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HomeMy WebLinkAboutA002 - Reissuance Tax Certificate $538,234 CITY OF AMES, IOWA • COMMERCIAL DEVELOPMENT REVENUE REFUNDING BONDS (PYLE REFUNDING PROJECT) SERIES 1991 REISSUANCE TAX CERTIFICATE THE UNDERSIGNED, the partners of Pyle Office Park Partner- ship, an Iowa general partnership ( the "Company" ) hereby certify the following with respect to the above-captioned bonds ( the "Bonds" ) : 1 . The Bonds . The City of Ames, Iowa ( the "Issuer" ) adopted a Resolution ( the "Bond Resolution" ) on December 17 , 1991 pursuant to which the Issuer issued its Commercial Development Revenue Refunding Bonds (Pyle Refunding Project) , Series 1991, in the principal amount of $538 , 234 ( the "Bonds" ) . The Issuer loaned the proceeds from the sale of the Bonds to the Company pursuant to a Loan Agreement dated as of January 1 , 1992 (the "Loan Agreement" ) . All of the bonds are owned by McQuistan Investments ( the "Bondholder" ) . 2 . Change in Interest Rate. The Company and the Bond- holder have agreed to modify the interest rate on the Bonds . The Issuer has adopted a Resolution approving the change to the interest rate and the Amendment to Loan Agreement . The Issuer and the Company have entered into an Amendment to Loan Agreement, • to document the change agreed to by the Company and the Bond- holder. A copy of the Amendment to Loan Agreement is attached hereto . 3 . Reissuance. The undersigned acknowledge that the change provided for by the Amendment to Loan Agreement may con- stitute a "reissuance" under the Internal Revenue Code of 1986 , as amended, the regulations thereunder and the cases and rulings relating thereto. As a "reissuance, " the Bonds , following the effective date of the change ( the "Amendment Date" ) , will be treated as newly issued bonds , the proceeds of which shall be deemed to have been used to redeem the outstanding principal amount of the Bonds as of the Amendment Date . The "deemed newly issued" Bonds must meet all of the statutory and regulatory requirements of tax-exempt Bonds issued on the Amendment Date. 4 . No Other Changes . The undersigned certify that the Company and the Bondholder have not agreed to any changes relat- ing to the terms of the Bonds ( including, but not limited to, other changes relating to the interest rate, changes relating to redemption provisions , changes relating to security or repayment terms ) other than the change reflected in the Amendment to Loan Agreement, which change has been approved by the Issuer . -2- 5 . Funds and Collateral, Investment Proceeds . ( a) The aggregate outstanding principal amount of the Bonds as of the Amendment Date is $436 , 842 . 87 . (b) The Company has not established and does not expect to establish any sinking fund, debt service fund, redemption fund, reserve fund, replacement fund or similar fund pledged to pay debt service on the Bonds . All payments under the Loan Agreement are remitted directly to the Bondholder pursuant to the Bond Resolution. (c ) Loan repayment installments made by the Company pursu- ant to the Loan Agreement are remitted to the Bondholder for the account of the Issuer for the purpose of paying principal of, premium, if any, and interest on the Bonds and are immediately so applied. 6 . Rebate. The Company agrees to comply with the provi- sion of the Loan Agreement and the Code with respect to any required arbitrage rebate . The Company acknowledges that the yield on the Bonds, for arbitrage and arbitrage rebate purposes , must be recalculated in light of the change referred to herein. • 7 . General. To the best of our knowledge, information and belief, there are no other facts, estimates or circumstances that would materially change any of the foregoing certifications . The representations contained in this Certificate are made for the benefit of the Issuer, Bond Counsel and others and may be relied upon by the Issuer, Bond Counsel and others in determining whether or not the Bonds constitute "arbitrage bonds " within the meaning of Section 147 of the Code and whether or not the inter- est on the Bonds is subject to income taxation by the United States under existing statutes , regulations , and decisions . WITNESS our manual signatures as the partners of the Company this 3rd day of January, 1994 , being the date of issuance and delivery of the Bonds in exchange for the proceeds thereof . PYLE OFFICE PARK PARTNERSHIP f Dough G., e, General Partner Dennis D. Pyle, General Partner • -3- i Joy e I 1� le �n per, Ge eral Partner Virginia M. Pyle Irrevocable Trust Number One,,-'General -Part By: Dennis D. Pyl , Trustee Virginia M. Pyle Irrevocable Trust Number Tw Generals Partner DougLds G. , yle, Trustee Virginia M. Pyle Irrevocable Trust Number Three, General Partner By: Joy y e oper, rustee Virginia M. Pyle Irrevocable Trust Number Four,, General ,,Partner By: Do gl G. e, Trustee Virginia M. Pyle Irrevocable Trust Number Five, -General rtn� Dennis D. Pyle, Tt6stee SE6 :E6135403 . 93