Thursday, February 11, 2016

Ball State Researchers Cast A Gimlet Eye on TIF Programs

Ball State Researchers Cast
A Gimlet Eye on TIF Programs

For immediate release 
reprinted with permission from IN Policy Review
by Craig Ladwig

A group of researchers at Ball State University last week released another critical assessments of Tax Increment Financing (TIF). The authors, Dr. Michael Hicks, Dr. Dagney Faulk and Srikant Devaraj, join Tom Heller, writing in the current issue of The Indiana Policy Review, in casting doubt on this enigmatic tax policy.

The problem for those of us without subpoena power, though, is that it requires multiple graduate degrees and a flare for forensic accounting to fully understand the alarming implications of the TIF research.

In Fort Wayne, for example, grown men (members of a council with professional degrees and experience in finance) are having a devil of a time tracking a $4-million garage. Parking spaces disappeared when a TIF-funded project shifted objectives, the allocated dollars apparently used to subsidize something else entirely.

Let it just be said that TIF doesn’t dependably create the economic development it promises or even the projects for which it is authorized. A scan of the Ball State research tells us as much:
  • TIF use in Indiana does not boost income or sales taxes, its raison d'ĂȘtre. Nor is it associated with a statistically significant net increase of assessed property in the counties where it is deployed. Nor does it boost employment. Nor could the researchers find clear economic developments associated with the average TIF in Indiana over the past decade. 
  • What it does do is enrich the professional class. Legal and professional services ranged from $32,000 to $85,000 per year in the first five reports randomly selected by the study. The authors note that is far more than $10,000 per TIF district per year, suggesting that at least $7.5 million per year is paid by Indiana Redevelopment Commissions for legal and consulting work alone. 
  • In addition, there is: a) the creation and sale of bonds, which comprise many more millions of dollars per year in professional services; and b) the general use of TIF to finance speculative property development. 
  • A small number of consulting, legal and engineering firms benefit in the tens of millions of dollars per year. The authors say that alone explains the presence of strong interest groups advocating for TIF to policymakers at all levels of government, along with a strong pressure to retain TIF without consideration for its efficacy or the overall well-being of Hoosier taxpayers.
  • The authors conclude that the value of a TIF to the average Indiana community is as a mere budget management tool. As such, “It is not transparent, likely to capture assessed-value growth from other more urgent community needs (such as schools) and likely dampens economic activity outside the TIF area through higher taxes or asset capture.”
That's just great. It is not only obtuse but also largely worthless and quite possibly corrupting. We asked someone steeped in TIF arcana, then, to explain why it is so popular with Indiana local governments. What, other than big-time law firms, propels such bad policy?

Our friend, In at least rhetorical answer to our question, sent us a clipping from the New York Times. It tells how a little town in Puerto Rico has been able to finesse the electric utility in order to pay for an ice skating rink and other economic-development projects. This is made possible by an old New Deal program that tacitly encourages Puerto Rican politicians to provide electricity without actually paying the electric company. It is popular, as you might expect, so popular that the mayor of the now-bankrupt town once bragged he would be in office "until the day I die.”

Granted, ice skating rinks might be politically popular in a place where the temperature rarely drops below 90 degrees but they are exceptionally expensive there. And “free” ice, like “free” financing and “free” parking garages, is not free. In fact, the Times estimates that 288 governmental bodies on the island are delinquent in their power payments by $300 million.

It would be a good idea for Indiana voters to start jotting down the names of politicians taking credit for TIF-financed economic-development schemes. And don’t buy any bridges in Brooklyn, parking garages in Fort Wayne or ice skating rinks in Puerto Rico.

Craig Ladwig is editor of the quarterly Indiana Policy Review.

 
The Indiana Policy Review Foundation is a non-profit education foundation focused on state and municipal issues. It is free of outside control by any individual, organization or group. It exists solely to conduct and distribute research on Indiana issues. Nothing written here is to be construed as reflecting the views of the Indiana Policy Review Foundation or as an attempt to aid or hinder the passage of any bill before the legislature or to further any political campaign.

AGENDA for Feb 12 DC Redevelopment Commission Meeting

 AGENDA
DEARBORN COUNTY REDEVELOPMENT COMMISSIONS MEETING
February 12, 2016
9:00 a.m., 3rd Floor Commissioners Room
County Administration Building
215 B West High Street, Lawrenceburg, Indiana

EXECUTIVE SESSION @ 8:00 a.m.  

  1. Call to order

  1. Verification of Information Discussed in Executive Session

  1. Action of Executive Session 

  1. Approval of Minutes
February 4, 2016 Public Hearing
February 4, 2016 Meeting 

  1. Claims & Financials
1.  Approval of Claims
2.  Review of Financials

  1. Unfinished Business
1.  Randall Avenue Property

  1. New Business

  1. Economic Development Officer’s Report

  1. Attorney’s Report
  1. Other Business


  1. Adjournment

WHO IS RUNNING DEARBORN COUNTY?

Who Is Running Dearborn County?

http://www.thedcregister.com/opinion-columnsblogs/who-running-dearborn-county

Hess Family and Negangard Weigh in on the Plea Deal

Hess Family and Negangard weigh in on the plea deal:

http://eaglecountryonline.com/local-article/plea-deal-reached-in-nursing-home-death-former-nurse-speaks-out/

Friday, February 05, 2016

ESTIMATED IMPACT ON THE OVERLAPPING TAXING UNITS OF AMENDING THE WEST HARRISON ALLOCATION AREA AND ESTABLISHING THE SKALLY'S BAKERY ALLOCATION AREA {ll

DEARBORN COUNTY REDEVELOPMENT COMMISSION

ESTIMATED IMPACT ON THE OVERLAPPING TAXING UNITS OF AMENDING
THE WEST HARRISON ALLOCATION AREA AND ESTABLISHING THE SKALLY'S BAKERY ALLOCATION AREA {ll


The Dearborn County Redevelopment Commission is required by Indiana Code 36-7-14, as amended (the "Act"), to provide a statement disclosing the impact of amending a tax allocation area on the overlapping taxing units. This impact statement discloses and explains the impact on the overlapping taxing units caused by amending the West Harrison Allocation Area (as hereinafter defined), establishing the Skally's Bakery Allocation Area (as hereinafter defined), and designating a taxpayer in the Skally's Bakery Allocation Area.

AMENDMENT  OF THE AREA AND THE PLAN

The Dearborn County (the "County") Redevelopment Commission (the "Commission") adopted Resolution No. 1-1999, as confirmed by Resolution No. 2-1999 (collectively, the "1999 Resolution") designating the Interstate 74 & Highway 52 Economic Development Area (the "Original Area") and a coterminous allocation area (the "Original Allocation Area") and approved an economic development plan for the Original Area (the "Original Plan"). The Original Allocation Area expires thirty (30) years from the date of Resolution No. 1-1999.

On February 6, 2006, the Commission adopted Resolution No. 2006-3 (the "2006 Amending Resolution") to expand the Original Area (as amended, the "West Harrison Area") and Original Allocation Area (the "2006 Expansion Allocation Area"), and to amend the Original Plan (as amended, the "2006 Plan"). The 2006 Expansion Area expires thirty (30) years from the date of the 2006 Amending Resolution, or February 6, 2036. The Original Allocation Area and the 2006 Expansion Allocation Area are collectively referred to as the "West Harrison Allocation Area".

On September 16, 2013, the Commission adopted Resol ution No. 2013-DCRC-002  (the  "2013 Resol ution") to (1) remove certain parcels from the West Harrison Allocation Area; (2) to create a separate allocation area (the "Whitewater Mill Allocation Area") within the West Harrison Area; (3) designate Whitewater Mi ll, LLC ("Whitewater") and its successors or assigns, or any affiliates of Whitewater and their successors or assigns, as a designated taxpayer for the purpose of capturing increases in depreciable personal property assessed value; and (4) add certain projects to the 2006 Plan  (as amended, the "2013 Plan"). The Whitewater  Mill Allocation  Area will  expire  twenty-five
(25) years from the date of issuance of debt secured by the allocated property taxes, or at such time  as no bonds payable from allocated property taxes are outstanding. The base assessment date of the Whitewater Mill Allocation Area is March 1, 2013.

On November 12, 2015, the Commission adopted a resolution (the "2015 Resolution") to further amend the West Harrison Area and the West Harrison Allocation Area to (1) expand the West Harrison Area and the West Harrison Allocation Area; (2) remove certain parcels from the West Harrison Allocation Area and add additional parcels to create the "Skally's Bakery Allocation  Area";
(3) designate Odette, LLC (the "Company") and its successors or assigns, or any affiliates of the Company and their successors or assigns, as a designated taxpayer (the "Designated Taxpayer") for the purpose of capturing increases in depreciable personal property assessed value in the Skally's Bakery Allocation Area; and (4) add certain projects to the 2013 Plan (as amended, "the Plan") (collectively, the "Amendment'').
The Commission also finds that the Amendment will be of public utility and benefit, that the public health and welfare will be benefited, and that the Amendment and the Plan conform to the comprehensive plan for the County.





Tax Increment consists of all property  tax  proceeds  from  the  assessed  valuation  of  non-residential real and designate



ed depreciable personal property in the allocation area as of the assessment  date  in excess of the base assessed valuation described in IC 39(b)(I ) of the Act, multiplied by the current property tax rate (referred to throughout  this  Report  as  the  "Tax  Increment").  The  base  assessed  value means the net assessed  value of all the property  in the  allocation  area as finally determined  for the assessment date immediately preceding  the  effective  date  of  the  declaratory  resolution  establishing  the allocation  area pursuant  to  Section  39 of the Act.

The Original Allocation Area, the 2006 Expansion Area, and the Whitewater Mill Allocation Area shall mai ntain their original base assessment dates, and the Skally's Bakery Allocation Area shall expire twenty-five (25) years from the date of issuance of debt secured by the allocated property taxes, or at such time as no bonds payable from allocated property taxes are outstanding. The base date for the Skally's Bakery Allocation Area is March  1, 2015.

PROJECT SUMMARY

The Company, Odette, LLC, is planning to build a bagel processing facility located within the Skally's Bakery Allocation Area. The Company anticipates investing $20 million in real  property and $20 million in personal property (the "New Development").

The Company requested certain incentives in order to locate its new manufacturing facility in Dearborn County (the "Incentive"). The Commission plans to capture the real and depreciable personal property Tax Increment from the New Development in order to provide the Incentive. A portion of the Tax Increment will be pledged to pay bonds that will be purchased by the Company.

ESTIMATED TAX INCREMENT

The Commission  currently  captures the Tax Increment  in the  West Harrison  Allocation  Area,  which  is located within Harrison  Township.  Per  the  Dearborn  County  Auditor's  office,  the  estimated existing i ncremental assessed value is  $1,187,857  for  taxes  payable  in  2015.  The  incremental assessed value is multiplied by the  2015 tax  rate  of $1.8466 (per $100 of assessed  value) to calculate  the estimated  annual  real  property  Tax Increment  of $21,930.

The Commission intends to remove nine (9) parcels from  the  West  Harrison  Allocation  Area  to  create the Skally's Bakery Allocation Area. As a result,  the  West  Harrison  Allocation  Area's incremental assessed val ue would decrease to $1 ,034,816, which is estimated to generate annual Tax Increment of $19, 1 10.The Commission intends to capture the real and  depreciable  personal  property Tax Increment from the New  Development  in  the  Skally's  Bakery  Allocation  Area,  located  within the West Harrison Area. The estimated real property assessed value is $17,150,000. The  estimated assessed  value  assumes that the new building  will  be  assessed  at 85% of the estimated  cost and the
2
ESTIMATED  TAX INCREMENT (Cont'd)

land will be assessed at 90% of the estimated cost. The estimated assessed value of $17, 150,000 is multiplied by the certified 201 5 tax rate for the Harrison Township taxing district (per $100 of assessed value) resulting in the estimated annual Tax Increment of $316,690 from the proposed real property investment. Th.e actual assessed value will be determined by the Dearborn County assessor u pon completion, and the actual value may vary materially different from the value assumed in this analysis.

The Company also proposes to invest $20 million in new equipment. In this analysis, the estimated assessed value is $6 million (which is the estimated value after the depreciation of the equipment to the 30% floor). The estimated depreciable personal property assessed value is multiplied by the certified 2015 tax rate of $1.8466 for the Harrison Township taxing district (per $100 of assessed value) resulting in the estimated annual Tax Increment of $110,800 from the proposed investment in designated depreciable personal property.

The total estimated Tax  Increment  from the existing  incremental  assessed  value  (less the value of the ni ne parcels removed) and the New Development is $446,600. No adjustment for future statewide reassessments or trend ing was made in this analysis. Future tax rates and assessed  value may  differ  from the tax rates and assessed  value used  in this  analysis and the  differences  could  have an  impact  on  the  actual  Tax  Inc1·ement.  For  the  purposes  of  this  analysis,   it  has   been   assumed   that  the equ ipment will be purchased as new and be depreciated  in Pool  #2 (5-8 year useful  life) for property tax purposes. Once instal led, the Company may  report  the  depreciation  in  a different  pool,  which  may have a material effect on  the  resulting  tax  increment  calculations.  No  assumption  has  been  made for future equipment  reti rement/replacement.  See  sections  below  for  additional  information about the  recent  legislative  changes  as they  relate to property  tax changes.

Circuit Breaker  Tax Credits (Property  Tax Caps)

In 2007, the Indiana General Assembly enacted legislation (IC 6-1.1-20.6), which would provide taxpayers with a tax credit for property taxes in an amount that exceeded a certain percentage of the gross assessed value of real and personal property (the "Circuit Breaker Tax Credit") in  effect creating a property tax cap.

Circuit Breaker  Tax Credits (Property  Tax Caps) (Cont'd)

Beginning with property taxes payable in 2010, and every year thereafter, property taxes for homesteads are limited to 1 .0% of the gross assessed value of the homestead; property taxes for agricultural, other residential property and long term care facilities are limited to 2.0% of their gross assessed value; and property taxes for all other real and personal property are limited to  3.0% of gross assessed value. In November of 20 I 0, Indiana voters passed a proposal to add the Circuit Breaker Tax Credit to the Indiana Constitution at the 1.0%, 2.0% and 3.0% levels, with special provisions applicable to Lake and St. Joseph Counties. Additional property tax limits have been made available to senior citizens that meet certain income and property assessed value thresholds.
3
ESTIMATED  TAX INCREMENT (Cont'd)

If applicable, the Circuit Breaker Tax Credit will result in a reduction  of property  tax collections  for each political subdivision i n which the Circuit Breaker  Tax Credit  is applied. A political  subdivision may not increase its property tax levy or borrow money to make up  for any  property  tax  revenue shortfall  due to the application  of the Circuit Breaker  Tax  Credit.

In this analysis, the Circuit Breaker Tax Credit is not assumed to reduce the estimated Tax Increment because, based on the 2015 tax rates, the estimated Tax Increment is below the maximum threshold  of 3.0% of the gross assessed value for commercial and industrial property. There can be  no assurance that  the  levies  and  tax  rates  of the  County  and the  overlapping  taxing  units will  not  increase in some future year to the point of causing the Circuit Breaker Tax Credit to be applied to taxpayers' tax bills.

ESTIMATED IMPACT OF AMENDING THE  AREA

The schedule entitled "Estimated Impact on the Overlapping Taxing Units of Amending the West Harrison Allocation Area and Establishing the Skally's Bakery Allocation Area" provides  an  estimate of the effect on the tax rates of the overlapping taxing units (holding all other factors constant) of amending the West Harrison Allocation, establishing Skally's Bakery Allocation Area, and naming a designated taxpayer.

Scenario I:   Present  Situation  (Prior to the Amendment  of the Area)

Scenario I represents the current situation  (based  on payable  2015 property  tax  information)  prior to the amendment of the West Harrison Allocation Area. Scenario I presents the payable 2015 assessed values, property tax levies, and tax rates for the overlapping taxing units and provides the estimated existing Tax Increment  of $21 ,930 which  is currently captured  in the West  Harrison  Allocation  Area.

Scenario II:  Assumes the Area isAmended

Scenario II depicts the impact on the overlapping taxing units (holding all other factors constant) if the West Harrison Allocation Area is amended, the Skally's Bakery Allocation Area is established, and a Designated Taxpayer is identified to capture Tax Increment from the New Development to finance the Incentive. Scenario II assumes the capture of an estimated $17, 150,000 of real property incremental assessed value and $6 million of incremental assessed value from the Company's designated depreciable personal property (after full depreciation) from the New Development to be located in the Skally's Bakery Allocation Area. The incremental assessed value is estimated to generate annual Tax Increment of $316,690 from the real property investment and $110,800 from the depreciable personal property investment.



4
ESTIMATED  IMPACT OF AMENDING THE AREA  (Cont'd)

Scenario II also assumes that nine (9) parcels will  be  removed  from  the  West  Harrison  Allocation Area to create the








 Skally's Bakery Allocation Area. As a result, the West Harrison Allocation Area's incremental assessed 
value will decree
se to $1,034,816,which is estimated to generate annual Tax Increment  of  $19,110.



Scenario III:  Assumes  the Area is NOT Amended

Scenario Ill represents the impact on the overlapping taxing units if the Area is not amended, and therefore, assumes that the New Development would not occur. Without the Tax Increment to  finance the Incentive, it is assumed that the Company would not locate its new manufacturing facility in Dearborn County.

Impact Summary

The Commission has determined that the capture of increases in assessed value from the New Development (including the Company's real property and designated depreciable personal property) in the Skally's Bakery Allocation Area will not have a negative impact on anticipated revenues or the tax rates of the taxing u nits that are wholly or partially located in the West Harrison Area.

The Commission has made a finding that the designation of Odette, LLC (the Company) as a Designated Taxpayer wi ll result in new property taxes that would not have been generated without this new allocation provision. The Company requested incentives in order to locate and construct its new bagel processing facility in Dearborn County. The Commission cannot finance the Incentive without the Tax Increment from the New Development, including the capture of increases m depreciable personal property taxes from the Designated Taxpayer's new facility.

Therefore, the Commission does not believe that there is a negative impact on the taxpayers or the taxing units. Without the TIP-funded Incentive, the New Development would not be located in Dearborn County and the property would remain undeveloped and the tax base would remain unchanged. During the period of the Tax Increment capture, the tax base of the overlapping taxing  un its will remain the same (hold ing other factors constant). After the expiration of the Skally's Bakery Allocation Area, the additional assessed value will increase the property tax base of all the overlapping taxing units.

Please note that for purposes of estimating the impact of Tax Increment financing, certain factors were held constant in this analysis. No other growth in real or personal property assessed value was assumed to take place anywhere in the County or within the Area. No increases in the budgets of the overlapping taxing units were assumed for purposes of this analysis. Potential impacts from future statewide reassessments or trending were not included in this analysis.


5
ESTIMATED  IMPACT  OF AMENDING  THE AREA (Cont'd) NON-PROPERTY  TAX IMPACTS
Additional local income taxes would be generated from the new jobs associated with the New Development, assuming the new employees will be new residents of Dearborn County or from incremental growth in wages and income  of current and new employees.  Increases  in employees  and wages, would, in tum, increase local spending and commercial activity as well as residential growth. Additional revenue sources, which would potentially increase as a result of new business enterprises which locate to the West Harrison Area include: motor vehicle highway funds, local road and street funds and excise taxes.

































6
DEARBORN COUNTY REDEVELOPMENT COMMISSION

ESTIMATED IMPACT ON THE OVERLAPPING TAXING UNITS OF AMENDING
THE WEST HARRISON ALLOCATION AREA AND ESTABLISHING THE SKALLY'S BAKERY ALLOCATION AREA {ll


SCENARIO I: PRESENT SITUATION
Represents 2014 taxes payable 2015 property tax levies, assessed valuation, and tax rates.





Total Tax Rate (per $I 00 AV) $1.8466 $0.0000 $0




Total Tax Rate (per $100 AV) $1.8466 $0.0000 $0


(l) Based on information provided from the 2015 Budget Order. Existing Tax Increment is based on information from the Dearborn County Auditor's office.
(2) Tax rates are not adjusted for rate driven 







funds. Assumes these funds are at their maximum rates.

(Subject to the attached Impact Statement dated January 20, 2016)


7



TIF Area Feasability Analysis







PROPOSED ORDINANCE FOR SKALLY"S ( AKA ODETTE,LLC) $800,000 BONDS TO GO BEFORE COUNCIL FEB 23

PROPOSED ORDINANCE FOR SKALLY"S ( AKA ODETTE,LLC)  $800,000 BONDS TO GO BEFORE COUNCIL FEB 23

ORDINANCE NO. _______________
AN ORDINANCE OF THE DEARBORN COUNTY COUNCIL  AUTHORIZING THE ISSUANCE OF DEARBORN COUNTY, INDIANA, TAXABLE ECONOMIC DEVELOPMENT REVENUE BONDS, SERIES 2016A (ODETTE, LLC PROJECT), AND THE PROVISION (OR DEEMED PROVISION) OF THE PROCEEDS THEREOF TO ODETTE, LLC, AND AUTHORIZING AND APPROVING OTHER ACTIONS IN RESPECT THERETO

WHEREAS, Dearborn County, Indiana (the “County”), is a political subdivision of the State of Indiana and by virtue of I.C. 36-7-11.9 and I.C. 36-7-12 (collectively, the “Act”), is authorized and empowered to adopt this ordinance (this “Bond Ordinance”) and to carry out its provisions; and

WHEREAS, Odette, LLC (or an affiliate thereof) (the “Company”), desires to finance the construction of certain economic development facilities consisting of bagel manufacturing and related facilities, which are in or directly serving and benefiting the West Harrison Expanded Economic Development Area (collectively, the “Project”); and

WHEREAS, the Company has advised the Dearborn County Economic Development Commission (the “Commission”) and the County that it proposes that the County issue its Taxable Economic Development Revenue Bonds, Series 2016A (Odette, LLC Project) in an amount not to exceed Eight Hundred Thousand Dollars ($800,000) (the “Bonds”), under the Act and provide (or be deemed to provide) the proceeds of such Bonds to the Company for the purpose of financing a portion of the costs of the Project; and

WHEREAS, the completion of the Project results in the diversification of industry and the creation of business opportunities in the County; and

WHEREAS, pursuant to I.C. § 36-7-12-24, the Commission published notice of a public hearing (the “Public Hearing”) on the proposed issuance of the Bonds to finance the Project; and

WHEREAS, on the date specified in the notice of the Public Hearing, the Commission held the Public Hearing on the Project; and

WHEREAS, the Commission has performed all actions required of it by the Act preliminary to the adoption of this Bond Ordinance and has approved and forwarded to the County Council  the forms of:  (1) a Financing Agreement between the County and the Company  (the “Agreement”); (2) a Trust Indenture the (“Indenture”) between the County and a trustee to be selected by the County Auditor (the “Trustee”); (3) the Bonds; and (4) this Bond Ordinance (the Agreement, the Indenture, the Bonds, and this Bond Ordinance, collectively, the “Financing Agreements”).

          NOW, THEREFORE, BE IT ORDAINED BY THE COUNTY COUNCIL OF DEARBORN COUNTY, INDIANA, THAT:

1. Findings; Public Benefits.  The County Council  hereby finds and determines that the Project involves the acquisition, construction and equipping of an “economic development facility” as that phrase is used in the Act; that the Project will increase employment opportunities and increase diversification of economic development in the County, will improve and promote the economic stability, development and welfare in the County, will encourage and promote the expansion of industry, trade and commerce in the County and the location of other new industries in the County; that the public benefits to be accomplished by this Bond Ordinance, in tending to overcome insufficient employment opportunities and insufficient diversification of industry, are greater than the cost of public services (as that phrase is used in the Act) which will be required by the Project; and, therefore, that the financing of the Project by the issue of the Bonds under the Act: (i) will be of benefit to the health and general welfare of the County; and (ii) complies with the Act.

2. Approval of Financing.  The proposed financing of the Project by the issuance of the Bonds under the Act, in the form that such financing was approved by the Dearborn County Economic Development Commission, is hereby approved.

3. Authorization of the Bonds.  The issuance of the Bonds, payable solely from  a portion of depreciable personal property tax increment revenues generated by the Project in the Skally’s Bakery Allocation Area, is hereby authorized.

4. Terms of the Bonds.  (a)  The Bonds, in the aggregate principal amount not to exceed Eight Hundred Thousand Dollars ($800,000), shall (i) be executed at or prior to the closing date by the manual or facsimile signatures of the Board of Commissioners and the Auditor of the County; (ii) be dated as of the date of their delivery; (iii) mature on a date not later than February 1, 2031; (iv) bear interest at such rates as determined with the purchaser thereof (the “Purchaser”) not exceeding eight percent (8.0%) per annum (not including Additional Interest, as provided in the Indenture); (v) be issuable in such denominations as set forth in the Indenture; (vi) be issuable only in fully registered form; (vii) be subject to registration on the bond register as provided in the Indenture; (viii) be payable in lawful money of the United States of America; (ix) be payable at the office of the Trustee as provided in the Indenture; (x) be subject to optional redemption prior to maturity and subject to redemption as otherwise provided in the Financing Agreements; (xi) be issued in one or more series; and (xii) contain such other terms and provisions as may be provided in the Indenture.
(b) The Bonds and the interest thereon do not and shall never constitute an indebtedness of, or a charge against the general credit or taxing power of, the County, but shall be special and limited obligations of the County, payable solely from revenues and other amounts derived from the Financing Agreements.  Forms of the Financing Agreements are before this meeting and are by this reference incorporated in this Bond Ordinance, and the Auditor of the County is hereby directed, in the name and on behalf of the County, to insert them into the minutes of the County Council and to keep them on file.

5. Sale of the Bonds.  The Board of Commissioners and the Auditor of the County are hereby authorized and directed, in the name and on behalf of the County, to sell (or be deemed to sell) the Bonds to the Company at such price as is determined on the date of sale and approved by the Auditor of the County.

6. Execution and Delivery of Financing Agreements.  The Board of Commissioners and the Auditor of the County are hereby authorized and directed, in the name and on behalf of the County, to execute or endorse and deliver the Agreement, the Indenture, and the Bonds, submitted to the County Council, which are hereby approved in all respects.

7. Changes in Financing Agreements.  The Board of Commissioners and the Auditor of the County are hereby authorized, in the name and on behalf of the County, without further approval of the County Council or the Commission, to approve such changes in the Financing Agreements as may be permitted by the Act, such approval to be conclusively evidenced by their execution thereof.

8. General.  The Board of Commissioners and the Auditor of the County, and each of them, are hereby authorized and directed, in the name and on behalf of the County, to execute or endorse any and all agreements, documents and instruments, perform any and all acts, approve any and all matters, and do any and all other things deemed by them, or either of them, to be necessary or desirable in order to carry out and comply with the intent, conditions and purposes of this Bond Ordinance (including the preambles hereto and the documents mentioned herein), the Project, the issuance and sale of the Bonds, and the securing of the Bonds under the Financing Agreements, and  any such execution, endorsement, performance or doing of other things heretofore effected be, and hereby is, ratified and approved.

9. Binding Effect.  The provisions of this Bond Ordinance and the Financing Agreements shall constitute a binding contract between the County and the holders of the Bonds, and after the issuance of the Bonds this Bond Ordinance shall not be repealed or amended in any respect which would adversely affect the rights of the holders of the Bonds as long as the Bonds or interest thereon remains unpaid.

10. Repeal.  All ordinances or parts of ordinances in conflict herewith are hereby repealed.

11. Effective Date.  This Bond Ordinance shall be in full force and effect immediately upon adoption and compliance with I.C. § 36-2-6. 

12. Copies of Financing Agreements on File.  Two copies of the Financing Agreements incorporated into this Bond Ordinance were duly filed in the office of the Auditor of the County, and are available for public inspection in accordance with I.C. § 36-1-5-4.
                   
     13. Effectiveness of Ordinance.  This Ordinance shall be in full force and effect                         from and after its passage by the County Council.

DULY ADOPTED by the County Council of Dearborn County, Indiana, this _______  day of _____________, 2016.

DEARBORN COUNTY COUNCIL


 
     
      _____________________________________
 
       

      _____________________________________
 
       



     

 

ATTEST:

Gayle Pennington, Auditor




sDMS 2411080v1

PROPOSED ORDINANCE FOR MAXWELL'S (AKA WEST HARRISON,LLC) $3 MILLION BOND FOR COUNCIL FEB 23 MEETING

PROPOSED ORDINANCE FOR MAXWELL'S (AKA WEST HARRISON,LLC) $3 MILLION BOND FOR COUNCIL FEB 23 MEETING

ORDINANCE NO. _______________
AN ORDINANCE OF THE DEARBORN COUNTY COUNCIL  AUTHORIZING THE ISSUANCE OF DEARBORN COUNTY, INDIANA, TAXABLE ECONOMIC DEVELOPMENT REVENUE BONDS, SERIES 2016B (WEST HARRISON, LLC PROJECT), AND THE PROVISION (OR DEEMED PROVISION) OF THE PROCEEDS THEREOF TO WEST HARRISON, LLC, AND AUTHORIZING AND APPROVING OTHER ACTIONS IN RESPECT THERETO

WHEREAS, Dearborn County, Indiana (the “County”), is a political subdivision of the State of Indiana and by virtue of I.C. 36-7-11.9 and I.C. 36-7-12 (collectively, the “Act”), is authorized and empowered to adopt this ordinance (this “Bond Ordinance”) and to carry out its provisions; and

WHEREAS, West Harrison, LLC (or an affiliate thereof) (the “Company”), desires to finance the acquisition, construction, renovation, and equipping of economic development facilities for use by the Company in its commercial development and related operations, which are in or directly serving and benefiting the West Harrison Expanded Economic Development Area (collectively, the “Project”); and 

WHEREAS, the Company has advised the Dearborn County Economic Development Commission (the “Commission”) and the County that it proposes that the County issue its Taxable Economic Development Revenue Bonds, Series 2016B (West Harrison, LLC Project) in an amount not to exceed Three Million Dollars ($3,000,000) (the “Bonds”), under the Act and provide (or be deemed to provide) the proceeds of such Bonds to the Company for the purpose of financing a portion of the costs of the Project; and

WHEREAS, the completion of the Project results in the diversification of industry and the creation of business opportunities in the County; and

WHEREAS, pursuant to I.C. § 36-7-12-24, the Commission published notice of a public hearing (the “Public Hearing”) on the proposed issuance of the Bonds to finance the Project; and

WHEREAS, on the date specified in the notice of the Public Hearing, the Commission held the Public Hearing on the Project; and

WHEREAS, the Commission has performed all actions required of it by the Act preliminary to the adoption of this Bond Ordinance and has approved and forwarded to the County Council  the forms of:  (1) a Financing Agreement between the County and the Company  (the “Agreement”); (2) a Trust Indenture the (“Indenture”) between the County and a trustee to be selected by the County Auditor (the “Trustee”); (3) the Bonds; and (4) this Bond Ordinance (the Agreement, the Indenture, the Bonds, and this Bond Ordinance, collectively, the “Financing Agreements”).
         
 NOW, THEREFORE, BE IT ORDAINED BY THE COUNTY COUNCIL OF DEARBORN COUNTY, INDIANA, THAT:
1. Findings; Public Benefits.  The County Council  hereby finds and determines that the Project involves the acquisition, construction and equipping of an “economic development facility” as that phrase is used in the Act; that the Project will increase employment opportunities and increase diversification of economic development in the County, will improve and promote the economic stability, development and welfare in the County, will encourage and promote the expansion of industry, trade and commerce in the County and the location of other new industries in the County; that the public benefits to be accomplished by this Bond Ordinance, in tending to overcome insufficient employment opportunities and insufficient diversification of industry, are greater than the cost of public services (as that phrase is used in the Act) which will be required by the Project; and, therefore, that the financing of the Project by the issue of the Bonds under the Act: (i) will be of benefit to the health and general welfare of the County; and (ii) complies with the Act.

2. Approval of Financing.  The proposed financing of the Project by the issuance of the Bonds under the Act, in the form that such financing was approved by the Dearborn County Economic Development Commission, is hereby approved.

3. Authorization of the Bonds.  The issuance of the Bonds, payable solely from  a portion of real property tax increment revenues generated in the Skally’s Bakery Allocation Area, is hereby authorized.

4. Terms of the Bonds.  (a)  The Bonds, in the aggregate principal amount not to exceed Three Million Dollars ($3,000,000), shall (i) be executed at or prior to the closing date by the manual or facsimile signatures of the Board of Commissioners and the Auditor of the County; (ii) be dated as of the date of their delivery; (iii) mature on a date not later than February 1, 2031; (iv) bear interest at such rates as determined with the purchaser thereof (the “Purchaser”) not exceeding eight percent (8.0%) per annum (not including Additional Interest, as provided in the Indenture); (v) be issuable in such denominations as set forth in the Indenture; (vi) be issuable only in fully registered form; (vii) be subject to registration on the bond register as provided in the Indenture; (viii) be payable in lawful money of the United States of America; (ix) be payable at the office of the Trustee as provided in the Indenture; (x) be subject to optional redemption prior to maturity and subject to redemption as otherwise provided in the Financing Agreements; (xi) be issued in one or more series; and (xii) contain such other terms and provisions as may be provided in the Indenture.
(b) The Bonds and the interest thereon do not and shall never constitute an indebtedness of, or a charge against the general credit or taxing power of, the County, but shall be special and limited obligations of the County, payable solely from revenues and other amounts derived from the Financing Agreements.  Forms of the Financing Agreements are before this meeting and are by this reference incorporated in this Bond Ordinance, and the Auditor of the County is hereby directed, in the name and on behalf of the County, to insert them into the minutes of the County Council and to keep them on file.

5. Sale of the Bonds.  The Board of Commissioners and the Auditor of the County are hereby authorized and directed, in the name and on behalf of the County, to sell (or be deemed to sell) the Bonds to the Company at such price as is determined on the date of sale and approved by the Auditor of the County.

6. Execution and Delivery of Financing Agreements.  The Board of Commissioners and the Auditor of the County are hereby authorized and directed, in the name and on behalf of the County, to execute or endorse and deliver the Agreement, the Indenture, and the Bonds, submitted to the County 
Council, which are hereby approved in all respects.

7. Changes in Financing Agreements.  The Board of Commissioners and the Auditor of the County are hereby authorized, in the name and on behalf of the County, without further approval of the County Council or the Commission, to approve such changes in the Financing Agreements as may be permitted by the Act, such approval to be conclusively evidenced by their execution thereof.

8. General.  The Board of Commissioners and the Auditor of the County, and each of them, are hereby authorized and directed, in the name and on behalf of the County, to execute or endorse any and all agreements, documents and instruments, perform any and all acts, approve any and all matters, and do any and all other things deemed by them, or either of them, to be necessary or desirable in order to carry out and comply with the intent, conditions and purposes of this Bond Ordinance (including the preambles hereto and the documents mentioned herein), the Project, the issuance and sale of the Bonds, and the securing of the Bonds under the Financing Agreements, and  any such execution, endorsement, performance or doing of other things heretofore effected be, and hereby is, ratified and approved.

9. Binding Effect.  The provisions of this Bond Ordinance and the Financing Agreements shall constitute a binding contract between the County and the holders of the Bonds, and after the issuance of the Bonds this Bond Ordinance shall not be repealed or amended in any respect which would adversely affect the rights of the holders of the Bonds as long as the Bonds or interest thereon remains unpaid.

10. Repeal.  All ordinances or parts of ordinances in conflict herewith are hereby repealed.

11. Effective Date.  This Bond Ordinance shall be in full force and effect immediately upon adoption and compliance with I.C. § 36-2-6. 

12. Copies of Financing Agreements on File.  Two copies of the Financing Agreements incorporated into this Bond Ordinance were duly filed in the office of the Auditor of the County, and are available for public inspection in accordance with I.C. § 36-1-5-4.
                        
13. Effectiveness of Ordinance.  This Ordinance shall be in full force and effect                         from and after its passage by the County Council.

DULY ADOPTED by the County Council of Dearborn County, Indiana, this _______  day of _____________, 2016.

DEARBORN COUNTY COUNCIL


 
     
      _____________________________________
 
       

      _____________________________________
 
       



     

 

ATTEST:

Gayle Pennington, Auditor




DMS 3465105v2

EXECUTIVE SESSION AND SPECIAL DC REDEVELOPMENT MEETING FEB 12

PUBLIC NOTICE
Executive Session 

The Dearborn County Redevelopment Commission 
will hold an Executive Session on
Friday, February 12, 2016 at 8:00 a.m.

The purpose is to discuss strategy with the respect to the purchase or lease of real property by the governing body up to the time a contract or option to purchase or lease is executed by the parties. This is classified confidential by state and federal statute:  
IC 5-14-1.5-6.1(b) (2) (D)

These meetings will take place at the
Dearborn County Administration Building, 3rd Floor Commissioners Room,
215 B West High Street,

Lawrenceburg, IN  47025

PUBLIC NOTICE

The Dearborn County Redevelopment Commission has called a meeting for Friday, February 12, 2016 at 9:00 a.m.


These meetings will take place at the
Dearborn County Administration Building, 
3rd Floor Conference Room,
215 B West High Street,
Lawrenceburg, IN  47025

Thursday, February 04, 2016

SEVEN RESOLUTIONS PASSED BY DC REDEVELOPMENT COMMISSION FOR SKALLY's and MAXWELL"S PROPERTIES

SEVEN RESOLUTIONS PASSED BY DC REDEVELOPMENT COMMISSION FOR SKALLY's and MAXWELL"S PROPERTIES

RESOLUTION NO. _____________
A RESOLUTION OF THE DEARBORN COUNTY REDEVELOPMENT COMMISSION IRREVOCABLY PLEDGING A PORTION OF CERTAIN TAX INCREMENT REVENUES FROM THE SKALLY’S BAKERY ALLOCATION AREA TO THE PAYMENT OF THE DEARBORN COUNTY, INDIANA, TAXABLE ECONOMIC DEVELOPMENT REVENUE BONDS, SERIES 2016A (ODETTE, LLC PROJECT)
WHEREAS, the Dearborn County Redevelopment Commission (the “Commission”) has created the Dearborn County Expanded Economic Development Area, has designated a portion of such area as the Skally’s Bakery Allocation Area (the “Allocation Area”) for purposes of the allocation and distribution of property taxes under IC 36-7-14-39 and IC 36-7-14-39.3, and has created the Skally’s Bakery Allocation Fund (the “Allocation Fund”) pursuant to IC 36-7-14-39; and
WHEREAS, Odette, LLC, or an affiliate thereof (the “Company”) intends to finance the purchase of improvements (the “Project”), which will be located in the Allocation Area; and
WHEREAS, the Dearborn County Economic Development Commission has approved the issuance of the Dearborn County, Indiana, Taxable Economic Development Revenue Bonds, Series 2016A (Odette, LLC Project) (the “Bonds”), the proceeds of which will be provided to the Company and applied to costs of the Project; and
WHEREAS, as an inducement to the Company to undertake the Project and create and preserve jobs in Dearborn County, the Commission has agreed to pledge a portion of the tax increment revenues generated from the depreciable personal property of the Company in the Allocation Area to the payment of the Bonds;
NOW, THEREFORE, BE IT RESOLVED by the Dearborn County Redevelopment Commission, as follows:
1. Sixty-five percent (65%) of depreciable personal property tax increment revenues generated semiannually in the Allocation Area and deposited into the Allocation Fund pursuant to IC 36-7-14-39 and IC 36-7-14-39.3 during a ten-year period beginning in 2019, or, at the option of the Company, 2020 (the “TIF Revenues”), shall be set aside and used only as set forth in this Resolution (such percentage referred to herein as the “Pledged TIF Revenues”).  The pledge of TIF Revenues set forth herein shall relate solely to investments made by the Company relating to the current Phase of its development, and shall not include tax increment revenues from investment made other than as part of the current Phase of its development prior to January 1, 2019.
2. On each June 28 and December 28, beginning June 28, 2019 (or such other dates as the proper officers of the Commission may approve), all Pledged TIF Revenues shall be immediately transferred to the appropriate trustee or agent for deposit into the appropriate funds and accounts and application to the payment of the Bonds.  
3. Pursuant to IC 36-7-14-39(b)(3)(D) and IC 5-1-14-4, the Commission hereby pledges the Pledged TIF Revenues deposited into the Allocation Fund for application to the payment of the Bonds.
4. Upon the defeasance of the Bonds, any moneys remaining in the funds and accounts applicable to the Bonds shall be returned to the Commission for deposit into the Allocation Fund and may be used by the Commission for any purpose permitted by law.
5. The proper officers of the Commission are hereby authorized to take such further actions and enter into such agreements as they deem necessary or appropriate in furtherance of the matters approved hereby.
6.  This resolution shall take effect immediately upon adoption by the Commission.
Adopted the 4th day of February, 2016.




DMS 3577196v1

RESOLUTION NO. __________
A RESOLUTION OF THE DEARBORN COUNTY REDEVELOPMENT
 COMMISSION APPROVING AN ECONOMIC DEVELOPMENT
AGREEMENT WITH ODETTE, LLC, AND
CERTAIN OTHER MATTERS IN CONNECTION THEREWITH

WHEREAS, the Dearborn County Redevelopment Commission (the “Commission”) desires to foster economic development within Dearborn County, Indiana (the “County”) and benefit the health and general welfare of the citizens of the County; and
WHEREAS, Odette, LLC or an affiliate thereof (“the Developer”) and the County have discussed a project under which the Developer would construct and equip manufacturing operations and related facilities in the County (the “Project”); and
WHEREAS, to provide for the orderly and timely development of the Project, the Developer has requested certain economic development incentives from the County, including a contribution in the amount of not to exceed $800,000, to be financed through the issuance of bonds of the County (the “County Contribution”); and
WHEREAS, the Commission has determined that development of the Project, the financing of the County Contribution and the provision of certain other incentives to the Developer are in the best interests of the citizens of the County; and
WHEREAS, the Commission desires to approve the execution of an Economic Development Agreement, among the County, the Commission and the Developer, a form of which has been presented to the Commission on the date hereof (the “Economic Development Agreement”), pursuant to which certain incentives will be provided to the Developer in exchange for its commitment to complete the Project, all subject to the terms set forth therein.
NOW, THEREFORE, BE IT RESOLVED by the Dearborn County Redevelopment Commission, that:
  1. The President of the Commission is hereby authorized and directed, in the name and on behalf of the Commission, to execute and deliver the Economic Development Agreement, with such changes and modifications as such officer deems necessary or appropriate to effectuate this Resolution, said President’s execution thereof to be conclusive evidence of his approval of such changes. 
  2. The President of the Commission and other members of the Commission are hereby authorized to take all such actions and execute all such instruments as are necessary or desirable to effectuate this Resolution.
  3. This Resolution shall be in full force and effect from and after its adoption.

Adopted the 4th day of February, 2016.



DMS 3577385v1

Resolution No. ____________
Resolution of the Dearborn County
Redevelopment Commission Confirming the Amendment
of the Economic Development Plan for
the West Harrison Expanded  Economic Development Area 
Whereas, the Dearborn County (the “County”) Redevelopment Commission (the “Commission”), as the governing body for the Dearborn County Redevelopment Department (the “Department”), previously adopted a Declaratory Resolution (as previously adopted and amended, the “Original Resolution”) designating an area known as the West Harrison Expanded Economic Development Area (the “Economic Development Area”), as an economic development area pursuant to Indiana Code Section 36-7-14, as amended (the “Act”); and
Whereas, the Original Resolution approved an economic development plan for the Economic Development Area (as previously approved and amended, the “Original Plan”); and
Whereas, the Commission, on November 12, 2015,  adopted a Declaratory Resolution (the “Declaratory Resolution”), amending the Original Resolution and the Original Plan to provide for the following (collectively, the “Amendment”) (the Original Plan, as previously amended, and as further so amended, the “Amended Plan”):
1. Reduction of the existing West Harrison Expanded Economic Development Area Allocation Area contained within the Economic Development Area; 
2. The addition of certain parcels to the Economic Development Area (the “Expansion Area”);
3. The expansion of the Economic Development Area and related allocation area to include a road, as described in the Declaratory Resolution; 
4. The designation of such excluded area, together with the Expansion Area, as a new allocation area to be known as the “Skally’s Bakery Allocation Area;” and
5.  The addition of  projects to the Plan, including without limitation (a) the application of a portion of tax increment revenues from the Skally’s Bakery Allocation Area to pay principal and interest on bonds to be issued on behalf of Odette, LLC (d/b/a Skally’s Bakery), or an affiliated company, and/or West Harrison LLC, or an affiliated company; (b) acquisition of infrastructure improvements; (c) demolition costs; and (d) acquisition from time to time of parcels from the County;
Whereas, the Dearborn County Plan Commission, on November 23, 2015, approved and adopted an Order (the “Plan Commission Order”) determining that the Declaratory Resolution and the Amended Plan conform to the plan of development for the County and approving the Declaratory Resolution and the Amended Plan; and
Whereas, pursuant to Section 16 of the Act, the Board of Commissioners of the County, on January 19, 2016, adopted a resolution which approved the Declaratory Resolution, the Amended Plan and the Plan Commission Order; and
Whereas, the Commission has received the written orders of approval as required by Section 17(a) of the Act; and
Whereas, pursuant to Section 17 of the Act, the Commission caused to be published a Notice of Public Hearing with respect to the Amendment and filed a copy of said Notice in the offices of all departments, bodies or officers of the County having to do with County planning, variances from zoning ordinances, land use or the issuance of building permits, and the Commission complied with other notice requirements in accordance with the Act; and
Whereas, at the hearing (the “Public Hearing”) held by the Commission on February  4, 2016, the Commission heard all persons interested in the proceedings and considered any written remonstrances that were filed and  all evidence presented; and 
Whereas, the Commission now desires to take final action determining the public utility and benefit of the proposed development projects for the Economic Development Area and confirming the Declaratory Resolution, in accordance with Section 17 of the Act. 
Now, Therefore, be it Resolved by the Dearborn County Redevelopment Commission, as follows:
  1. The Commission hereby reconfirms the findings and determinations set forth in the Original Resolution with respect to the Economic Development Area, as previously amended.
  2. After considering the evidence presented at the Public Hearing, the Commission hereby confirms the findings and determinations, designations and approving and adopting actions contained in the Declaratory Resolution.
  3. After considering the evidence presented at the Public Hearing, the Commission hereby finds and determines that it will be of public utility and benefit to proceed with the proposed projects set forth in the Amended Plan, and the Amended Plan is hereby approved in all respects.
  4. The Declaratory Resolution is hereby confirmed.
  5. This Resolution constitutes final action, pursuant to Section 17(d) of the Act, by the Commission determining the public utility and benefit of the proposed projects and confirming the Declaratory Resolution pertaining to the Economic Development Area.
  6. The Secretary of the Commission is directed to record the final action taken by the Commission pursuant to the requirements of Sections 17(d) of the Act.
Adopted the 4th day of February, 2016.


DMS 3565802v1

RESOLUTION NO. _______

RESOLUTION OF THE DEARBORN COUNTY REDEVELOPMENT COMMISSION AUTHORIZING THE DISPOSITION OF CERTAIN PROPERTY IN THE WEST HARRISON EXPANDED ECONOMIC DEVELOPMENT AREA, AND RELATED MATTERS 
WHEREAS, the Dearborn County Redevelopment Commission (the “Commission”) has previously created an economic development area designated as the West Harrison Expanded Economic Development Area (the “Economic Development Area”) pursuant to I.C. 36-7-14, as amended (the “Act”); and
WHEREAS, the Commission has adopted an Economic Development Plan (as amended from time to time, the “Economic Development Plan”), which sets forth various economic development projects for the Economic Development Area; and
WHEREAS, the Economic Development Plan contemplates the disposition of certain property described in Appendix A hereto (the “Property”) in accordance with the requirements of the Act; and
WHEREAS, the Commission caused to be published a notice of request for proposals relating to the disposition of the Property (the “Notice of Disposition”) in accordance with law; and
WHEREAS, by February 4, 2016, the date by which proposals for the acquisition of the Property were required to be submitted, no proposal was submitted which complied with the requirements for the Property set forth in the offering sheet relating to the disposition of the Property (the “Offering Sheet”); and
WHEREAS, the Act provides that, after the opening and consideration of written offers filed in response to the publication of a notice of disposition, the Commission is authorized to dispose of the subject property by private negotiation, so long as, for a period of thirty (30) days after the opening of the offers, the Commission is not permitted to sell such property at a price less than the minimum purchase price set forth in the offering sheet relating thereto; and
WHEREAS, the Commission has received no expressions of interest from any party wishing to purchase the Property in full compliance with the Offering Sheet;
NOW, THEREFORE, BE IT RESOLVED BY THE DEARBORN COUNTY REDEVELOPMENT COMMISSION AS FOLLOWS:
  1. Authorization for Disposition of Property.  Subject to the confirmation by the President of the Commission that no further expressions of interest for the purchase of the Property have been received by March 7, 2016, the President of the Commission is hereby authorized, beginning on March 7, 2016, to dispose of the Property on behalf of the Commission on such terms (including at such price, which may be a nominal price) as such officer determines to be most advantageous to the Commission; provided that such officer may dispose of the Property only to a party that commits to comply with all requirements for the Property set forth in the Offering Sheet other than the minimum offering price.
  2. Effectiveness.  This Resolution shall be in full force and effect from and after its passage.
Adopted this 4th day of February, 2016.


EXHIBIT A
DMS 3597268v1

RESOLUTION NO. _____________
A RESOLUTION OF THE DEARBORN COUNTY REDEVELOPMENT COMMISSION IRREVOCABLY PLEDGING A PORTION OF CERTAIN TAX INCREMENT REVENUES FROM THE SKALLY’S BAKERY ALLOCATION AREA TO THE PAYMENT OF THE DEARBORN COUNTY, INDIANA, TAXABLE ECONOMIC DEVELOPMENT REVENUE BONDS, SERIES 2016B (WEST HARRISON, LLC PROJECT)
WHEREAS, the Dearborn County Redevelopment Commission (the “Commission”) has created the Dearborn County Expanded Economic Development Area, has designated a portion of such area as the Skally’s Bakery Allocation Area (the “Allocation Area”) for purposes of the allocation and distribution of property taxes under IC 36-7-14-39 and IC 36-7-14-39.3, and has created the Skally’s Bakery Allocation Fund (the “Allocation Fund”) pursuant to IC 36-7-14-39; and
WHEREAS, West Harrison, LLC, or an affiliate thereof (the “Company”), intends to finance the acquisition, construction, renovation, and equipping of economic development facilities for use by the Company in its commercial development and related operations, which are in or directly serving and benefiting the Allocation Area (collectively, the “Project”); and
WHEREAS, the Dearborn County Economic Development Commission has approved the issuance of the Dearborn County, Indiana, Taxable Economic Development Revenue Bonds, Series 2016B (West Harrison, LLC Project) (the “Bonds”), the proceeds of which will be provided to the Company and applied to costs of the Project; and
WHEREAS, as an inducement to the Company to undertake the Project and create and preserve jobs in Dearborn County, the Commission has agreed to pledge a portion of the tax increment revenues generated from certain real property improvements of Odette, LLC (or its affiliates) (the “Designated Taxpayer”), in the Allocation Area to the payment of the Bonds;
NOW, THEREFORE, BE IT RESOLVED by the Dearborn County Redevelopment Commission, as follows:
1. Eighty percent (80%) of real property tax increment revenues generated semiannually in the Allocation Area and deposited into the Allocation Fund pursuant to IC 36-7-14-39 and IC 36-7-14-39.3 during a ten-year period beginning in 2019, or, at the option of the Company, 2020 (the “TIF Revenues”), shall be set aside and used only as set forth in this Resolution (such percentage referred to herein as the “Pledged TIF Revenues”).  The pledge of TIF Revenues set forth herein shall relate solely to investments made by the Designated Taxpayer relating to the current Phase of its development, and shall not include tax increment revenues from investment made other than as part of the current Phase of the Designated Taxpayer’s development prior to January 1, 2019.
2. On each June 28 and December 28, beginning June 28, 2019 (or such other dates as the proper officers of the Commission may approve), all Pledged TIF Revenues shall be immediately transferred to the appropriate trustee or agent for deposit into the appropriate funds and accounts and application to the payment of the Bonds. 
3. Pursuant to IC 36-7-14-39(b)(3)(D) and IC 5-1-14-4, the Commission hereby pledges the Pledged TIF Revenues deposited into the Allocation Fund for application to the payment of the Bonds.
4. Upon the defeasance of the Bonds, any moneys remaining in the funds and accounts applicable to the Bonds shall be returned to the Commission for deposit into the Allocation Fund and may be used by the Commission for any purpose permitted by law.
5. The proper officers of the Commission are hereby authorized to take such further actions and enter into such agreements as they deem necessary or appropriate in furtherance of the matters approved hereby.
6.  This resolution shall take effect immediately upon adoption by the Commission.
Adopted the 4th day of February, 2016.


DMS 3577272v1

RESOLUTION NO. __________
A RESOLUTION OF THE DEARBORN COUNTY REDEVELOPMENT
 COMMISSION APPROVING AN ECONOMIC DEVELOPMENT
AGREEMENT WITH WEST HARRISON, LLC AND
CERTAIN OTHER MATTERS IN CONNECTION THEREWITH

WHEREAS, the Dearborn County Redevelopment Commission (the “Commission”) desires to foster economic development within Dearborn County, Indiana (the “County”) and benefit the health and general welfare of the citizens of the County; and
WHEREAS, West Harrison, LLC or an affiliate thereof (“the Developer”) and the County have discussed a project under which the Developer would construct and equip commercial development and related facilities in the County (the “Project”); and
WHEREAS, to provide for the orderly and timely development of the Project, the Developer has requested certain economic development incentives from the County, including a contribution in the amount of not to exceed $3,000,000, to be financed through the issuance of bonds of the County (the “County Contribution”); and
WHEREAS, the Commission has determined that development of the Project, the financing of the County Contribution and the provision of certain other incentives to the Developer are in the best interests of the citizens of the County; and
WHEREAS, the Commission desires to approve the execution of an Economic Development Agreement, among the County, the Commission and the Developer, a form of which has been presented to the Commission on the date hereof (the “Economic Development Agreement”), pursuant to which certain incentives will be provided to the Developer in exchange for its commitment to complete the Project, all subject to the terms set forth therein.
NOW, THEREFORE, BE IT RESOLVED by the Dearborn County Redevelopment Commission, that:
  1. The President of the Commission is hereby authorized and directed, in the name and on behalf of the Commission, to execute and deliver the Economic Development Agreement, with such changes and modifications as such officer deems necessary or appropriate to effectuate this Resolution, said President’s execution thereof to be conclusive evidence of his approval of such changes. 
  2. The President of the Commission and other members of the Commission are hereby authorized to take all such actions and execute all such instruments as are necessary or desirable to effectuate this Resolution.
  3. This Resolution shall be in full force and effect from and after its adoption.

Adopted the 4th day of February, 2016.



DMS 3577385v1

RESOLUTION NO. __________
A RESOLUTION OF THE DEARBORN COUNTY REDEVELOPMENT
 COMMISSION APPROVING A LICENSE AGREEMENT WITH ODETTE, LLC, 
AND CERTAIN OTHER MATTERS IN CONNECTION THEREWITH

WHEREAS, the Dearborn County Redevelopment Commission (the “Commission”) is the owner of certain parcels of real property located in Dearborn County, Indiana in the West Harrison Expanded Economic Development Area as more particularly described in, and depicted on,  Exhibit A attached hereto (the “Licensed Premises”);
WHEREAS, Odette, LLC intends to purchase the Licensed Premises from the Commission within two (2) months of the effective date of the License Agreement (as defined below), but needs access to the Licensed Premises immediately to commence construction of certain improvements to the Licensed Premises;
WHEREAS, in order to accommodate Licensee, the Commission will provide a non-exclusive license to Licensee; and
WHEREAS, the Commission desires to approve the execution of a License Agreement between the Commission and the Licensee, a form of which has been presented to the Commission on the date hereof (the “License Agreement”), pursuant to which the Commission will provide a non-exclusive license to Licensee, all subject to the terms set forth therein.
NOW, THEREFORE, BE IT RESOLVED by the Dearborn County Redevelopment Commission, that:
  1. The President of the Commission is hereby authorized and directed, in the name and on behalf of the Commission, to execute and deliver the License Agreement, with such changes and modifications as such officer deems necessary or appropriate to effectuate this Resolution, said President’s execution thereof to be conclusive evidence of his approval of such changes. 
  2. The President of the Commission and other members of the Commission are hereby authorized to take all such actions and execute all such instruments as are necessary or desirable to effectuate this Resolution.
  3. This Resolution shall be in full force and effect from and after its adoption.

Adopted the 4th day of February, 2016.


EXHIBIT A
DMS 3596531v1