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HomeMy WebLinkAboutItem 2F: Resolution Authorizing EWEB Bonds for Refunding and Electric System ECC UGENE ITY OUNCIL AIS GENDA TEM UMMARY Adoption of Resolution 4870 Authorizing the Issuance and Sale of Electric Utility System Revenue and Refunding Bonds in the Aggregate Principal Amount of Not to Exceed Eighteen Million Three Hundred Fifty-Four Thousand Two Hundred Eighty Dollars ($18,354,280) for the Purposes of Financing and Refinancing Capital Improvements to the Electric Utility System and Providing for Related Matters Meeting Date: May 8, 2006 Agenda Item Number: 2F Department: Central Services Staff Contact: Sue Cutsogeorge www.eugene-or.gov Contact Telephone Number: 682-5589 ISSUE STATEMENT The Eugene Water & Electric Board (EWEB) is requesting authority to proceed with the issuance of Electric Utility System Revenue Bonds in the amount of $18,354,280, for several purposes described in detail below. This is the first of two resolutions that are being brought back to council in accordance with direction given at the April 10 meeting to split the bond issuance authority into two parts. BACKGROUND On June 25, 2001, the council adopted Resolution No. 4677 authorizing the issuance and sale of Electric System Revenue Bonds in the aggregate amount not to exceed $50 million for capital improvements to the electric system. Of this amount, $47,070,719.21 has been issued to date. This resolution sets the terms and conditions by which the council would authorize the issuance of $2,929,280.79 remaining under this authorization. The bonds will be used to reimburse the Electric Utility general account for funds expended to complete the application process for the Carmen Smith Hydroelectric license. On December 6, 2004, the council adopted Resolution #4817 authorizing the issuance of $10 million of electric system revenue bonds for the purpose of financing the design, construction, installation, and equipping of certain capital improvements to the electric system. Of this amount, $8,075,000 has been issued to date. This resolution sets the terms and conditions by which the council would authorize the issuance of the $1,925,000 remaining under this authorization. Of this amount, $1,050,081 will be used to complete the purchase of property in West Eugene for a new Operations Center and the remaining $874,919 is to be used to complete the application process for the Carmen Smith Hydroelectric license. Both purposes comply with the original authorization from the council for the bonds. The City, acting by and through EWEB, has previously issued $19,890,000 of Electric System Revenue Bonds, Series 1996, of which $12,420,000 of principal remains outstanding. Those bonds are currently callable. EWEB is proposing to refinance these bonds to achieve approximately $913,644 of interest rate savings over the life of the bonds. L:\CMO\2006 Council Agendas\M060508\S0605082F.doc The chart below summarizes the authorizations requested at this time, which equal $4,854,280 of new money bonds and $13,500,000 of refunding bonds, for a total authorization of $18,354,280. Amount Previously Amount Amount of Bonds Series Issued Authorized Issued to be Issued in 2006 New Money Refunding 1994 $27,000,000 $27,000,000 1994C $30,000,000 $13,500,000 1994C $1,500,000 $31,500,000 Notes/Bonds $50,000,000 1996 Bonds -- $19,890,000 1998A $15,000,000 $12,455,000 Conservation $6,000,000 $1,800,000 2002B $12,000,000 $11,000,000 Total 1993 Election $141,500,000 $103,645,000 $13,500,000 2001B $37,570,719 2003 New Project Bonds $ 7,000,000 2005 Bonds $ 2,500,000 Total 2001 URBA $50,000,000 $47,070,719 $2,929,280 Series 2005 – 2005 URBA $10,000,000 $8,075,000 $1,925,000 Total – All Bonds $201,500,000 $158,790,719 $4,854,280 $13,500,000 Series 2005 – Carmen Smith Project This item is being brought back to the council based on direction at the April 10 meeting to split the bond issuance authority into two parts. This first part is the refunding and electric system improvement authorization. The $8 million authorization related to the design costs for the West Eugene operations facility is included on the City Council calendar for this same meeting, as a separate item. Attachment A includes the resolution that the council is requested to consider at this meeting. Attachment B shows the changes from the April 10 resolution, so that the council can see that any reference to the design costs for the West Eugene operations facility has been removed in the current resolution. RELATED CITY POLICIES There are no City policies related to this item. L:\CMO\2006 Council Agendas\M060508\S0605082F.doc COUNCIL OPTIONS The council can approve or not approve this resolution. If the council does not approve the resolution, EWEB would not be able to proceed with the refinancing of the Series 1996 bonds to achieve interest rate savings or to issue new revenue bonds to complete the Carmen Smith Project license application. CITY MANAGER’S RECOMMENDATION The City Manager recommends adoption of the resolution. SUGGESTED MOTION Move to adopt Resolution 4870 authorizing the issuance and sale of Electric Utility System Revenue and Refunding Bonds in the aggregate principal amount of not to exceed eighteen million three hundred fifty-four thousand two hundred eighty dollars ($18,354,280) for the purposes of financing and refinancing capital improvements to the Electric Utility System and providing for related matters. ATTACHMENTS A. Proposed Resolution B. Resolution marked to show changes from the April 10 resolution. FOR MORE INFORMATION Staff Contact: Sue Cutsogeorge Telephone: 682-5589 Staff E-Mail: Sue.L.Cutsogeorge@ci.eugene.or.us EWEB Contact: Jim Origliosso Telephone: 484-3753 E-Mail: Jim.Origliosso@eweb.eugene.or.us L:\CMO\2006 Council Agendas\M060508\S0605082F.doc ATTACHMENT A RESOLUTION NO. ____ A RESOLUTION AUTHORIZING THE ISSUANCE AND SALE OF ELECTRIC UTILITY SYSTEM REVENUE AND REFUNDING BONDS IN THE AGGREGATE PRINCIPAL AMOUNT OF NOT TO EXCEED E IGHTEEN MILLION THREE HUNDRED FIFTY-FOUR THOUSAND TWO HUNDRED EIGHTY DOLLARS ($18,354,280) FOR THE PURPOSES OF FINANCING AND REFINANCING CAPITAL IMPROVEMENTS TO THE ELECTRIC UTILITY SYSTEM AND PROVIDING FOR RELATED MATTERS The City Council of the City of Eugene finds that: A. ORS §288.805 to §288.945, commonly known as the Uniform Revenue Bond Act, authorizes the City to issue bonds payable solely from revenues generated by facilities, projects, utilities or systems owned or operated by the City.The City, acting by and through the Eugene Water & Electric Board (“EWEB”), owns and operates an electric utility and related facilities and systems. B. On June 16, 1986 EWEB adopted a resolution authorizing and providing for the issuance, from time to time, of City of Eugene, Oregon Electric System Revenue Bonds to be equally and ratably secured by the pledge of revenues, funds and accounts thereunder (as amended and supplemented, the “Bond Resolution”). C. The Bond Resolution provides in part that the principal of, premium, if any, and interest on the bonds issued thereunder shall not be payable from any funds of the City nor constitute a general obligation of the City or create a charge upon the tax revenues or any other property or revenues of the City. D. On May 18, 1993, the electors of the City of Eugene authorized issuance of up to $150,000,000 of electric system revenue bonds. Subsequently, the City Council adopted Resolution No. 4425 authorizing the issuance of electric revenue bonds. Pursuant to that authorization, the City, acting by and through EWEB, issued the City of Eugene, Oregon, Electric System Revenue Bonds, Series 1996 (the “1996 Bonds”), which 1996 Bonds will be outstanding in the principal amount of $12,420,000 as of August 1, 2006. E. EWEB has determined that substantial present value savings may be achieved by issuing refunding bonds for the purpose of refunding and defeasing the outstanding 1996 Bonds which may be called and redeemed as of August 1, 2006, without premium (the “Refunded 1996 Bonds”). F. EWEB has requested that the City Council adopt this Resolution in part to set the terms for the issuance of not to exceed $13,500,000 principal amount of bonds (the “2006 Refunding Bonds”) and ORS 288.592 authorizes the issuance of the 2006 Refunding Bonds. S533299.6 - 1 - G. On June 25, 2001 the City Council adopted Resolution No. 4677 authorizing the issuance and sale by the City, acting by and through EWEB, of electric revenue bonds, in one or more series, in an aggregate principal amount not to exceed $50,000,000 for the purpose of financing certain capital improvements to the electric utility as described in the resolution. H. On July 22, 2001 a Notice of Revenue Bond Authorization (the “2001 Notice”) was published in The Register-Guard, a newspaper of general circulation within the geographical boundaries of the City. Sixty (60) days elapsed since the publication of the 2001 Notice, and no voters residing within the geographical boundaries of the City filed a petition with the City asking to have the question of whether to issue the electric utility system revenue bonds in the aggregate principal amount not to exceed $50,000,000 referred to a vote (the “2001 URBA Authorization”). I. On May 12, 2003 the City Council adopted Resolution No. 4757 setting the terms for the issuance of not to exceed $7,000,000 principal amount of bonds (the “2003 New Project Bonds”) for the purpose of financing capital improvements to the electric utility system which constitute Project purposes under the 2001 URBA Authorization, to fund necessary reserves for the 2003 New Project Bonds, and to pay the costs of issuance of the 2003 New Project Bonds. J. On December 6, 2004 the City Council adopted Resolution No. 4817 setting the terms for the issuance of not to exceed $5,400,000 principal amount of bonds (the “2005 New Project Bonds”) for the purpose of financing capital improvements to the electric utility system which constitute Project purposes under the 2001 URBA Authorization (the “2005 New Project”), to fund necessary reserves for the 2005 New Project Bonds, and to pay the costs of issuance of the 2005 New Project Bonds and setting the terms for the issuance of not to exceed $10,000,000 principal amount of bonds (the “2005 Improvement Bonds”) for the purpose of financing the design, construction, installation and equipping of certain capital improvements to the Electric Utility System operated by EWEB in connection with the relicensing of the Carmen-Smith Hydroelectric Project, including structural and environ- mental enhancement facilities and facilities to improve the generation, transmission, distri- bution and operations of the Electric Utility System which constitute Project purposes under the 2005 URBA Authorization (as defined below) (the “2005 Improvement Program”), to fund necessary reserves for the 2005 Improvement Bonds, and to pay the costs of issuance of the 2005 Improvement Bonds. K. On December 13, 2004 a Notice of Revenue Bond Authorization (the “2005 Notice”) was published in The Register-Guard, a newspaper of general circulation within the geographical boundaries of the City. Sixty (60) days elapsed since the publication of the 2005 Notice, and no voters residing within the geographical boundaries of the City filed a petition with the City asking to have the question of whether to issue the electric utility system revenue bonds in the aggregate principal amount not to exceed $10,000,000 referred to a vote (the “2005 URBA Authorization”). L. As of the date of this Resolution, the aggregate principal amount of bonds issued pursuant to the 2001 URBA Authorization is $47,070,719.21, consisting of $37,570,719.21 of Electric S533299.6 - 2 - Utility System Revenue Bonds, Series 2001B, $7,000,000 of the 2003 New Project Bonds and $10,575,000 of Electric Utility System Revenue Bonds, Series 2005 (of which $2,500,000 was issued under the 2001 URBA Authorization), leaving $2,929,280.79 of authorized but unissued debt remaining under the 2001 URBA Authorization and the aggregate principal amount of bonds issued pursuant to the 2005 URBA Authorization is $8,075,000, consisting of $10,575,000 of Electric Utility System Revenue Bonds, Series 2005 (of which $8,075,000 was issued under the 2005 URBA Authorization), leaving $1,925,000 of authorized but unissued debt remaining under the 2005 URBA Authorization. M. EWEB has requested by resolution that the City Council adopt this Resolution in part to set the terms for the issuance of not to exceed $4,854,280 principal amount of bonds (the “2006 Improvement Bonds”) for the principal purposes of reimbursing the Electric Utility general account for funds expended in the application process for the Carmen Smith Hydroelectric license and additional funding toward the completion of that process, and for the purchase of property in West Eugene for a new Operations Center (the “2006 Improvement Program”), which constitute Project purposes under the 2001 URBA Authorization and the 2005 URBA Authorization (the “2006 Improvement Program”), to fund necessary reserves for the 2006 Improvement Bonds and to pay the costs of issuance of the 2006 Improvement Bonds. N. Notwithstanding the provisions of any prior resolution, EWEB now desires that all of the Bonds be sold at competitive bid and with maturities not exceeding thirty (30) years as herein provided. 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. Authorization of Bonds; Purpose of Issue. Based on the above findings, the Council hereby authorizes EWEB, on behalf of the City, to issue and sell “City of Eugene, Oregon Electric Utility System Revenue and Refunding Bonds” (the “Bonds”) in one or more series (being 2006 Refunding Bonds and/or 2006 Improvement Bonds), in the aggregate principal amount of not to exceed $18,354,280, for the purpose of refunding and defeasing the Refunded 1996 Bonds and financing the costs of the design, construction, installation, acquisition, relicensing and equipping of the 2006 Improvement Program and to fund any required reserves and costs of issuance. Section 2. Conditions of Issuance and Sale. The City Council hereby prescribes that: (a) The Bonds of each series shall: (i) mature not later than thirty (30) years from the date of issuance of the series; (ii) be sold pursuant to public competitive bid pursuant to ORS §288.835 at par or with a net original issue discount or premium that does not exceed seven percent (7%) of the aggregate principal amount thereof; and (iii) have an effective interest rate of not to exceed seven percent (7%) per annum; and (b) The proceeds of the Bonds shall be used only for the following purposes: S533299.6 - 3 - (i) An amount not to exceed $4,854,280 shall be used to finance the 2006 Improvement Program, to pay related costs of issuance and to fund a reserve fund for the payment of Bonds issued to finance the 2006 Improvement Program; and (ii) An amount not to exceed $13,500,000 shall be used to refund and defease the Refunded 1996 Bonds and to pay related costs. Section 3. Delegation of Authority for Terms of Bonds; Provisions for Issuance. Pursuant to ORS §288.825(4)(a), ORS §288.520(4), ORS §288.540 and ORS §288.545, EWEB, or any individual designated by EWEB, is hereby authorized and directed to determine, with respect to the Bonds, the form of bond and series designation, the manner of disbursement of proceeds of the bonds, the maturity dates, principal amounts, redemption provisions, interest rates or the method for determining a variable or adjustable interest rate, denominations, form and authorized signatory and other terms and conditions of the Bonds because the same cannot be determined by the Council at this time. Prior to the issuance of any Bonds, EWEB shall: (i) prepare a plan showing that the estimated Electric Utility System revenues are sufficient to pay the estimated debt service on the Bonds; (ii) adopt a bond resolution and provide a copy of such resolution to the City; and (iii) provide to the City a resolution determining that any and all acts, conditions and things required to exist, to happen and to be performed precedent to and in the issuance of the Bonds, exist, have happened and have been performed in due time, form and manner as required by the Constitution and statutes of the State of Oregon, the Charter of the City of Eugene and any other applicable resolutions of the Eugene City Council. Section 4. Declaring Intent To Reimburse. The City reasonably anticipates that the City and EWEB may incur preliminary, cost of issuance and other project expenditures that qualify as “Original Expenditures” under Treasury Regulation §1.150-2 prior to the date of issuance of the Bonds, and hereby declares its official intent to reimburse itself, including EWEB, with proceeds of the sale of the Bonds to be issued in an amount not to exceed $18,354,280. Section 5. Statement on Form of Bond. All Bonds shall include a statement on their face to the effect: (a) That they do not in any manner constitute a general obligation of EWEB or of the City, or create a charge upon the tax revenues of the City, or upon any other revenues or property of the City, or property of EWEB, but are charges upon and are payable solely from the revenues of the Electric Utility System operated by EWEB, or any portion thereof, pledged to the payment thereof; and (b) That the holders thereof may look for repayment only to the revenues of the Electric Utility System which are pledged for the payment thereof, and may not directly or indirectly be paid or compensated through the property of the City, or EWEB, or by or through the taxing power of the City. Section 6. Bonds Payable Solely from Revenues. The Bonds shall not be general obligations of the City, nor a charge upon its tax revenues, but shall be payable solely from the revenues and funds of the Electric Utility System which EWEB pledges to the payment thereof pursuant to ORS §288.825, the 2001 URBA Authorization and the 2005 URBA Authorization, S533299.6 - 4 - the provisions of City Council Resolutions 4677 and 4817 and in accordance with this Resolution. Section 7. Bonds Reporting. EWEB shall submit to the City by May 1 of each year the following annual reports commencing after the first sale of any Bonds or other evidences of indebtedness hereunder and each year thereafter until the Bonds have been paid and retired: (a) A report on the funds for each series of Bonds describing the funds established, the amounts in each fund, expenditure from each fund, the manner in which the monies in each fund have been invested, the income from such investments and the application of such income; and (b) A report on Bond payments describing amounts paid and amounts scheduled to be paid and the source of such payments. If the contents of the reports required by subsections (a) and (b) above are included in the yearly audit report of EWEB, then EWEB may comply with this section 7 by transmitting a copy of its yearly audit report to the City. Section 8. Appointment of Professionals. EWEB is authorized to appoint bond counsel, disclosure counsel, financial advisors, a registrar and paying agent and any other professional assistance that EWEB determines is necessary or convenient to accomplish the issuance and sale of any or all of the Bonds. Section 9. Official Statement; Sale Documents. EWEB or any party designated by EWEB is authorized to prepare and distribute or direct the preparation and distribution of one or more preliminary official statement(s) or other disclosure document(s) for any of the Bonds or in connection with a preliminary official statement or other disclosure document for any other bonds, as determined to be necessary by EWEB, to obtain bond insurance or other credit enhancement or commitments therefor, if required, to obtain a rating on any or all of the Bonds from Moody’s Investors Service, Inc., Standard & Poor’s and/or Fitch Ratings, if required, and to issue and publish such notices of sale of the Bonds as may be necessary or required to accomplish the public competitive sale of the Bonds in accordance with this Resolution. Section 10. Effective Date of Resolution. This Resolution shall become effective immediately upon its adoption. The foregoing Resolution adopted on this ___ day of ____, 2006. ________________________________________ City Recorder S533299.6 - 5 - ATTACHMENT B Deleted: 4864 RESOLUTION NO. A RESOLUTION AUTHORIZING THE ISSUANCE AND SALE OF ELECTRIC UTILITY SYSTEM REVENUE AND REFUNDING BONDS IN THE AGGREGATE Formatted: No underline PRINCIPAL AMOUNT OF NOT TO EXCEED E IGHTEEN MILLION THREE Deleted: TWENTY-SIX HUNDRED FIFTY-FOUR THOUSAND TWO HUNDRED EIGHTY DOLLARS ($18,354,280) FOR THE PURPOSES OF FINANCING AND REFINANCING CAPITAL IMPROVEMENTS TO THE ELECTRIC UTILITY SYSTEM AND Deleted: 26 PROVIDING FOR RELATED MATTERS The City Council of the City of Eugene finds that: A. ORS §288.805 to §288.945, commonly known as the Uniform Revenue Bond Act, authorizes the City to issue bonds payable solely from revenues generated by facilities, projects, utilities or systems owned or operated by the City. The City, acting by and through the Eugene Water & Electric Board (“EWEB”), owns and operates an electric utility and related facilities and systems. B. On June 16, 1986 EWEB adopted a resolution authorizing and providing for the issuance, from time to time, of City of Eugene, Oregon Electric System Revenue Bonds to be equally and ratably secured by the pledge of revenues, funds and accounts thereunder (as amended and supplemented, the “Bond Resolution”). Formatted: Font: Times New C. The Bond Resolution provides in part that the principal of, premium, if any, and interest on the bonds issued thereunder shall not be payable from any funds of the City nor constitute a Roman Bold, All caps general obligation of the City or create a charge upon the tax revenues or any other property or revenues of the City. D. On May 18, 1993, the electors of the City of Eugene authorized issuance of up to $150,000,000 of electric system revenue bonds. Subsequently, the City Council adopted Resolution No. 4425 authorizing the issuance of electric revenue bonds. Pursuant to that authorization, the City, acting by and through EWEB, issued the City of Eugene, Oregon, Electric System Revenue Bonds, Series 1996 (the “1996 Bonds”), which 1996 Bonds will be outstanding in the principal amount of $12,420,000 as of August 1, 2006. E. EWEB has determined that substantial present value savings may be achieved by issuing refunding bonds for the purpose of refunding and defeasing the outstanding 1996 Bonds which may be called and redeemed as of August 1, 2006, without premium (the “Refunded 1996 Bonds”). F. EWEB has requested that the City Council adopt this Resolution in part to set the terms for Deleted: a resolution the issuance of not to exceed $13,500,000 principal amount of bonds (the “2006 Refunding Bonds”) and ORS 288.592 authorizes the issuance of the 2006 Refunding Bonds. Formatted: Font: Not Bold, Not S533299.6 Italic - 1 - Formatted: Centered, Indent: First line: 0", Tabs: Not at 3" + 6" Formatted: Font: 10 pt G. On June 25, 2001 the City Council adopted Resolution No. 4677 authorizing the issuance and sale by the City, acting by and through EWEB, of electric revenue bonds, in one or more series, in an aggregate principal amount not to exceed $50,000,000 for the purpose of financing certain capital improvements to the electric utility as described in the resolution. H. On July 22, 2001 a Notice of Revenue Bond Authorization (the “2001 Notice”) was published in The Register-Guard, a newspaper of general circulation within the geographical boundaries of the City. Sixty (60) days elapsed since the publication of the 2001 Notice, and no voters residing within the geographical boundaries of the City filed a petition with the City asking to have the question of whether to issue the electric utility system revenue bonds in the aggregate principal amount not to exceed $50,000,000 referred to a vote (the “2001 URBA Authorization”). I. On May 12, 2003 the City Council adopted Resolution No. 4757 setting the terms for the issuance of not to exceed $7,000,000 principal amount of bonds (the “2003 New Project Bonds”) for the purpose of financing capital improvements to the electric utility system which constitute Project purposes under the 2001 URBA Authorization, to fund necessary reserves for the 2003 New Project Bonds, and to pay the costs of issuance of the 2003 New Project Bonds. J. On December 6, 2004 the City Council adopted Resolution No. 4817 setting the terms for the issuance of not to exceed $5,400,000 principal amount of bonds (the “2005 New Project Bonds”) for the purpose of financing capital improvements to the electric utility system which constitute Project purposes under the 2001 URBA Authorization (the “2005 New Project”), to fund necessary reserves for the 2005 New Project Bonds, and to pay the costs of issuance of the 2005 New Project Bonds and setting the terms for the issuance of not to exceed $10,000,000 principal amount of bonds (the “2005 Improvement Bonds”) for the purpose of financing the design, construction, installation and equipping of certain capital improvements to the Electric Utility System operated by EWEB in connection with the relicensing of the Carmen-Smith Hydroelectric Project, including structural and environ- mental enhancement facilities and facilities to improve the generation, transmission, distri- bution and operations of the Electric Utility System which constitute Project purposes under the 2005 URBA Authorization (as defined below) (the “2005 Improvement Program”), to fund necessary reserves for the 2005 Improvement Bonds, and to pay the costs of issuance of the 2005 Improvement Bonds. K. On December 13, 2004 a Notice of Revenue Bond Authorization (the “2005 Notice”) was published in The Register-Guard, a newspaper of general circulation within the geographical boundaries of the City. Sixty (60) days elapsed since the publication of the 2005 Notice, and no voters residing within the geographical boundaries of the City filed a petition with the City asking to have the question of whether to issue the electric utility system revenue bonds in the aggregate principal amount not to exceed $10,000,000 referred to a vote (the “2005 URBA Authorization”). L. As of the date of this Resolution, the aggregate principal amount of bonds issued pursuant to the 2001 URBA Authorization is $47,070,719.21, consisting of $37,570,719.21 of Electric S533299.6 - 2 - Formatted: Centered, Indent: First line: 0", Tabs: Not at 3" + 6" Formatted: Font: 10 pt official intent to reimburse a condition to the constitute reason New Project Bonds shall not for any issuance of the Bonds which are 2006 the ; provided that, vote on that questionin the boundaries of the City who withapproved by a majority of electors living question of whether to issue the Bonds is New Project Bonds may be sold until the are received no Bonds which are 2006 available election date. If such petitions placed on the ballot at the next legally ll be are 2006 New Project Bonds shaissuing that portion of the Bonds which individual designated by EWEB)conclusively and for all purposes by any e determined circumstances shall bquestioning the issuance of the 2006 New a Guard,-The Registerbe published in through EWEB, shall cause the Notice to submitted, and the City, acting by and ch petitions may be last date on whi“Notice”). The Notice shall specify the this Resolution as Exhibit “A” (the being in substantially the form attached to 2005 URBA Authorization), such notice the 2001 URBA Authorization or the which are not already authorized under lution bonds authorized under this ResoNew Project Bonds (being the revenue Bond Authorization relating to the 2006 publication of the Notice of Revenue Resolution in part to authorize the that the City Council adopt this by resolution requested EWEB has<#>¶Code”).“Revenue Code of 1986, as amended (the purposes under §103 of the Internal from gross income for federal income tax interest on such bonds to be excludable City, including EWEB, intends for the under federal tax law and regulations, the Bonds may qualify 2006 New Projectthe 2006 Improvement Bonds and the expenditures and the use of proceeds of Project Bonds. To the extent that the Improvement Bonds and the 2006 New Project from the proceeds of the 2006 Improvement Program and the 2006 New ade on the 2006 xpenditures me for the fselit Utility System Revenue Bonds, Series 2001B, $7,000,000 of the 2003 New Project Bonds and $10,575,000 of Electric Utility System Revenue Bonds, Series 2005 (of which $2,500,000 was issued under the 2001 URBA Authorization), leaving $2,929,280.79 of Deleted: <#>It is in the best interest of the City, acting by and through EWEB, to authorized but unissued debt remaining under the 2001 URBA Authorization and the provide funds for the principal purposes aggregate principal amount of bonds issued pursuant to the 2005 URBA Authorization is of final design work associated with relocation of certain EWEB operating $8,075,000, consisting of $10,575,000 of Electric Utility System Revenue Bonds, Series functions to a new site in West Eugene, 2005 (of which $8,075,000 was issued under the 2005 URBA Authorization), leaving final design work for remodel of the existing downtown EWEB headquarters $1,925,000 of authorized but unissued debt remaining under the 2005 URBA Authorization. building and certain planning work Formatted: Font: Times New necessary for future disposal of surplus M. EWEB property located at the downtown EWEB has requested by resolution that the City Council adopt this Resolution in part to set riverfront site (the “2006 New Project”).¶ Roman, 12 pt the terms for the issuance of not to exceed $4,854,280 principal amount of bonds (the “2006 <#>The cost of the 2006 New Project, including bond issuance costs and debt Improvement Bonds”) for the principal purposes of reimbursing the Electric Utility general service reserves, is estimated not to account for funds expended in the application process for the Carmen Smith Hydroelectric exceed $8,000,000.¶ <#>EWEB has requested by resolution license and additional funding toward the completion of that process, and for the purchase of that the City Council adopt this property in West Eugene for a new Operations Center (the “2006 Improvement Program”), Resolution in part to set the terms for the issuance of not to exceed $8,000,000 which constitute Project purposes under the 2001 URBA Authorization and the 2005 URBA principal amount of bonds (the “2006 Authorization (the “2006 Improvement Program”), to fund necessary reserves for the 2006 New Project Bonds”), which bonds will not be general obligations of the City, nor Improvement Bonds and to pay the costs of issuance of the 2006 Improvement Bonds. a charge upon its tax revenues, but will be payable solely from revenues of the N. Notwithstanding the provisions of any prior resolution, EWEB now desires that all of the Electric Utility System which EWEB pledges to the payment of such bonds Bonds be sold at competitive bid and with maturities not exceeding thirty (30) years as pursuant to ORS 288.825(1) and the herein provided. resolutions to be adopted by EWEB pursuant to this Resolution.¶ <#>EWEB has by resolution undertaken NOW THEREFORE, to cause to be prepared a plan showing that EWEB’s estimated Electric Utility System revenues are sufficient to pay the BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF EUGENE, a estimated debt service on the 2006 New municipal corporation of the State of Oregon, as follows: Project Bonds authorized by this Resolution.¶ <#>The City, including EWEB, Section 1. Authorization of Bonds; Purpose of Issue. Based on the above findings, the anticipates incurring expenditures (“Expenditures”) to finance the costs of Council hereby authorizes EWEB, on behalf of the City, to issue and sell “City of Eugene, the 2006 Improvement Program and the Oregon Electric Utility System Revenue and Refunding Bonds” (the “Bonds”) in one or more 2006 New Project and wishes to declare series (being 2006 Refunding Bonds and/or 2006 Improvement Bonds), in the aggregate Deleted: and Publication of Notice principal amount of not to exceed $18,354,280, for the purpose of refunding and defeasing the Deleted: (but with regard only to the Refunded 1996 Bonds and financing the costs of the design, construction, installation, 2006 New Project Bonds, subject to the acquisition, relicensing and equipping of the 2006 Improvement Program and to fund any prior publication of the Notice and the expiration of the 60-day period following required reserves and costs of issuance. the publication of the Notice without the receipt of a petition for an election Deleted: and/or 2006 New Project Section 2. Conditions of Issuance and Sale. The City Council hereby prescribes that: Bonds Deleted: 26 (a) The Bonds of each series shall: (i) mature not later than thirty (30) years Deleted: the 2006 New Project, and from the date of issuance of the series; (ii) be sold pursuant to public competitive bid pursuant to Deleted: , and to publish the Notice as ORS §288.835 at par or with a net original issue discount or premium that does not exceed seven aforesaid. If petitions for an election, percent (7%) of the aggregate principal amount thereof; and (iii) have an effective interest rate of containing the valid signatures of not less than 5 percent of the City’s qualified not to exceed seven percent (7%) per annum; and electors, are received within the time indicated in the Notice, the question of (b) The proceeds of the Bonds shall be used only for the following purposes: S533299.6 - 3 - ... [1] Formatted: Bullets and Numbering ... [2] ... [3] Formatted: Centered, Indent: First line: 0", Tabs: Not at 3" + 6" Formatted: Font: 10 pt (i) An amount not to exceed $4,854,280 shall be used to finance the 2006 Improvement Program, to pay related costs of issuance and to fund a reserve fund for the payment of Bonds issued to finance the 2006 Improvement Program; and (ii) An amount not to exceed $13,500,000 shall be used to refund and defease the Refunded 1996 Bonds and to pay related costs. Deleted: An amount not to exceed $8,000,000 shall be used to finance the 2006 New Project, to pay related costs of Section 3. Delegation of Authority for Terms of Bonds; Provisions for Issuance. issuance and to fund a reserve fund for Pursuant to ORS §288.825(4)(a), ORS §288.520(4), ORS §288.540 and ORS §288.545, EWEB, the payment of Bonds issued to finance the 2006 New Project; and¶ or any individual designated by EWEB, is hereby authorized and directed to determine, with (iii) respect to the Bonds, the form of bond and series designation, the manner of disbursement of proceeds of the bonds, the maturity dates, principal amounts, redemption provisions, interest rates or the method for determining a variable or adjustable interest rate, denominations, form and authorized signatory and other terms and conditions of the Bonds because the same cannot be determined by the Council at this time. Prior to the issuance of any Bonds, EWEB shall: (i) prepare a plan showing that the estimated Electric Utility System revenues are sufficient to pay the estimated debt service on the Bonds; (ii) adopt a bond resolution and provide a copy of such resolution to the City; and (iii) provide to the City a resolution determining that any and all acts, Formatted: Indent: First line: 0.99" conditions and things required to exist, to happen and to be performed precedent to and in the issuance of the Bonds, exist, have happened and have been performed in due time, form and manner as required by the Constitution and statutes of the State of Oregon, the Charter of the City of Eugene and any other applicable resolutions of the Eugene City Council. Section 4. Declaring Intent To Reimburse. The City reasonably anticipates that the City and EWEB may incur preliminary, cost of issuance and other project expenditures that qualify as “Original Expenditures” under Treasury Regulation §1.150-2 prior to the date of issuance of the Bonds, and hereby declares its official intent to reimburse itself, including EWEB, with proceeds Deleted: [26 of the sale of the Bonds to be issued in an amount not to exceed $18,354,280. Deleted: ] Section 5. Statement on Form of Bond. All Bonds shall include a statement on their face to the effect: (a) That they do not in any manner constitute a general obligation of EWEB or of the City, or create a charge upon the tax revenues of the City, or upon any other revenues or property of the City, or property of EWEB, but are charges upon and are payable solely from the revenues of the Electric Utility System operated by EWEB, or any portion thereof, pledged to the payment thereof; and (b) That the holders thereof may look for repayment only to the revenues of the Electric Utility System which are pledged for the payment thereof, and may not directly or indirectly be paid or compensated through the property of the City, or EWEB, or by or through the taxing power of the City. Section 6. Bonds Payable Solely from Revenues. The Bonds shall not be general obligations of the City, nor a charge upon its tax revenues, but shall be payable solely from the revenues and funds of the Electric Utility System which EWEB pledges to the payment thereof pursuant to ORS §288.825, the 2001 URBA Authorization and the 2005 URBA Authorization, S533299.6 - 4 - Formatted: Centered, Indent: First line: 0", Tabs: Not at 3" + 6" Formatted: Font: 10 pt the provisions of City Council Resolutions 4677 and 4817 and in accordance with this Resolution. Section 7. Bonds Reporting. EWEB shall submit to the City by May 1 of each year the following annual reports commencing after the first sale of any Bonds or other evidences of indebtedness hereunder and each year thereafter until the Bonds have been paid and retired: (a) A report on the funds for each series of Bonds describing the funds established, the amounts in each fund, expenditure from each fund, the manner in which the monies in each fund have been invested, the income from such investments and the application of such income; and (b) A report on Bond payments describing amounts paid and amounts scheduled to be paid and the source of such payments. If the contents of the reports required by subsections (a) and (b) above are included in the yearly audit report of EWEB, then EWEB may comply with this section 7 by transmitting a copy of its yearly audit report to the City. Section 8. Appointment of Professionals. EWEB is authorized to appoint bond counsel, disclosure counsel, financial advisors, a registrar and paying agent and any other professional assistance that EWEB determines is necessary or convenient to accomplish the issuance and sale of any or all of the Bonds. Section 9. Official Statement; Sale Documents. EWEB or any party designated by EWEB is authorized to prepare and distribute or direct the preparation and distribution of one or more preliminary official statement(s) or other disclosure document(s) for any of the Bonds or in connection with a preliminary official statement or other disclosure document for any other bonds, as determined to be necessary by EWEB, to obtain bond insurance or other credit enhancement or commitments therefor, if required, to obtain a rating on any or all of the Bonds from Moody’s Investors Service, Inc., Standard & Poor’s and/or Fitch Ratings, if required, and to issue and publish such notices of sale of the Bonds as may be necessary or required to accomplish the public competitive sale of the Bonds in accordance with this Resolution. Section 10. Effective Date of Resolution. This Resolution shall become effective immediately upon its adoption. The foregoing Resolution adopted on this ___ day of ____, 2006. ________________________________________ City Recorder S533299.6 - 5 - Formatted: Left Formatted: Font: Bold Formatted: Centered, Indent: First line: 0", Tabs: Not at 3" + 6" Formatted: Font: 10 pt Page 3: [1] Deleted cefnslc 4/24/2006 3:32:00 PM It is in the best interest of the City, acting by and through EWEB, to provide funds for the principal purposes of final design work associated with relocation of certain EWEB operating functions to a new site in West Eugene, final design work for remodel of the existing downtown EWEB headquarters building and certain planning work necessary for future disposal of surplus EWEB property located at the downtown riverfront site (the “2006 New Project”). The cost of the 2006 New Project, including bond issuance costs and debt service reserves, is estimated not to exceed $8,000,000. EWEB has requested by resolution that the City Council adopt this Resolution in part to set the terms for the issuance of not to exceed $8,000,000 principal amount of bonds (the “2006 New Project Bonds”), which bonds will not be general obligations of the City, nor a charge upon its tax revenues, but will be payable solely from revenues of the Electric Utility System which EWEB pledges to the payment of such bonds pursuant to ORS 288.825(1) and the resolutions to be adopted by EWEB pursuant to this Resolution. EWEB has by resolution undertaken to cause to be prepared a plan showing that EWEB’s estimated Electric Utility System revenues are sufficient to pay the estimated debt service on the 2006 New Project Bonds authorized by this Resolution. The City, including EWEB, anticipates incurring expenditures (“Expenditures”) to finance the costs of the 2006 Improvement Program and the 2006 New Project and wishes to declare official intent to reimburse itself for the expenditures made on the 2006 Improvement Program and the 2006 New Project from the proceeds of the 2006 Improvement Bonds and the 2006 New Project Bonds. To the extent that the expenditures and the use of proceeds of the 2006 Improvement Bonds and the 2006 New Project Bonds may qualify under federal tax law and regulations, the City, including EWEB, intends for the interest on such bonds to be excludable from gross income for federal income tax purposes under §103 of the Internal Revenue Code of 1986, as amended (the “Code”). EWEB has requested by resolution that the City Council adopt this Resolution in part to authorize the publication of the Notice of Revenue Bond Authorization relating to the 2006 New Project Bonds (being the revenue bonds authorized under this Resolution which are not already authorized under the 2001 URBA Authorization or the 2005 URBA Authorization), such notice being in substantially the form attached to this Resolution as Exhibit “A” (the “Notice”). The Notice shall specify the last date on which petitions may be submitted, and the City, acting by and through EWEB, shall cause the Notice to be published in The Register-Guard, a newspaper of general circulation within the boundaries of the City, in the same manner as are other public notices of the City. Page 3: [2] Deleted cefnslc 4/24/2006 3:32:00 PM (but with regard only to the 2006 New Project Bonds, subject to the prior publication of the Notice and the expiration of the 60-day period following the publication of the Notice without the receipt of a petition for an election questioning the issuance of the 2006 New Project Bonds, which facts and circumstances shall be determined conclusively and for all purposes by any individual designated by EWEB) Page 3: [3] Deleted cefnslc 4/24/2006 3:32:00 PM , and to publish the Notice as aforesaid. If petitions for an election, containing the valid signatures of not less than 5 percent of the City’s qualified electors, are received within the time indicated in the Notice, the question of issuing that portion of the Bonds which are 2006 New Project Bonds shall be placed on the ballot at the next legally available election date. If such petitions are received no Bonds which are 2006 New Project Bonds may be sold until the question of whether to issue the Bonds is approved by a majority of electors living within the boundaries of the City who vote on that question; provided that, the issuance of the Bonds which are 2006 New Project Bonds shall not for any reason constitute a condition to the issuance of the Bonds which are 2006 Refunding Bonds and/or 2006 Improvement Bonds. Any such petitions will be subject to ORS 288.815 and Sections 2.970-2.992 of The Eugene Code, 1971.