AGENDA MEMORANDUM
Meeting Date: May 14, 2007
From: Bill Pfeilsticker, Finance Director
Subject: Resolution authorizing tax exempt Utility System Revenue Bonds, Series 2007A for not to exceed $24,500,000 and taxable Utility System Revenue Bonds, Series 2007B for not to exceed $1,220,000; pledging utility system revenues on parity with Utility System Revenue Bonds, Series 2004;
Staff Recommendation:
Staff recommends approval of the resolution as presented.
Analysis:
The City Commission held workshops February 19, 2007 and April 30, 2007 to receive information from City staff, the City Financial Advisor DA Davidson & Co., and the contracted consulting engineer R.W. Beck Co. regarding the proposed capital improvement projects and to discuss the financial feasibility of those proposals. The herein described projects and debt amounts are reflections of what was agreed upon at the April 30, 2007 workshop.
The City continues to have favorable credit ratings from bond rating and insurance rating agencies and the bond market remains favorable for taxable and tax exempt financing. The documents have been reviewed by all members of the Finance Team including Bond Counsel and the City Attorney.
The Resolution attached hereto:
1) authorizes the issuance of Utility System Revenue Bonds, Series 2007A in an amount not to exceed $24,500,000 in aggregate principal amount to finance and refinance the acquisition and construction of improvements to the City’s gas system, water system, and sewer system; and,
2) authorizes the issuance of taxable Utility System Revenue Bonds, Series 2007B in an amount not to exceed $1,220,000 to make a deposit to the Utility System Fund; and,
3) pledges to secure payment of principal and interest on Series 2007A&B bonds on parity with outstanding Utility System Revenue Bonds, Series 2004; said pledges being the net revenues derived from the operation of the City gas system, water system and sewer system, capacity charges, certain moneys and investments; and
4) makes certain covenants and agreements to bondholders.
5) provides an effective date.
Options:
1. Approve the resolution as presented; or,
2. Such alternative action as the Commission may deem appropriate
Fiscal Impact:
All costs associated with issuance of the bonds will be reimbursed to the funds from which they are drawn from proceeds of the sale of the bonds.
Submission Date
and Time: 5/11/2007 1:48 PM5/9/2007
5:03 PM5/9/2007 5:02 PM____
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Department: ______________________ Prepared by: ______________________ Attachments: Yes____ No ______ Advertised: ____Not Required ______ Dates: __________________________ Attorney Review : Yes___ No ____
_________________________________ Revised 6/10/04 |
Reviewed by: Dept. Head ________
Finance Dept. __________________
Deputy C.M. ___________________
Submitted by: ___________________ City Manager ___________________ |
Account No. _________________
Project No. ___________________
WF No. ______________________
Budget ______________________
Available _____________________ |
RESOLUTION NO. _______
A RESOLUTION OF THE CITY OF LEESBURG, FLORIDA, SUPPLEMENTING ITS RESOLUTION NO. 7143 AS PREVIOUSLY SUPPLEMENTED BY RESOLUTION 7144; FOR THE PURPOSE OF AUTHORIZING THE ISSUANCE BY THE CITY OF NOT EXCEEDING $24,500,000 IN AGGREGATE PRINCIPAL AMOUNT OF UTILITY SYSTEM REVENUE BONDS, SERIES 2007A TO FINANCE AND REFINANCE THE ACQUISITION AND CONSTRUCTION OF IMPROVEMENTS TO THE CITY'S GAS SYSTEM, WATER SYSTEM AND SEWER SYSTEM AND AUTHORIZING THE ISSUANCE BY THE CITY OF ITS NOT EXCEEDING $1,220,000 TAXABLE UTILITY SYSTEM REVENUE BONDS, SERIES 2007B TO MAKE A DEPOSIT TO THE UTILITY SYSTEM FUNDS; PLEDGING TO SECURE PAYMENT OF THE PRINCIPAL OF AND INTEREST ON SUCH BONDS, ON A PARITY WITH THE CITY’S OUTSTANDING UTILITY SYSTEM REVENUE BONDS, SERIES 2004, THE NET REVENUES DERIVED BY THE CITY FROM THE OPERATION OF THE CITY’S GAS SYSTEM, WATER SYSTEM AND SEWER SYSTEM, CAPACITY CHARGES AND CERTAIN MONEYS AND INVESTMENTS ON DEPOSIT IN CERTAIN FUNDS AND ACCOUNTS; MAKING CERTAIN COVENANTS AND AGREEMENTS FOR THE BENEFIT OF THE HOLDERS OF SUCH BONDS; AND PROVIDING AN EFFECTIVE DATE.
BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF LEESBURG, FLORIDA AS FOLLOWS:
SECTION 1. DEFINITIONS. When used in this Resolution, the terms defined in Resolution No. 7143 of the City of Leesburg, Florida (the “Original Instrument”) shall have the respective meanings assigned thereto by the Original Instrument and the following terms shall have the following meanings, unless the context clearly otherwise requires:
“Parity Obligations” shall mean the Issuer’s outstanding Utility System Revenue Bonds, Series 2004.
“Resolution” shall mean the Original Instrument as amended and supplemented including the supplements made by this Resolution and any resolution supplementing or amending the then existing Resolution.
“This Resolution” shall mean this instrument, as the same may from time to time be amended, modified or supplemented.
“Series 2007 Bonds” shall mean collectively the City of Leesburg, Florida Utility System Revenue Bonds, Series 2007A and the City of Leesburg, Florida Taxable Utility System Revenue Bonds, Series 2007B authorized to be issued pursuant to Section 5 of this Resolution.
“Series 2007A Bonds” shall mean the City of Leesburg, Florida Utility System Revenue Bonds, Series 2007A.
“Series 2007B Bonds” shall mean the City of Leesburg, Florida Taxable Utility System Revenue Bonds, Series 2007B.
The terms “herein,” “hereunder,” “hereby,” “hereto,” “hereof’ and any similar terms shall refer to this Resolution; the term “heretofore” shall mean before the date of adoption of this Resolution; and the term “hereafter” shall mean after the date of adoption of this Resolution. Words importing the masculine gender include every other gender. Words importing the singular number include the plural number, and vice versa.
SECTION 2. AUTHORITY FOR THIS RESOLUTION. This Resolution is adopted pursuant to the provisions of the Act, the Original Instrument, particularly Section 12.02 thereof, and other applicable provisions of law.
SECTION 3. FINDINGS. It is hereby ascertained, determined and declared that:
(A) The Issuer deems it necessary, desirable and in the best financial interest of the Issuer to issue the Series 2007A Bonds for the principal purpose of acquiring and constructing improvements to the Issuer’s Gas System, Water System and Sewer System and to issue the Series 2007B Bonds for the principal purpose of providing funding to make a deposit to the Issuer’s Utility System funds to replenish amounts drawn from such funds to pay for Florida Department of Transportation mandated projects and certain Utility System construction costs overruns.
(B) The Issuer deems it necessary, desirable and in the best interest of the Issuer that the Pledged Revenues be pledged to the payment of the principal of and interest on the Series 2007 Bonds. The Issuer intends to issue the Series 2007 Bonds as Additional Bonds under the provisions of the Original Instrument and will prior to the issuance of the Series 2007 Bonds take all actions required by the Original Instrument to provide for the issuance of the Series 2007 Bonds as Additional Bonds including authorizing and/or approving any amendments to the Original Indenture. Following the issuance of the 2007 Bonds, no part of the Pledged Revenues will be pledged or encumbered in any manner except as security for the Series 2007 Bonds and the Parity Obligations and the Original Instrument, in Section 12.02 thereof, provides for the issuance of Additional Bonds payable from the Pledged Revenues on a parity with the Parity Obligations under the terms, limitations and conditions provided therein. The Series 2007 Bonds shall be payable on a parity and rank equally as to lien on and source and security for payment from the Pledged Revenues, and in all other respects except as otherwise provided in the Resolution, with the Parity Obligations.
(C) The principal of and interest and redemption premium on the Series 2007 Bonds and all reserve and other payments shall be payable solely from the Pledged Revenues as provided herein. No ad valorem taxing power of the Issuer will ever be exercised nor will any Bondholder of any Series 2007 Bond or any Qualified Swap Provider or any issuer of a Credit Facility or Liquidity Facility have the right to compel the exercise of such ad valorem taxing power to pay the principal of or interest on the Series 2007 Bonds or to make any other payments provided for in the Resolution, and the Series 2007 Bonds shall not constitute a lien upon any property of the Issuer or situated within its corporate territorial limits, except the Pledged Revenues.
SECTION 4. THIS RESOLUTION TO CONSTITUTE CONTRACT. In consideration of the purchase and acceptance of any or all of the Series 2007 Bonds by those who shall hold the same from time to time, the provisions of this Resolution shall be deemed to be and shall constitute a contract between the Issuer and the Bondholders from time to time of the Series 2007 Bonds and shall be a part of any contract with any Bond Insurer for the Series 2007 Bonds. The pledge made in the Resolution and the provisions, covenants and agreements therein set forth to be performed by or on behalf of the Issuer shall be for the equal benefit, protection and security of the Bondholders of any and all of the Series 2007 Bonds and for the benefit, protection and security of any Bond Insurer insuring the Series 2007 Bonds. All of the Series 2007 Bonds, regardless of the time or times of their issuance or maturity, shall be of equal rank without preference, priority or distinction of any of the Series 2007 Bonds over any other thereof except as expressly provided in or pursuant to the Resolution.
SECTION 5. AUTHORIZATION OF SERIES 2007 BONDS. Subject and pursuant to the provisions of the Resolution, the Series 2007A Bonds are authorized to be issued in the aggregate principal amount of not exceeding $24,500,000 and the Series 2007B Bonds are authorized to be issued in the aggregate principal amount of not exceeding $1,220,000 which may mature at higher Compounded Amounts to include the maturity amount of Capital Appreciation Bonds.
SECTION 6. BONDS NOT TO BE INDEBTEDNESS OF ISSUER. The Series 2007 Bonds shall not be or constitute general obligations or indebtedness of the Issuer as “bonds” within the meaning of any constitutional or statutory provision, but shall be special obligations of the Issuer, payable solely from and secured by a lien upon and pledge of the Pledged Revenues in accordance with the terms of the Resolution. No Bondholder or any Bond Insurer, Qualified Swap Provider or issuer of any Credit Facility or Liquidity Facility shall ever have the right to compel the exercise of the ad valorem taxing power of the Issuer, the State of Florida or any political subdivision thereof to pay such Series 2007 Bonds or shall be entitled to payment of such Series 2007 Bonds from any moneys of the Issuer except the Pledged Revenues, in the manner provided in the Resolution.
The Pledged Revenues shall be subject to the lien of this pledge immediately upon the issuance and delivery of the Series 2007 Bonds in accordance with the provisions of the Act, and the lien of this pledge shall be valid and binding as against all parties having claims of any kind against the Issuer, in tort, contract or otherwise.
SECTION 7. APPLICATION OF PROVISIONS OF ORIGINAL INSTRUMENT. The Series 2007 Bonds shall for all purposes be considered to be Additional Bonds issued under the authority of the Original Instrument and shall be entitled to all the protection and security provided in and by the Original Instrument for Additional Bonds, and the Series 2007 Bonds shall be in all respects entitled to the same security, rights and privileges enjoyed by the Parity Obligations except as otherwise provided in the Resolution. The debt service on the Series 2007 Bonds shall be payable from the funds and accounts established by the Original Instrument on a parity with the Parity Obligations except as otherwise provided in the Resolution, and to the extent of available Pledged Revenues deposits shall be made into such funds and accounts by the Issuer in amounts fully sufficient to pay the debt service on the Series 2007 Bonds and on the Parity Obligations as such debt service becomes due. The terms and provisions of the Original Instrument as supplemented hereby shall remain in full force and effect and be applicable with respect to the Series 2007 Bonds.
SECTION 8. ORIGINAL INSTRUMENT IN FULL FORCE AND EFFECT. Except as hereby supplemented, the Original Instrument shall remain in full force and effect.
SECTION 9. SEVERABILITY. If any one or more of the covenants, agreements or provisions of this Resolution should be held contrary to any express provision of law or contrary to the policy of express law, though not expressly prohibited, or against public policy, or shall for any reason whatsoever be held invalid or shall in any manner be held to adversely affect the validity of the Series 2007 Bonds, then such covenants, agreements or provisions shall be null and void and shall be deemed separate from the remaining covenants, agreements or provisions of this Resolution or of the Series 2007 Bonds issued hereunder.
SECTION 10. GENERAL AUTHORITY. The members of the Governing Body and the Issuer’s officers, attorneys and other agents and employees are hereby authorized to do all acts and things required of them by this Resolution or desirable or consistent with the requirements hereof.
SECTION 11. REPEAL OF INCONSISTENT RESOLUTIONS. All resolutions or parts thereof in conflict herewith are hereby superseded and repealed to the extent of such conflict.
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SECTION 12. EFFECTIVE DATE. This Resolution shall take effect immediately upon its adoption.
PASSED, APPROVED AND ADOPTED this 14th day of May, 2007.
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CITY COMMISSION OF THE CITY OF LEESBURG,
FLORIDA |
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ATTEST: |
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Approved
as to Form and Correctness: |
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