Meeting Date: May 14, 2007
From: Bill Pfeilsticker, Finance Director
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 recommends approval
of the resolution as presented.
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
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
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,
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
makes certain covenants and
agreements to bondholders.
provides an effective date.
1. Approve the
resolution as presented; or,
2. Such alternative
action as the Commission may deem appropriate
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.
5/9/2007 5:02 PM____
Prepared by: ______________________
Attachments: Yes____ No ______
Advertised: ____Not Required ______
Attorney Review : Yes___ No ____
Reviewed by: Dept. Head ________
Finance Dept. __________________
Deputy C.M. ___________________
Submitted by: ___________________
City Manager ___________________
Account No. _________________
Project No. ___________________
WF No. ______________________
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:
“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.
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.
3. FINDINGS. It is hereby ascertained, determined and
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.
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.
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.
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.
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.
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
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.
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.
8. ORIGINAL INSTRUMENT IN FULL FORCE AND EFFECT. Except as
hereby supplemented, the Original Instrument shall remain in full force and
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.
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.
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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12. EFFECTIVE DATE. This Resolution shall take effect
immediately upon its adoption.
APPROVED AND ADOPTED this 14th day of May, 2007.
CITY COMMISSION OF THE CITY OF LEESBURG,
as to Form and Correctness: