OF THE IMPROVEMENTS, INCLUDING REHABILITATION CONTEMPLATED FOR THE PROJECT AREA, AND AN ESTIMATE OF THE TIME REQUIRED FOR COMPLETION: Data Reproductions Corporation is a commercial business printer. The Project consists of the acquisition and installation of certain machinery and equipment for use in operating an existing manufacturing facility. It is expected that the machinery and equipment will cost approximately $3,500,000. Another $150,000 has been budgeted for costs associated with issuing the bonds. The Project will start in March, 2001 and is expected to be completed by May, 2001. (See also IV for more detail) 3 IV. A DESCRIPTION OF THE CONSTRUCTION OR STAGES OF CONSTRUCTION PLANNED, AND THE ESTIMATED TIME OF COMPLETION OF EACH STAGE: Acquisition of machinery: March, 2001 Begin installation: March, 2001 Complete installation: April, 2001 (See also III) V. A DESCRIPTION OF THE PARTS OF THE PROJECT AREA TO BE LEFT AS OPEN SPACE AND THE USE CONTEMPLATED FOR THE SPACE: No alteration will be made to the existing open space. VI. A DESCRIPTION OF PORTIONS OF THE PROJECT AREA WHICH THE ECONOMIC DEVELOPMENT CORPORATION OR THE COMPANY DESIRES TO SELL, DONATE, EXCHANGE OR LEASE TO OR FROM THE MUNICIPALITY AND THE PROPOSED TERMS: Not Applicable VII. A DESCRIPTION OF DESIRED ZONING CHANGES AND CHANGES IN STREET, STREET LEVELS, INTERSECTIONS AND UTILITIES: None VIII. A DESCRIPTION OF THE PROPOSED METHOD OF FINANCING THE PROJECT, INCLUDING ATTACHMENT OF A COPY OF THE LETTER OF CREDIT OR BOND PURCHASER'S COMMITMENT LETTER: The Project will be financed with tax-exempt bonds issued by the Economic Development Corporation of the County of Oakland, privately placed by Comerica Securities, and secured by a Comerica Bank direct pay letter of credit. Copy of Letter of Credit commitment attached as Exhibit B. 4 IX. A STATEMENT REGARDING THE PAYMENT OF PREVAILING WAGE AND FRINGE BENEFIT RATES AS DETERMINED PURSUANT TO ACT NO. 166 OF THE MICHIGAN PUBLIC ACTS OF 1965, AS AMENDED (REGARDING WAGES ON STATE CONTRACTS): Company certificate regarding payment of prevailing wages attached as Exhibit D. X. A LIST OF PERSONS WHO WILL MANAGE OR BE ASSOCIATED WITH THE MANAGEMENT OF THE PROJECT FOR A PERIOD OF NOT LESS THAN 1 (ONE) YEAR FROM THE DATE OF APPROVAL OF THE PROJECT PLAN: Dennis M. Kavanagh, President XI. DESIGNATION OF THE PERSON OR PERSONS, NATURAL OR CORPORATE, TO WHOM THE PROJECT IS TO BE LEASED, SOLD OR CONVEYED AND FOR WHOSE BENEFIT THE PROJECT IS BEING UNDERTAKEN, TO THE EXTENT THAT INFORMATION IS PRESENTLY AVAILABLE: The Project is being undertaken for the benefit of Data Reproductions Corporation, which will have operations within the facility, and Riverwalk Properties L.L.C. , which will own the machinery and equipment that will be leased to Data Reproductions Corporation XII. IF THERE IS NOT AN EXPRESS OR IMPLIED AGREEMENT WITH A PERSON OR PERSONS, NATURAL OR CORPORATE, THAT THE PROJECT WILL BE LEASED, SOLD, OR CONVEYED TO THOSE PERSONS, THE PROCEDURES FOR BIDDING FOR THE LEASING, PURCHASING OR CONVEYING OF THE PROJECT UPON ITS COMPLETION: Not Applicable XIII. ESTIMATES OF THE NUMBER OF PERSONS RESIDING IN THE PROJECT AREA AND THE NUMBER OF FAMILIES AND INDIVIDUALS TO BE DISPLACED. IF OCCUPIED RESIDENCES ARE DESIGNATED FOR ACQUISITION AND CLEARANCE, INCLUDE A SURVEY OF THE FAMILIES AND INDIVIDUALS TO BE DISPLACED, INCLUDING THEIR INCOME AND RACIAL COMPOSITION, A STATISTICAL DESCRIPTION OF THE HOUSING SUPPLY IN THE COMMUNITY, INCLUDING THE NUMBER OF PRIVATE AND PUBLIC UNITS IN EXISTENCE OR UNDER CONSTRUCTION, THE CONDITION OF THOSE IN EXISTENCE, THE NUMBER OF OWNER-OCCUPIED AND RENTER-OCCUPIED UNITS, THE ANNUAL RATE OF TURNOVER OF THE VARIOUS TYPES OF HOUSING AND THE RANGE OF RENTS AND SALE PRICES, AN ESTIMATE OF THE TOTAL DEMAND FOR HOUSING IN THE 5 COMMUNITY, AND THE ESTIMATED CAPACITY OF PRIVATE AND PUBLIC HOUSING AVAILABLE TO DISPLACED FAMILIES AND INDIVIDUALS: Not Applicable XIV. A PLAN FOR ESTABLISHING PRIORITY FOR THE RELOCATION OF PERSONS DISPLACED BY THE PROJECT IN NEW HOUSING IN THE PROJECT AREA: Not Applicable XV. PROVISION FOR THE COSTS OF RELOCATING PERSONS DISPLACED BY THE PROJECT AND FINANCIAL ASSISTANCE AND REIMBURSEMENT OF EXPENSES, INCLUDING LITIGATION EXPENSES AND EXPENSES INCIDENT TO THE TRANSFER OF TITLE, IN ACCORDANCE WITH THE STANDARDS AND PROVISIONS OF THE FEDERAL UNIFORM RELOCATION ASSISTANCE AND REAL PROPERTY ACQUISITION POLICIES ACT OF 1970, 42 U.S.C. 4601 TO 4655: Not Applicable XVI. A PLAN FOR COMPLIANCE WITH ACT NO. 227 OF THE MICHIGAN PUBLIC ACTS OF 1972, WHICH PERTAINS TO PROVIDING FINANCIAL ASSISTANCE, ADVISORY SERVICES AND REIMBURSEMENT OF CERTAIN EXPENSES TO DISPLACED PERSONS: Not Applicable XVII. OTHER MATERIAL AS THE ECONOMIC DEVELOPMENT CORPORATION, LOCAL PUBLIC AGENCY, OR GOVERNING BODY CONSIDERS PERTINENT: Not Applicable 6 EXHIBIT A DATA REPRODUCTIONS LEGAL DESCRIPTION PARCEL 1 DESCRIPTION: A PARCEL OF LAND IN THE NORTHEAST 1/4 . OF SECTION 3, T.3N., R.10E., CITY OF AUBURN HILLS, OAKLAND COUNTY, MICHIGAN MORE PARTICULARLY DESCRIBED AS. FOLLOWS: • COMMENCING AT THE EAST 1/4 CORNER OF SAID SECTION 3, T.3N., R.10E.; THENCE ALONG THE EAST LINE OF SAID SECTION 3. N.001 8°48. E., 1226.30 FEET; THENCE S.89'59'10°W., 1162.08 FEET; THENCE N.0017'30'6 E., 201.26 FEET; 'THENCE N.00"27s50" E.. 94.37 FEET TO THE POINT • OF BEGINNING; THENCE N.89'59'10*E., 558.67 FEET; THENCE N.144645E., 150.00 FEET; THENCE N.41'30'52'6E., 30-00 FEET TO A POINT ON THE RIGHT-OF-WAY LINE OF GLENA4EADE ROAD: 'THENCE ALONG SAID RIGHT-OF-WAY LINE ON 'THE ARC OF A NON-TANGENT CURVE TO THE RIGHT 149.45 FEET, SAID CURVE HAVING •A RADIUS OF 80.00 FEET, A CENTRAL . ANGLE OF 1077:D00'5T AND A CHORD • BEARING AND . DISTANCE OF • N.05'01 -zr E., 128.65 FEET; THENCE S.82'59'1 crw., 625.71 FEET; - THENCE S.00-27'50. W., 295.63 FEET TO THE POINT OF BEGINNING AND CONTAINING 4.00 ACRES MORE OR LESS. SUBJECT TO EASEMENTS OF • RECORD. 14-3-226-011 PARCEL 2 DESCRIPTION: A PARCEL. .OF LAND IN THE NORTHEAST 1/4 OF SECTION 3, T3N., R.10E., CITY OF AUBURN HILLS. OAKLAND COUNT!, MICHIGAN MORE PARTICULARLY DESCRIBED AS FOLLOWS: • • COMMENCING AT THE EAST 1/4 CORNER OF SAID SECTION 3, T.3N., R.10E.; THENCE ALONG THE EAST LINE OF SAID SECTION 3. N.00'18°48" E.. • 1226.30 FEET; THENCE S.89'59'10°W., 499.65 FEET TO THE POINT OF BEGINNING: THENCE s.arsricrw.. 682.43 FEET; THENCE N.0017'30r E.. 201.26 FEET; THENCE N.Orr27'50°E., 94:37 FEET; THENCE N.89'59•10.E.„ 553.67 FEET; THENCE N.14-46145 E., 150.00 FEET; THENCE N.41'30'521' E., 30.00 FEET TO A 'POINT ON THE RIGHT-OF-WAY LINE OF GLENMEADE ROAD; 'THENCE ALONG SAID RIGHT-OF-WAY LINE ON THE ARC OF 'A NON-TANGENT CURVE TO THE LEFT 72.43 FEET, SAID CURVE HAVING A RADIUS OF 80.00 FEET A CENTRAL ANGLE OF 51°51'59" AND A • CHORD BEARING AND DISTANCE OF S.74-25'orE., 69.99 FEET; THENCE S.0077•50'W., 444.34 FEET TO . THE POINT OF BEGINNING AND CONTAINING 5.00 ACRES MORE OR. LESS. SUBJECT TO EASEMENTS OF RECORD. 14-3-276-002 Comerica Bank February 5, 2001 EXHIBIT B Mr. Dennis Kavanagh Data Reproductions Corporation 4545 Glenmeade Lane Auburn Hills, MI 48326 Dear Dennis: It is my pleasure to inform you that Comerica Bank has approved the attached loan commitment for Data Reproductions Corporation and Riverwalk Properties, L.L.C. This commitment is for the letter of credit facility that was outlined in the original loan proposal. This loan commitment is made further subject to (a) the usual condition that we continue to be satisfied with the affairs of Borrowers and (b) the absence of a material adverse change in the business, condition (financial or otherwise), operations, performance, properties or prospects of Borrowers since the date of the most recent financial statements provided to the Bank. All documentation regarding the loan facilities is subject to preparation and approval by the Bank's designated legal counsel. The Bank may require such certificates, legal opinions, instruments and other documents that are customarily included as part of transactions of the type described in this letter in form and substance satisfactory to the Bank. All of the Bank's fees, costs and expenses incurred in connection with or relating to the matters and transactions contemplated by this commitment shall be paid by the Borrowers without regard to whether or not these matters and transactions are ever closed or consummated. The commitments set forth herein shall not be assignable by the Borrowers by operation of law or otherwise, are not intended to create any rights in favor of and may not be relied upon by any third party, and may be terminated at the Bank's option and in any manner as the Bank may determine if the Borrowers shall fail to comply with any of the terms and conditions hereof, or in the event at any time prior to the closing of the financing arrangements described herein of a filing by or against either Borrower of a petition in bankruptcy or insolvency or for reorganization or for the appointment of a receiver or trustee or the making by either Borrower of an assignment for the benefit of creditors or the filing of a petition for arrangement with respect to either Borrower. This commitment letter contains the entire agreement of the Bank as of the date hereof and is not subject to or supplemented by any previous correspondence between the Borrowers and the Bank or any other document not expressly referenced herein. No change in this commitment letter shall be binding upon the Bank unless expressed in writing and signed by the Bank. Please indicate your acceptance of the terms and conditions of this commitment letter by signing the original copy where indicated, and returning it to us. This commitment will expire if the definitive loan documents for the facility are not closed on or before May 1, 2001. Dennis KaNfariagh The terms and conditions of this commitment shall survive the closing of the loans, except where superseded by the loan documents. Thank you for allowing Comerica to assist you with all your banking needs. We continue to look forward to building upon our valued relationship. Best Regards, Its: FISS V/ Le., fete kaoyk Accepted and Agreed To: By: Riverwalk properties L.L.C. By: Data Reproductions Corporation -Dennis Kavanagh, President L.) Amount: Bond Description: Term: Amortization: Comerica Bank June 14, 2000 Data Reproductions Corporation Term Sheet, Page 3 Letter of Credit Facility Customer: Purpose: Bond Disbursement: Fees: Data Reproductions Corporation and Riverwalk Properties, L.L.C. Letter of credit to provide credit enhancement for a $3,600,000 Industrial Development Revenue Bond (IDRB) through the Economic Development Corporation of the County of Oakland or the Michigan Strategic Fund, the proceeds of which will be used to purchase machinery and equipment. The lesser of $3,600,000 or the Borrowing Formula. Private placement of seven day floater IDRB. Unused funds to be deposited into project fund escrow account and held as cash collateral with Trustee satisfactory to the Bank. All proceeds to be disbursed within three years of issuance. Disbursements from project fund limited to 100% of the equipment to be purchased. 8 years. Bonds to be redeemed based on a 8 year amortization with equal annual principal payments, plus interest. A sinking fund with quarterly payments may be established for principal payments upon mutual agreement between the Bank and the Borrower. A) 1% annual letter of credit fee, to be paid up-front quarterly. B) All legal fees and charges of outside counsel for Comerica. Bank counsel fees estimated at $10,000.00 as detailed in the attached Rate Analysis. Personal Guaranty: None. June 14, 2000 Data Reproductions Corporation Term Sheet, Page 4 Terms and Conditions that Apply to All Loans Collateral: First security interest in machinery and equipment, inventory and accounts receivable. Reporting: A) Quarterly Customer prepared interim financial statements within 45 days after end of each fiscal quarter, plus B) Annual CPA prepared financial statements prepared on a reviewed basis within 90 days after end of each year. DATA REPRODUCTIONS CORPORATION, a Michigan corporation By: Dennis M. Ka<ranagh Its: President C-1 Exhibit C COMPANY CERTIFICATE REGARDING TRANSFER OF EMPLOYMENT (Data Reproductions Corporation Project) The undersigned, Data Reproductions Corporation, a Michigan corporation (the "Company"), hereby certifies to The Economic Development Corporation of the County of Oakland (the "EDC") as follows: 1. This Certificate is made and based upon the best of the Company's knowledge and belief, only after thorough investigation and discussion with all owners of the Company and others who might have knowledge regarding the subject matter. 2. The Company acknowledges that this Certificate will be employed by the EDC as the sole basis for the EDC's certification to the Board of Commissioners of the County of Oakland as to transfer of employment as required by Section 8(3) of the Economic Development Corporations Act, Act No. 338 of the Michigan Public Acts of 1974, as amended (the "Act"). 3. The Company understands that the EDC's Certification to the Board of Commissioners of the County of Oakland is a statutory requirement which, if improperly made or based upon any material misrepresentation or inaccuracy, might invalidate the proceedings regarding the Data Reproductions Corporation Project (the "Project") pursuant to which the EDC expects ultimately to issue its limited obligation economic development revenue bonds to finance all or part of the Project. 4. As of the date hereof, the Project will not have the effect of transferring employment of more than 20 full-time persons from a municipality (as that term is defmed in the Act) of this State to the City of Auburn Hills, Michigan, the municipality in which the Project will be located. 5. The Company understands that a covenant to effectuate the purposes of this Certificate will be included in those covenants to be made by the Company when bonds are issued by the EDC for the benefit of the Project. Dated: February 12, 2001 DATA REPRODUCTIONS CORPORATION, a Michigan corporation /I e", LA.41 By: Dennis Its: President Exhibit D COMPANY CERTIFICATE REGARDING PAYMENT OF PREVAILING WAGES (Data Reproductions Corporation Project) The undersigned, Data Reproductions Corporation, a Michigan corporation (the "Company"), hereby certifies to The Economic Development Corporation of the County of Oakland (the "EDC") as follows: 1. The Company understands that this Certificate is a statutory requirement under the Economic Development Corporations Act, Act No. 338 of the Michigan Public Acts of 1974, as amended (the "Act") which, if improperly made or based upon any material misrepresentation or inaccuracy, might invalidate the proceedings regarding the Data Reproductions Corporation Project (the "Project") pursuant to which the EDC expects ultimately to issue its limited obligation economic development revenue bonds to finance all or part of the Project. 2. Within the meaning and intent of Section 8(4)(h) of the Act, all persons performing work on the construction of the Project will be paid the prevailing wage and fringe benefit rates for the same or similar work in the locality in which the work is to be performed, as determined pursuant to Act No. 166 of the Michigan Public Acts of 1965, as amended. Dated: February 12, 2001 Resolution #01059 March 8, 2001 Moved by Obrecht supported by Crawford the resolutions on the Consent Agenda be adopted (with accompanying reports being accepted). AYES: Appel, Brian, Causey-Mitchell, Coleman, Crawford, Dingeldey, Douglas, Galloway, Garfield, Gregory, Law, McPherson, Melton, Millard, Moffitt, Moss, Obrecht, Palmer, Patterson, Sever, Suarez, Taub, Webster, Amos. (24) NAYS: None. (0) A sufficient majority having voted therefor, the resolutions on the Consent Agenda were adopted, with the accompanying reports being accepted. STATE OF MICHIGAN) COUNTY OF OAKLAND) I, G. William Caddell, Clerk of the County of Oakland, do hereby certify that the foregoing resolution is a true and accurate copy of a resolution adopted by the Oakland County Board of Commissioners on March 8, 2001 with the original record thereof now remaining in my office. In Testimony Whereof, I have hereunto set my44and,gid affixed the seal of the County of Oakland at Pontiac, Michigan thisIrth dk of Marc4,12001. G. William Caddell, County Clerk