AGENDA MEMORANDUM

 

Meeting Date:          August 11, 2008

 

From:                         Fred Morrison, City Attorney

 

Subject:                    LRMC Bond Issue

 

Staff Recommendation:

Staff recommends approval of the attached resolution amending Resolution No. 8219 to add a co – managing underwriter and change the designation of the initial Remarketing Agent on the bonds to be issued by LRMC to refund previously issued bonds.

 

Analysis:

The attached Resolution supplements and amends Resolution No. 8219 of the City relating to the issuance of not to exceed $25,000,000 City of Leesburg, Florida Hospital Revenue Refunding Bonds (Leesburg Regional Medical Center Project), Series 2008A (the "Series 2008A Bonds") to authorize the sale of the Series 2008A Bonds on a negotiated basis to both RBC Capital Markets Corporation and Morgan Keegan & Company, Inc.  The City adopted Resolution No. 8219 on July 14, 2008 (the “Original Resolution”).  The Original Resolution authorized a negotiated sale of the Series 2008A Bonds to RBC Capital Markets Corporation and the Exhibits attached to the Original Resolution contemplate that RBC Capital Markets Corporation will serve as the initial Remarketing Agent with respect to the Series 2008A Bonds.  Leesburg Regional Medical Center, Inc., LRMC Home Health Services, Inc. and The Villages Tri-County Medical Center, Inc. (collectively, referred to herein as the "Restricted Group") has requested that Morgan Keegan & Company, Inc., be added as a co-managing underwriter and serve as the initial Remarketing Agent with respect to the Series 2008A Bonds.  Therefore, the attached resolution supplements and amends the Original Resolution to amend (i) the authorization of the negotiated sale of the Series 2008A Bonds provided in the Original Resolution to include Morgan Keegan & Company, Inc., as a co-managing underwriter and (ii) all references in the Exhibits to the Original Resolution to RBC Capital Markets Corporation as the initial Remarketing Agent with respect to the 2008A Bonds to refer to Morgan Keegan & Company, Inc.

Options:        

1.      Approve the Resolution, or

2.      Such other action as the City Commission may desire.

 

 






Fiscal Impact

As with the previous Resolution, there is no fiscal impact to the City. LRMC will defray all costs of issuing the bonds, which are to be repaid solely from revenues derived from the business operations of the hospital and which do not obligate the City to repay any portion of the bonded indebtedness.

 

Submission Date and Time:    8/6/08 5:22 PM____

 

Department: __City Attorney_________

Prepared by:  _Fred A. Morrison___                     

Attachments:  Yes____   No __X__

Advertised:   ____Not Required ______                     

Dates:   __________________________                     

Newspapers:

_________________________________                                                    

_________________________________           

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 AND AMENDING RESOLUTION NO. 8219 OF THE CITY RELATING TO THE ISSUANCE OF NOT TO EXCEED $25,000,000 CITY OF LEESBURG, FLORIDA, HOSPITAL REVENUE REFUNDING BONDS (LEESBURG REGIONAL MEDICAL CENTER PROJECT), SERIES 2008A TO AUTHORIZE THE SALE OF SAID BONDS ON A NEGOTIATED BASIS TO BOTH RBC CAPITAL MARKETS CORPORATION AND MORGAN KEEGAN & COMPANY, INC.; PROVIDING CERTAIN FINDINGS WITH RESPECT TO THE FOREGOING; PROVIDING AN EFFECTIVE DATE FOR THIS RESOLUTION; AND PROVIDING CERTAIN OTHER DETAILS WITH RESPECT THERETO; AND PROVIDING AN EFFECTIVE DATE.

BE IT RESOLVED by the City Commission of the City of Leesburg, Florida, that:

AUTHORITY.

  This Resolution is adopted pursuant to the Constitution of the State of Florida, Chapter 166, Florida Statutes, Part II of Chapter 159, Florida Statutes, and other applicable provisions of law (collectively, the "Act").

DEFINITIONS.

  All terms used herein in capitalized form, unless otherwise defined herein, shall have the same meaning as ascribed to them in Resolution No. 8219 of the City adopted on July 14, 2008 (the “Original Resolution”).

FINDINGS.

  The Issuer, acting through its City Commission, has found and determined and does hereby declare that:

The Issuer has previously adopted the Original Resolution which authorized the issuance of the City of Leesburg, Florida Hospital Revenue Refunding Bonds (Leesburg Regional Medical Center Project"), Series 2008A (the "2008A Bonds") in an aggregate principal amount of not to exceed $25,000,000.

The Issuer has previously determined that a negotiated sale of the 2008A Bonds is necessary and is in the best interest of the Issuer.

The Original Resolution authorizes a negotiated sale of the 2008A Bonds to RBC Capital Markets Corporation and the Exhibits attached to the Original Resolution contemplate that RBC Capital Markets Corporation will serve as Remarketing Agent with respect to the 2008A Bonds.

The Borrower has requested that Morgan Keegan & Company, Inc. be added as a co-managing underwriter and that Morgan Keegan & Company, Inc. serve as Remarketing Agent with respect to the 2008A Bonds.

It is in the best interest of the inhabitants of the Issuer to amend the authorization of the negotiated sale of the 2008A Bonds provided in the Original Resolution to include Morgan Keegan & Company, Inc., as a co-managing underwriter.

Amendment to original resolution.

  Section 3(T) of the Original Resolution is hereby amended in its entirety to read as follows:

RBC Capital Markets Corporation and Morgan Keegan & Company, Inc., (collectively, the "Original Purchaser") have indicated an intent to offer to purchase the 2008A Bonds pursuant to a Contract of Purchase, in substantially the form attached hereto as Exhibit "C" (the "Purchase Contract").

All references to the Original Purchaser in the Original Resolution and all references in the Exhibits to the Original Resolution to the underwriter with respect to the 2008A Bonds are hereby amended to refer to both RBC Capital Markets Corporation and Morgan Keegan & Company, Inc.  All references in the Exhibits to the Original Resolution to RBC Capital Markets Corporation as the initial Remarketing Agent with respect to the 2008A Bonds are hereby amended to refer to Morgan Keegan & Company, Inc. as the initial Remarketing Agent with respect to the 2008A Bonds.

REPEAL OF INCONSISTENT PROVISIONS.

  All resolutions or parts thereof in conflict herewith are to the extent of such conflict superseded and repealed.

INVALIDITY.

  In case any one or more of the provisions of this Resolution or the Original Resolution shall for any reason be held to be illegal or invalid, such illegality or invalidity shall not affect any other provisions of this Resolution or the Original Resolution and each such document shall be construed and enforced as if such illegal or invalid provision had not been contained herein or therein.  The 2008A Bonds are issued and this Resolution and the Original Resolution are adopted with the intent that the laws of the State of Florida shall govern their construction. 

HEADINGS NOT PART OF RESOLUTION.

  Any heading preceding the text of the several sections of this Resolution shall be solely for convenience of reference and shall not constitute a part of this Resolution, nor shall such headings affect the meaning, construction or effect of this Resolution.

Original Resolution To Continue In Force.

  Except as expressly provided herein, the Original Resolution and all the terms and provisions thereof are and shall remain in full force and effect.

EFFECTIVE DATE.

  This Resolution shall become effective immediately upon its passage.

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PASSED AND ADOPTED in public session of the City Commission of the City of Leesburg, Florida, this 11th day of August, 2008.

CITY OF LEESBURG, Florida

(SEAL)

By:                                                                  

Mayor

ATTEST:

By:                                                               

City Clerk

APPROVED AS TO FORM

AND CORRECTNESS:

By:                                                               

City Attorney