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HomeMy WebLinkAboutResolution No. 4760 RESOLUTION NO. 4760 A RESOLUTION OF THE CITY OF EUGENE, OREGON AUTHORIZING THE SALE OF THE CITY'S GENERAL OBLIGATION REFUNDING BONDS. The City Council of the City of Eugene, Oregon, finds as follows: A. The City of Eugene (the "City") has previously issued its General Obligation Public Safety Facilities Bonds Series 1996 dated May 30, 1996 and its General Obligation Bonds, Series 1999 (Parks and Open Spaces) dated August 17, 1999 (collectively, the "Refundable Bonds"). B. The Refundable Bonds bear interest at rates that are higher than current market rates and the City may be able to reduce debt service costs by issuing its general obligation refunding bonds to refund and replace the Refundable Bonds. C. ORS 288.592 authorizes the City to issue general obligation bonds to refund outstanding general obligation bonds under ORS 288.60S to 288.695 if the refunding is approved by the Oregon State Treasury. D. The City wishes to reduce the cost of debt service to the City's taxpayers by issuing general obligation bonds to refund Refundable Bonds. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Eugene, a municipal corporation of the State of Oregon, as follows: Section 1. Refunding Plan. The City is hereby authorized to submit an advance refunding plan for all or any portion of the Refundable Bonds. Section 2. Bonds Authorized. The City is hereby authorized to refund all or any portion of the Refundable Bonds, and to issue, sell and deliver one or more series of its General Obligation Refunding Bonds (the "Refunding Bonds") in a principal amount which does not exceed the principal amount necessary to refund the Refundable Bonds and pay costs of issuing the Refunding Bonds. However, the City shall not issue the Refunding Bonds unless the Refunding Bonds reduce debt service and the refunding is approved by the Oregon State Treasury. Section 3. Delegation. If the City Manager or the person designated by the City Manager to act on behalf of the City pursuant to this Resolution (the "City Official") determines to issue the Refunding Bonds, the City Official is hereby directed, on behalf of the City and without further action by the Council, to: (1) Participate in the preparation of, authorize the distribution of, and deem final any official statement or other disclosure documents relating to each series of the Refunding Bonds. (2) Establish the final principal amounts, maturity schedules, interest rates, sale prices and discount, prepayment terms, payment terms and dates, and other terms of each series of Refunding Bonds. (3) Execute and deliver a bond declaration for each series of Refunding Bonds, specifying the terms under which each series of Refunding Bonds are issued, and making covenants for the benefit of Bondowners, including covenants to protect the tax-exempt status of the Refunding Bonds. (4) Solicit competitive proposals for the purchase of any series of Refunding Bonds and award the sale of that series to the proposer offering the most favorable terms to the City, or select one or more underwriters, negotiate the terms of the sale of any series of Refunding Bonds, and sell that series to those underwriters. (5) Undertake to provide continuing disclosure for each series of Refunding Bonds in accordance with Rule 15c2-12 of the United States Securities and Exchange Commission. (6) Apply for ratings for each series of Refunding Bonds, determine whether to purchase municipal bond insurance or obtain other forms of credit enhancements for each series of the Refunding Bonds, enter into agreements with the providers of credit enhancement, and execute and deliver related documents. (7) Engage a verification agent and an escrow agent, enter into one or more escrow deposit agreements, and deposit the proceeds of each series of the Refunding Bonds pursuant to the escrow deposit agreements. (8) Defease and call for redemption any Refundable Bonds that are refunded by the Refunding Bonds. (9) Execute and deliver each series of Refunding Bonds to their purchaser. (10) Execute and deliver any agreements or certificates and take any other action in connection with each series of Refunding Bonds which the City Official finds is desirable to permit the sale and issuance of that series of Refunding Bonds in accordance with this Resolution. Section 4. Security for Refunding Bonds. The Refunding Bonds shall be general obligations of the City, and the full faith and credit of the City are hereby pledged to pay the Refunding Bonds when due. The City covenants for the benefit of the Bondowners that the City shall levy annually, as provided by law, in addition to its other ad valorem property taxes and outside the limitations of Sections 11 and 11 b of Article IX of the Oregon Constitution, a direct ad valorem tax upon all of the taxable property within the City in sufficient amount, after considering discounts taken and delinquencies that may occur in the payment of taxes, to pay the Refunding Bonds promptly as they mature. The City covenants with the owners of the Refunding Bonds to levy such a tax annually during each year that any of the Refunding Bonds are outstanding. Section 5. Tax-Exempt Status. The City covenants to use the proceeds of the General Obligation Refunding Bonds, and to otherwise comply with the provisions of the Internal Revenue Code of 1986, as amended (the "Code"), so that interest paid on the General Obligation Refunding Bonds will not be includable in gross income of the Refunding Bondowners. The City Official may enter into additional covenants on behalf of the City to protect the tax-exempt status of the General Obligation Refunding Bonds. Section 6. Form. The Refunding Bonds shall be in substantially the form attached hereto as Exhibit A, with such changes as may be approved by the City Official. The Refunding Bonds shall be executed on behalf of the City with the facsimile or manual signatures of the City Official. Section 7. Effective Date. This resolution shall take effect on June 23,2003. The foregoing Resolution adopted by the City Council on the 23rd day of June, 2003 VV\a~~ City Recorder EXHIBIT A (Form of Refunding Bond) No. I $ United States of America State of Oregon County of Lane City of Eugene General Obligation Refunding Bonds Series 2003 Dated Date: Interest Rate Per Annum: <<CouponRate>>% Maturity Date: _, <<MaturityYean> CUSIP Number: <<CUSIPNumbm Registered Owner: -----Cede & Co.----- Principal Amount: -----<<PrincipalAmtSpelled>> Dollars----- The City of Eugene, Oregon (the "City"), for value received, acknowledges itself indebted and hereby promises to pay to the Registered Owner hereof, or registered assigns, the Principal Amount indicated above on the Maturity Date indicated above together with interest thereon from the date hereof at the Interest Rate Per Annum indicated above, computed on the basis ofa 360-day year of twelve 30-day months. Interest is payable semiannually on the first day of _ and the first day of _ in each year until maturity or prior redemption, commencing _' Payment of each installment of interest shall be made on the payment date to the Registered Owner hereof whose name appears on the registration books of the City maintained by the City's paying agent and registrar, which is currently _ (the "Registrar"), as the Registered Owners appear on the registration books as of the close of business on the fifteenth (15th) day of the calendar month immediately preceding the applicable interest payment date. For so long as this Bond is subject to a book-entry-only system, principal and interest payments shall be paid on each payment date to the nominee of the securities depository for the Bonds. On the date of issuance of this Bond, the securities depository for the Bonds is The Depository Trust Company, New York, New York, and Cede & Co. is the nominee of The Depository Trust Company. Such payments shall be made payable to the order of "Cede & Co." This bond is one of a duly authorized series of bonds aggregating $ in principal amount designated as General Obligation Refunding Bonds, Series 2003 (the "Bonds"). The Bonds are issued to refund the outstanding principal amount of the City's and . The Bonds are issued under and pursuant to Resolution No. of the City adopted on _ and a Bond Declaration executed pursuant to that resolution (the "Declaration"). The Bonds are issued in full and strict accordance and compliance with all of the provisions of the Constitution and Statutes of the State of Oregon and the Charter of the City. The Bonds constitute valid and legally binding obligations of the City. The full faith and credit of the City are pledged for the punctual payment of the principal of and interest on the Bonds. The City has pledged and is obligated by law to provide for the levy and collection annually of ad valorem taxes without limitation as to rate or amount on all taxable property within the boundaries of the City to pay the principal of and interest on the Bonds. The Bonds do not constitute a debt or indebtedness of Lane County, the State of Oregon, or any political subdivision thereof other than the City. The Bonds are initially issued as a book-entry-only security issue with no certificates provided to the beneficial owners. Records of ownership of beneficial interests in the Bonds will be maintained by The Depository Trust Company and its participants. Should the book-entry only security system be discontinued, the Bonds shall be issued in the form of registered Bonds without coupons in denominations of $5,000 or any integral multiple thereof. Such Bonds may be Page 1 (Exhibit A to Resolution) exchanged for Bonds of the same aggregate principal amount, interest rate and maturity date, but different authorized denominations, as provided in the Declaration. The Bonds shall mature and be subject to redemption as described in the Final Official Statement for the Bonds which is dat~d ,2003. Unless the book-entry-only system is discontinued, notice of any call for redemption shall be given as required by the Blanket Issuer Letter of Representations to The Depository Trust Company, as referenced in the Declaration. Interest on any Bond or Bonds so called for redemption shall cease on the redemption date designated in the notice. The Registrar will notify The Depository Trust Company promptly of any Bonds called for redemption not less than 30 days prior to the date fixed for redemption. If the book-entry-only system is discontinued, notice of redemption shall be given by first-class mail, postage prepaid, not less than thirty days nor more than sixty days prior to the date fixed for redemption to the registered owner of each Bond to be redeemed at the address shown on the bond register; however, any failure to give notice shall not invalidate the redemption of the Bonds. All Bonds called for redemption shall cease to bear interest from the date designated in the notice. Any exchange or transfer of this Bond must be registered, as provided in the Declaration, upon the bond register kept for that purpose by the Registrar. The exchange or transfer of this Bond may be registered only by surrendering it, together with a written instrument of exchange or transfer which is satisfactory to the Registrar and which is executed by the registered owner or duly authorized attorney. Upon registration, a new registered Bond or Bonds, of the same series and maturity and in the same aggregate principal amount, shall be issued to the transferee as provided in the Declaration. The City and the Registrar may treat the person in whose name this Bond is registered on the bond register as its absolute owner for all purposes, as provided in the Declaration. IT IS HEREBY CERTIFIED, RECITED, AND DECLARED that all conditions, acts, and things required to exist, to happen, and to be performed precedent to and in the issuance ofthis Bond have existed, have happened, and have been performed in due time, form, and manner as required by the Constitution and Statutes of the State of Oregon and the Charter of the City; and that the issue of which this Bond is a part, and all other obligations of the City, are within every debt limitation and other limit prescribed by such Constitution and Statutes and City Charter; and that the City has covenanted to levy a tax upon all taxable property within the City in an amount sufficient, with other available funds, to pay when due the interest on and the principal of the Bonds. IN WITNESS WHEREOF, the Council of the City of Eugene, Oregon, has authorized this Bond to be signed by the facsimile signature of its City Official as of the _ day of _' City of Eugene, Oregon City Official Page 2 (Exhibit A to Resolution) THIS BOND SHALL NOT BE V AUD UNLESS PROPERLY AUTHENTICATED BY THE REGISTRAR IN THE SPACE INDICATED BELOW. This Bond is one of a series of $ aggregate principal amount of City of Eugene, Oregon General Obligation Refunding Bonds, Series 2003, issued pursuant to the Declaration described herein. Date of authentication: ,2003. , as Registrar Authorized Officer ASSIGNMENT FOR VALUE RECEIVED, the undersigned sells, assigns and transfers unto (Please insert social security or other identifying number of assignee) this Bond and does hereby irrevocably constitute and appoint transfer this Bond on the books kept for registration thereof witlJ the full power of substitution in the premises. Dated: as attorney to NOTICE: The signature to this assignment must correspond with the name of the registered owner as it appears upon the face of this Bond in every particular, without alteration or enlargement or any change whatever. NOTICE: Signature(s) must be guaranteed by a member of the New York Stock Exchange or a commercial bank or trust company Signature Guaranteed (Bank, Trust Company or Brokerage Firm) Authorized Officer The following abbreviations, when used in the inscription on the face of this Bond, shall be construed as though they were written out in full according to applicable laws or regulations. TEN COM -- tenants in common TEN ENT -- as tenants by the entireties JT TEN -- as joint tenants with right of survivorship and not as tenants in common OREGON CUSTODIANS use the following CUST UL OREG MIN as custodian for (name of minor) OR UNIF TRANS MIN ACT under the Oregon Uniform Transfer to Minors Act Additional abbreviations may also be used though not in the list above. Page 3 (Exhibit A to Resolution)