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HomeMy WebLinkAbout1998-007 General Obligation Bonds • CITY OF YAKIMMA, WASHINGTON LIMITED TAX GENERAL OBLIGATION BONDS ORDINANCE NO. 98-0/ AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF YAKIMA, WASHINGTON, PROVIDING FOR THE ISSUANCE AND SALE OF GENERAL OBLIGATION BONDS OF THE CITY IN AN • AGGREGATE PRINCIPAL AMOUNT OF NOT TO EXCEED $1,430,000 FOR THE PURPOSE OF PROVIDING FUNDS TO MAKE STREET IMPROVEMENTS, SUBJECT TO THE APPROVAL OF THE TERMS OF THE SALE OF SUCH BONDS BY THE CITY COUNCIL; PROVIDING THE FORM OF THE BONDS TO BE ISSUED; PROVIDING FOR THE ANNUAL LEVY OF TAXES TO PAY THE PRINCIPAL OF AND INTEREST ON SAID BONDS; AUTHORIZING A PRELIMINARY OFFICIAL STATEMENT, AND AUTHORIZING THE SALE OF SUCH BONDS. Passed: February 17, 1998 Prepared by: PRESTON GATES & ELLIS LLP Seattle, Washington • • • Table of Contents Page Section 1. Definitions 1 Section 2. Authorization of Bonds 3 Section 3. Place and Medium of Payment 4 Section 4. Registration 4 Section 5. Optional and Mandatory. Redemption; Purchase of Bonds 8 Section 6. Form of Bonds 8 Section 7. Execution of Bonds 12 Section 8. Pledge of Taxes and Credit 13 Section 9. Application of Bond Proceeds 14 Section 10. Defeasance 14 Section 11. Covenants Regarding Arbitrage and Private Activity; Special Designation 14 Section 12. • Sale of Bonds 15 Section 13. Approval of Preliminary Official Statement 15 Section 14. Undertaking to Provide Ongoing Disclosure 16 Section 15. Severability 18 Section 16. Effective Date 18 Jil Agenda - GO Bonds 2/12/98 • • ORDINANCE NO. 98- 07 AN . ORDINANCE OF THE CITY COUNCIL OF THE CITY OF YAKIMA, WASHINGTON, PROVIDING FOR THE ISSUANCE AND SALE OF GENERAL OBLIGATION BONDS OF T'HE CITY IN AN AGGREGATE PRINCIPAL AMOUNT OF NOT TO EXCEED $1,430,000 FOR THE PURPOSE OF PROVIDING FUNDS TO MAKE STREET IMPROVEMENTS, SUBJECT TO THE APPROVAL OF THE TERMS OF THE SALE OF SUCH BONDS BY THE CITY COUNCIL; PROVIDING THE FORM OF THE BONDS TO BE ISSUED; PROVIDING FOR THE ANNUAL LEVY OF TAXES TO PAY THE PRINCIPAL OF AND INTEREST ON SAID BONDS; AUTHORIZING A PRELIMINARY OFFICIAL STATEMENT; AND AUTHORIZING THE SALE OF SUCH BONDS. WHEREAS, the City of Yakima, Washington (the "City ") has determined it is necessary to make street improvements; and WHEREAS, the City will finance the cost of such improvements through the issuance of • limited tax general obligation bonds in an aggregate principal amount of not to exceed 51,430,000. (the "Bonds "), the terms, maturities, date and interest rates of which will'be set at a later date by resolution of the City Council of the City (the "City Council "); and WHEREAS, it appears to the City Council that it is in the beat interest of the City that the Bonds be sold to Seattle - Northwest Securities Corporation (the "Underwriter"), as provided by this Ordinance; NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF YAKIMA, WASHINGTON, AS FOLLOWS: Section 1. Definitions. As used in this ordinance, the following words shall have the following meanings: "Arbitrage and Tax Certification" means the certificate executed by the City pertaining to the calculation and payment of any Rebate Amount with respect to the Bonds. "Bond Fluid" means the-City of Yakima 1998 Limited Tax General Obligation Bond Fund established pursuant to Section 8 of this ordinance. r , "Bond Register" means the registration books for the Bonds, maintained by the Bond ,- Registrar, for the purpose of complying with the requirements of Section 149 of the Internal Revenue Code of 1986, as amended, and listing, inter Lam' , the names and mailing addresses of all registered owners of Bonds. "Bond Registrar" means the fiscal agencies of the State of Washington in either Seattle, Washington, or New York, New York, for the purposes of registering and authenticating the Bonds, maintaining the Bond Register, effecting transfer of ownership of the Bonds and paying interest on and principal of the Bonds, or such entity as may be so designated by the Director of Finance and Budget from time to time. "Bond or Bonds" means all or a portion of the aggregate principal amount of not to exceed $ 1,430,000 of City of Yakima, Washington, Limited Tax General Obligation Bonds, 1998, issued pursuant to this ordinance. "Capital Improvement Fund" means the special fund of the City of that name established in the office of the Director of Finance and Budget, into which fund certain proceeds of the Bonds shall be deposited. "" means City of Yakima, Washington, a municipal corporation duly organized and existing under and by virtue of the laws of the State of Washington. "City Council" means the duly constituted City Council as the general legislative authority of the City. "Code" means the federal Internal Revenue Code of 1986, as amended from time to time, and the applicable regulations thereunder. "Commission' means the Securities and Exchange Commission. "plc means The Depository Trust Company, New York, New York, a limited purpose trust company organized under the laws of the State of New York, as depository for the Bonds pursuant to Section 4 hereof. • "Letter of Representation" means a blanket issuer letter of representations from the City to DTC. -2- ru,maWODOC • e 1 . • "MSRB means the Municipal Securities, Rulemaking Board or any successor to its functions. "NRMSIR" means a nationally recognized municipal securities information repository. "Purchase Contract" means the agreement proposed by the Underwriter to purchase the Bonds. "Rebate Amount" means the amount, if any, determined to be payable with respect to the Bonds by the City to the United States of America in accordance with Section 148(1) of the Code. "Rule" means the Commission's Rule 15c2 -12 under the Securities and Exchange Act of 1934, as the same may be amended from time to time. "SID" means a state information depository for the State of Washington (if one is created). • "Underwriter" means Seattle - Northwest Securities Corporation. Section 2. Authorization of Bonds. The City shall issue and sell an aggregate principal amount of not to exceed $1,430,000 of general obligation bonds for the purpose of providing the funds required to pay for the cost of making street improvements within the City, as described in Attachment A, and paying costs of issuance of said bonds The Bonds shall be designated as the "City of Yakima, Washington, Limited Tax General Obligation Bonds, 1 shall be issued in fully registered form in the denomination of 55,000 or any integral multiple thereof, provided that no Bond shalt represent more than one maturity; shall be numbered separately and in such manner and with any additional designation as the Bond Registrar deems necessary for purposes of identification and control; and shall bear interest from their date, payable semiannually. The date of issue, principal amount, optional and mandatory redemption provision, interest payment dates, principal payment dates, rates of interest and the schedule of maturities for the Bonds shall be as set forth in the purchase contract described in Section 14 hereof and hereafter approved by resolution of the City Council. • -3- The improvements authorized herein and described in Attachment A may be modified fb where deemed advisable or necessary in the judgment of the City Council, and implementation or completion of any authorized improvement shall not be required if the City Council determines that it has become inadvisable or impractical. If all of the improvements either have been completed, or their completion duly provided for or found to be inadvisable or impractical, the City may apply any remaining proceeds of the Bonds, or any portion thereof, to improvements of other City facilities or any other lawful purpose as the City Council in its discretion may determine. In the event that the proceeds of the sale of the Bonds, plus any other moneys of the • City legally available therefor, are insufficient to accomplish all of the improvements authorized herein, the City shall use the available funds for paying the cost of those improvements for which the Bonds were authorized deemed by the City Council most necessary and to the best interest of the City. Section 3. Place and Medium of Payment. The principal of and interest on the Bonds • . shall be payable in lawful money of the United States of America. Interest on the Bonds shall be calculated on the basis of a 360 -day year and twelve 30 -day months. For so long as all Bonds are • in fully- immobilized form, such payments of principal and interest thereon shall be made as provided in the operational arrangements of DTC as referred to in the Letter of Representations. r In the event that the Bonds are no longer in fully - immobilized form, interest on the Bonds shall be paid by check or draft mailed to the Registered Owners the Bonds at the addresses for such Registered Owners appearing on the Bond Register on the 15th day of the month preceding the interest payment date. Principal of the Bonds shall be payable upon presentation and surrender of such Bonds by the Registered Owners at the principal office of the Bond Registrar. Section 4. Registration. (a) Bond Registrar/Bond Register. The City hereby adopts the system of registration specified and approved by the Washington State Finance Committee. The City shall cause a bond register to be maintained by the Bond Registrar. So long as any Bonds remain ® - outstanding, the Bond Registrar shall make all necessary provisions to permit the exchange or -4- J.UHRVIHOMEl03R66o DOC • registration of transfer of Bonds at its principal corporate trust office. The Bond Registrar may be removed at any time at the option of the City upon prior notice to the Bond Registrar, DTC, each NRMSIR and SID, if any, and a successor Bond Registrar appointed by the City. No resignation or removal of the Bond Registrar shall be effective until a successor shall have been appointed and until the successor Bond Registrar shall have accepted the duties of the Bond Registrar hereunder. The Bond Registrar is authorized, on behalf of the City, to authenticate and deliver Bonds transferred or exchanged in accordance with the provisions of such Bonds and this ordinance and to carry out all of the Bond Registrar's powers and duties under this ordinance. The Bond Registrar shall be responsible for its representations contained in the Certificate of Authentication on the Bonds. (b) Registered Ownership. The City and the Bond Registrar, each in its discretion, may deem and treat the Registered Owner of each Bond as the absolute owner thereof • for all purposes (except as provided in Section 14 of this ordinance), and neither the City nor the Bond Registrar shall be affected by any notice to the contrary. Payment of any such Bond shall be made only as described in Section 3 hereof, but such Bond may be transferred as herein provided. . All such payments made as described in Section 3 shall be valid and shall satisfy and discharge the liability of the City upon such Bond to the extent of the amount or amounts so paid. (c) DTC Acceptance/Letter of Representations. To induce DTC to accept the Bonds as eligible for deposit at DTC, the City has executed and delivered to DTC a Letter of Representations. Neither the City nor the Bond Registrar will have any responsibility or obligation to DTC participants or the persons for whom they act as nominees . (or any successor depository) with respect to the Bonds in respect of the accuracy of any records maintained by DTC (or any successor depository) or any DTC participant, the payment by DTC (or any successor depository) or any. DTC participant of any amount in respect of the principal of or interest on Bonds, any • notice which is permitted or required to be given to Registered Owners under this ordinance (except such notices as shall be required to be given by the City to the Bond Registrar or to DTC -5- J UHRMWOME'D3R660.DOC (or any successor depository), or any consent given or other action taken by DTC (or any successor depository) as the Registered Owner. For so long as any Bonds are held in fully- immobilized form hereunder, DTC or its successor depository shall be deemed to be the Registered Owner for all purposes hereunder, and all references herein to the Registered Owners shall mean DTC (or any successor depository) or its nominee and shall not mean the owners of any beneficial interest in such Bonds. If any Bond shall be duly presented for payment and funds have not been duly provided by the City on such applicable date, then interest shall continue to accrue thereafter on the unpaid principal thereof at the rate stated on such Bond until such.Bond is paid. (d) Use of Depository. (i) The Bonds shall be registered initially in the name of "CEDE & Co.", as nominee of DTC, with one Bond maturing on each of the maturity dates for the Bonds in • a denomination corresponding to the total principal therein designated to mature on such date. Registered ownership of such immobilized Bonds, or any portions thereof, may not thereafter be transferred except (A) to any successor of DTC or its nominee, provided that any such successor shall be qualified under any applicable laws to provide the service proposed to be provided by it; (B) to any substitute depository appointed by the Board pursuant to subsection (ii) below or such substitute depository's successor; or (C) to any person as provided in subsection (iv) below. (ii) Upon the resignation of DTC or its successor (or any substitute depository or its successor) from its functions as depository or a determination by the Board to discontinue the system of book entry transfers through DTC or its successor (or any substitute depository or its successor), the Board may hereafter appoint a substitute depository. Any such substitute depository shall be qualified under any applicable laws to provide the services proposed to be provided by it (iii) In the case of any transfer pursuant to clause (A) or (B) of subsection (i) above, the Bond Registrar shall, upon receipt of all outstanding Bonds, together with a written request on behalf of the Board, issue a single new Bond for each maturity then • -6- J NJHRWHONIETZR880 ,DOC • outstanding, registered in the name 'of such successor or such substitute ,depository, or their nominees, as the case may be, all as specified in such written request of the Board. (iv) In the event that (A) DTC or its successor (or substitute depository or its successor) resigns from its functions as depository, and no substitute depository can be obtained, or (B) the Board determines that it is in the best interest of the beneficial owners of the Bonds that such owners be able to obtain such bonds in the form • of Bond certificates, the • ownership of such Bonds may then be transferred to any person or entity as herein provided, and shall no longer be held in fully- immobilized form. The Board shall deliver a written request to the Bond Registrar, together with a supply of definitive Bonds, to issue Bonds as herein provided in any authorized denomination. Upon receipt by the Bond Registrar of all then outstanding Bonds together with a written request on behalf of the Board to the Bond Registrar, new Bonds shall be issued in the appropriate denominations and registered in the names of such persons as are requested in such written request. (e) Registration of Transfer of Ownership or Exchange Change in Denominations. The transfer of any Bond may be registered and Bonds may be exchanged, but no transfer of any such Bond shall be valid unless such Bond is surrendered to the Bond Registrar with the assignment form appearing on such Bond duly executed by the Registered Owner or such Registered Owner's duly authorized agent in a manner satisfactory to the Bond Registrar. Upon such surrender, the Bond Registrar shall cancel the surrendered Bond and shall authenticate and deliver, without charge to the Registered Owner or transferee therefor, a new Bond (or Bonds at the option of the new Registered Owner) of the same date, maturity and interest rate and for the same aggregate principal amount in any authorized denomination, naming as Registered Owner the person or persons listed as the assignee on the assignment form appearing on the surrendered Bond, in exchange for such surrendered and canceled Bond. Any Bond may be surrendered to the Bond Registrar and exchanged, without charge, for an equal aggregate principal amount of • Bonds of the same date, maturity and interest rate, in any authorized denomination. The Bond -7- J.UHRWHOME O3R660.DOC • Registrar shall not be obligated to register the transfer or to exchange any Bond during the 15 days preceding the date any such Bond is to be redeemed. (f) Bond Registrar's Ownership of Bonds. The Bond Registrar may become the Registered Owner of any Bond with the same rights it would have if it were not the Bond Registrar, and to the extent permitted by law, may act as depository for and permit any of its • officers or directors to act as member of, or in any other capacity with respect to, any committee formed to protect the right of the Registered Owners of Bonds. (g) Registration Covenant. The City covenants that, until all Bonds have been surrendered and canceled, it will maintain a system for recording the ownership of each Bond that complies with the provisions of Section 149 of the Code. • Section 5. Optional and Mandatory Redemption; Purchase of Bonds. • . (a) Optional and Mandatory Redemption. The optional and mandatory . • redemption schedules for the Bonds shall be determined at a later date by resolution of the Council. . • (b) Purchase of Bonds. The City reserves the right to purchase any of the Bonds offered to the City at any time at a price deemed reasonable to the City. Section 6. Form of Bonds. The Bonds shall be in substantially the following form: UNITED STATES OF AMERICA • NO. $ • STATE OF WASHINGTON • CITY OF YAKIMA LIMITED TAX GENERAL OBLIGATION BONDS, 1998 INTEREST RATE: MATURITY DATE: CUSIP NO.: SEE REVERSE SIDE FOR CERTAIN ADDITIONAL PROVISIONS . • Registered Owner: CEDE & CO. Principal Amount: • -8- J UHRWHOMENO3R66O.DOC acknowledges The CITY OF YAKIMA, WASHINGTON (the "City"), hereby es itself to g owe and for value received promises to pay to the Registered Owner identified above, or registered assigns, on the Maturity Date identified above, the Principal Amount indicated above and to pay interest thereon from _ , 1998, or the most recent date to which interest . has been paid or duly provided for until payment of this bond at the Interest Rate set forth above, payable on _, 1998, and semiannually thereafter on the first days of each succeeding and . Both principal of and interest on this bond are payable in Lawful money of the United States of America. Interest shall be paid as provided in the Blanket Issuer Letter of Representations (the "Letter of Representations ") by the City to The Depository Trust Company ( "DTC "). Principal shall be paid as provided in the Letter of Representations to the Registered Owner or assigns upon presentation and surrender of this bond at the principal office of the fiscal agencies of the State of Washington in either Seattle, Washington or New York, New York (collectively the "Bond Registrar "). • Reference is hereby made to additional provisions of this bond set forth on the reverse side hereof and such additional provisions shall for all purposes have the same effect as if set forth in this space This bond shall not be valid or become obligatory for any purpose or be entitled to any security or benefit under Ordinance No. and .Resolution No. of the City (together, • the "Bond Ordinance ") until the Certificate of Authentication hereon. shall have been manually signed by or on behalf of the Bond Registrar. • It is hereby certified that all acts, conditions and things required by the Constitution and statutes of the State of Washington to exist, to have happened, been done and performed precedent to and in the issuance of this bond have happened, been done and performed and that the issuance of this bond and the bonds of this issue does not violate any constitutional, statutory or other limitation upon the amount of bonded indebtedness that the City may incur. IN WITNESS WHEREOF, the City of Yakima, Washington, has caused this bond to be executed by the manual or facsimile signature of its Mayor and attested by the manual or facsimile of the Clerk of the City, and the corporate seal of the City to be impressed or a facsimile thereof imprinted hereon as of this day of , 1998. CITY OF YAKIMA, WASHINGTON By /s/ manual or facsimile Mayor ATTEST • /s/ manual or facsimile City Clerk • -9- J UHRWHOMEl03R660.DOC • [FORM OF REVERSE SIDE OF BOND] ADDITIONAL PROVISIONS This bond is one of an authorized issue of bonds of like date and tenor, except as to number, . amount, rate of interest and date of maturity in the aggregate principal amount of $1,430,000, and is issued for certain capital purposes pursuant to an ordinance authorizing the same. The bonds of this issue are issued under and in accordance with the provisions of the Constitution and applicable statutes of the State of Washington and ordinances duly adopted by the City Council, including the Bond Ordinance. The bonds of this issue are not "private activity bonds" as such term is defined- in the Internal Revenue Code of 1986, as amended (the "Code "). The bonds of this issue have been designated by the City as qualified tax - exempt obligations under Section 265(b) of the Code for banks, thrift institutions and other financial institutions. The City hereby irrevocably covenants and agrees with the owner of this bond that it will include in its annual budget and levy taxes annually, within and as a part of the tax levy permitted to cities without a vote of the electorate, upon all the property subject to taxation in amounts • sufficient, together with all other money legally available therefor to pay the principal of and interest on this bond as the same shall become due. The full faith, credit and resources of the City are hereby irrevocably pledged for the annual levy and collection of such taxes and the prompt payment of such principal and interest. The pledge of tax levies may be discharged prior to maturity of the bonds by making provision for the payment thereof on the terms and conditions set forth in the' Bond Ordinance. Bonds are interchangeable for bonds of any authorized denomination of equal aggregate principal amount and of the same interest rate and maturity upon presentation and surrender to the Bond Registrar • • -1 0- .rumitwO eo.coc • • • • The following abbreviations, when used in the inscription on the face of the within bond, shall be construed as though they were written out in full according to applicable laws or regulations. 1 . UNIF GIFTS (TRANSFERS) MIN ACT - Custodian (Cust) (Minor) under Uniform Gifts (Transfers) • to Minors Act • • (State) • • Additional abbreviations may also be used though not in the list above. The Bond Registrar's Certificate of Authentication on the Bonds shall be in substantially the following form: • . • • CERTIFICATE OF AUTHENTICATION Date of Authentication: . This bond is one of the bonds described in the within- mentioned Bond Ordinance and is one of the Limited Tax General Obligation Bonds of the City, dated 1998. WASHINGTON STATE FISCAL AGENCY, as Bond Registrar • • By Authorized Signer • • • • • • • • • - 11- J:UHRWHOME\O3R880.DOC • • • (form of assignment) o ASSIGNMENT FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers unto PLEASE INSERT SOCIAL SECURITY OR TAXPAYER IDENTIFICATION NUMBER OF TRANSFEREE (Please print or typewrite name and address, including zip code of Transferee) the within bond and does hereby irrevocably constitute and appoint of , or its successor, as Bond Registrar to transfer said bond on the books kept for registration thereof with full power of substitution in the premises. • DATED: . NOTE: The signature on this Assignment must correspond with the name of the registered owner as it appears upon the face of the within bond in every particular, without alteration or enlargement or any change whatever. • SIGNATURE GUARANTEED: Section 7. Execution of Bonds. The Bonds shall be executed on behalf of the City with the manual or facsimile signature of the Mayor, shall be attested by the manual or facsimile signature of the City Clerk, and the seal of the City shall be impressed or a facsimile thereof imprinted thereon. Only such Bonds as shall bear thereon a Certificate of Authentication in the form hereinbefore recited, manually executed by the Bond Registrar, shall be valid or obligatory for any purpose or entitled to the benefits of this ordinance. Such Certificate of Authentication shall be 0 conclusive evidence that the Bonds so authenticated have been duly executed, authenticated and delivered hereunder and are entitled to the benefits of this ordinance. -12- J UHR iOME103R66O DOC • • • In case either of the officers who shall have executed the Bonds shall cease to be officer or officers of the City before the Bonds so signed shall have been authenticated or delivered by the Bond Registrar, or issued by the City, such Bonds may nevertheless be authenticated, delivered and issued and upon such authentication, delivery and issuance, shall be as binding upon the City as though those who signed the same had continued to be such officers of the City. Any Bond may also be signed and attested on behalf of the City by such persons who are at the actual date of delivery of such Bond the proper officers of the City although at the original date of such Bond any such person shall not have been such officer of the City. Section 8. Pledge of Taxes and Credit. The Director of Finance and Budget is hereby authorized and directed to create a fund to be used for the payment of debt service on the Bonds, to be designated as the "City of Yakima 1998 Limited Tax General Obligation Bond Fund" (the "Bond Fund "). The City hereby irrevocably covenants and agrees for as long as any of the Bonds are outstanding and unpaid that each year it will include in its budget and levy an ad valorem tax, within and as a part of the tax millage levy permitted to cities without a vote of the people, upon all the property within the City subject to taxation in an amount which will be sufficient, together with other available money, to pay the principal of and interest on the Bonds as the same shall become due. All of such taxes and any of such other money so collected shall be paid into the Bond Fund. None of the money in the Bond Fund shall be used for any other purpose than the payment of the principal of and interest on the Bonds. Money in the Bond Fund not needed to pay the interest or principal next coming due may temporarily be deposited in such institutions or invested in such obligations as may be lawful for the investment of City money. Any interest or profit from the investment of such money shall be deposited in the Bond Fund. The City hereby irrevocably pledges that a sufficient portion of each annual levy to be levied and collected by the City prior to the fill] payment of the principal of and interest on the Bonds will be and is hereby irrevocably set aside, pledged and appropriated for the payment of the • principal of and interest on the Bonds. The full faith, credit and resources of the City are hereby • -13- J UHRWHOME103R880 DOC irrevocably pledged for the annual levy and collection of said taxes and for the prompt payment of le the principal of and interest on the Bonds as the same shall become due. Section 9. Application of Bond Proceeds. The Director of Finance and Budget is hereby authorized and directed to use the Capital Improvements Fund to pay the cost of issuing and selling the Bonds and the cost of the improvements as described in Attachment A hereof. The net proceeds of the par value of Bonds (except for accrued interest on such par amount, which shall be deposited in the Bond Fund and used to pay the accrued interest on the Bonds) shall be deposited in the Capital Improvement Fund. Section 10. Defeasance. In the event that money and/or Government Obligations maturing at such time or times and bearing interest to be earned thereon in amounts (together . with such money, if necessary) sufficient to redeem and retire part or all of the Bonds authorized hereunder in accordance with their terms, are set aside in a special account of the City to effect such redemption and retirement, and such moneys and the principal of and interest on such obligations are irrevocably set aside and pledged for such purpose, then no further payments need be made into the bond redemption fund of the City for the payment of the principal of and interest on the Bonds so provided for, and such Bonds shall cease to be entitled to any lien, benefit or security of this ordinance except the right to receive the moneys so set aside and pledged, and such Bonds shall be deemed not to be outstanding hereunder. Within 60 days of any defeasance of Bonds the Bond Registrar shall provide notice of • defeasance of Bonds to registered owners and each NRMSIR and SID, if any, in accordance with Section 14 hereof. Section 11. Covenants Regarding Arbitrage and Private Activity: Special Designation. The City- hereby covenants that it will not make any use of the proceeds of sale of the Bonds or . any other funds of the City which may be deemed to be proceeds of such Bonds pursuant to Section 148 of the Code which will cause the Bonds to be "arbitrage bonds" within the meaning 0 of said section and said Regulations. The City will comply with the applicable requirements of Section 148 of the Code (or any successor provision thereof applicable to the Bonds) and the -14- J.UHRWHOME103R660 DOC • • applicable Regulations thereunder throughout the term of the Bonds. The City will compute and pay the Rebate Amount, if any, to the United States of America at the times and in the amounts necessary to meet the requirements of the Code to maintain the federal income tax exemption for interest payments on the Bonds, in accordance with the Arbitrage and Tax Certification. The City further covenants that it will not take any action or permit any action to be taken that would cause the Bonds to constitute "private activity bonds" under Section 141 of the Code. The City hereby designates the Bonds as "qualified tax- exempt obligations" pursuant to Section 265(b) of the Internal Revenue Code of 1986. Section 12. Sale of Bonds. The Director of Finance and Budget is authorized to negotiate a Purchase Contract with Seattle- Northwest Securities Corporation, Seattle, Washington, to purchase such principal amount of the Bonds as the Director of Finance and Budget shall determine at the price specified therein, plus accrued interest, if any, and under the 110 terms and conditions thereof as provided in said offer and in this ordinance subject to approval of the terms thereof by resolution of the City Council. The may be sold in one or more series. Section 13. Approval of Preliminary Official Statement. The City hereby authorizes the preparation of a Preliminary Official Statement and authorizes the distribution of such Preliminary Official Statement by the Underwriter in connection with the offering of the Bonds. Pursuant to the Rule, the City will, by subsequent resolution, deem the Preliminary Official Statement as final as of its date except for the omission of information dependent upon the pricing of the issue and the completion of the underwriting agreement, such as offering prices, interest rates, selling compensation, aggregate principal amount, principal amount per maturity, delivery dates, and • other terms of the Bonds dependent on the foregoing matters. The City agrees to cooperate with the Underwriter to deliver or cause to be delivered, within seven business days from the date of the Purchase Contract and in sufficient time to accompany any confirmation that requests payment from any customer of the Underwriter, copies of a final official statement in sufficient quantity to comply with paragraph (b)(4) of the Rule and the rules of the MSRB. -15- J:UHRWHOME D3R660.DOC Section 14. Undertaking to Provide Ongoing Disclosure. (a) Contract/Undertaking. This section . constitutes the City's written undertaking for the benefit of the owners of the Bonds as required by Section (b)(5) of the Rule. (b) Financial Statements. The City agrees to provide to each person upon request or to the SID, if any, a copy of its latest publicly available annual financial statements prepared in accordance with the Budget Accounting and Reporting System prescribed by the Washington State Auditor pursuant to RCW 43.09.200 (or any successor statute) and generally of the type included in the official statement for the Bonds under the heading "Comparative . Statement of General Fund Revenues and Expenditures." Such annual financial information and operating data described above shall be provided on or before the expiration of nine months after the end of the City's fiscal year. The City's current fiscal year ends December 31. The City may adjust such fiscal year by providing written notice of the change of fiscal year to each then existing NRMSIR and the SID, if any. In lieu of providing • such annual financial information and operating data, the City may cross - reference to other . documents provided to the NRMSIR, the SID or to the Commission and, if such document is a final official statement within the meaning of the Rule, available from the MSRB. (c) Material Events. The City agrees to provide or cause to be provided, in a timely manner, to the SID, if any, and to each NRMSIR or to the MSRB notice of the occurrence of any of the following events with respect to the Bonds, if material: (i) Principal and interest payment delinquencies; (ii) Non- payment related defaults; (iii) Unscheduled draws on debt service reserves, if any, for the Bonds reflecting financial difficulties; (iv) Unscheduled draws on credit enhancements, if any, for the Bonds reflecting financial difficulties; (v) Substitution of credit or liquidity providers, if any, or their failure to perform; -16- J.UHRVFHOME103R880 DOC • (vi) Adverse tax opinions or events affecting the tax- exempt status of the Bonds; (vii) Modifications to the rights of Bond owners; • (viii) Optional redemption of Bonds . prior to their maturity; (ix) Defeasances; (x) Release, substitution or sale of property, if any, securing repayment of the Bonds; and (xi) Rating changes. With reference to items (iii) and (x) above, no debt service reserves secure payment of the Bonds and no property secures repayment of the Bonds. If the City subsequently chooses to establish any debt service reserves as security for the Bonds, the City will provide notice of such • establishment or provision and will provide notice of material events relating thereto, should such events occur. There are no non - payment related defaults. . (d) Termination/Modification. The City's obligations to provide notices of material events shall terminate upon the legal defeasance, prior redemption or payment in full of all of the Bonds. This section, or any provision hereof, shall. be null and void if the City: (I) obtains an opinion of nationally recognized bond counsel to the effect that those portions of the Rule which require this section, or any such provision, are invalid, have been repealed retroactively or otherwise do not apply to the Bonds; and (2) notifies each then existing NRMSIR and the SID, if any, of such opinion and the cancellation of this section. Notwithstanding any other provision of this ordinance, the City may amend this Section 14, and any provision of this Section 14 may be waived, provided that the following conditions are satisfied: (i) If the amendment or waiver relates to the provisions of Section 14 • it may only be made in connection with a. change in circumstances that arises from a change in • -17- J UHRWHOME D3R660 DOC • legal requirements, change in law, or change in the identity, nature or status of the City with respect to the Bonds, or the type of business conducted; (ii) The undertaking, as amended or taking into account such waiver, would, in the opinion of nationally recognized bond counsel, have complied with the requirements of the Rule at the time of the original issuance of the Bonds, after taking into account any amendments or interpretations of the Rule, as well as any change in circumstances; and (iii) The amendment or waiver either: (A) is approved by the owners of the Bonds; or (B) does not, in the opinion of nationally recognized bond counsel, materially impair the interests of the owners or beneficial owners of the Bonds. (e) Bond Owner's Remedies Under This Section. The right of any Bond Owner or Beneficial Owner of Bonds to enforce the provisions of this section shall be limited to a right to obtain specific enforcement of the City's obligations hereunder, and any failure by the City • to comply with .the provisions of this undertaking shall not be an event of default with respect to the Bonds hereunder. For purposes of this section, "Beneficial Owner" means any person who has the power, directly or indirectly, to vote or consent with respect to, or to dispose of ownership of, any Bonds, including persons holding Bonds through nominees or depositories. Section 15. • Severability. If any one or more of the covenants or agreements provided in this ordinance to be performed on the part of the City shall be declared by any court of competent jurisdiction to be contrary to law, then such covenant or covenants, agreement or agreements, shall be null and void and shall be deemed separable from the . remaining covenants and agreements of this ordinance and shall in no way affect the validity of the other provisions of this ordinance or of the Bonds. . Section 16. Effective Date. This ordinance shall become effective thirty days from and after its passage, approval and publication, as required by law. ID _18- J.UFIRWHOME\D3R660 DOC • PASSED BY THE CITY COUNCIL OF THE CITY OF YAKIMA, WASHINGTON at a regular meeting thereof this 17th day of February, 1998. . CITY OF YAKIMA, WASHINGTON John Puccinelli, Mayor ATTEST: y i / G yYI-G City Clerk APPROVED AS TO FORM: 4,6/ • City Attorney Publication Date 0 9 -9-0 ` 10 • Effective Date 03 9$ • 19- J UHRWHOMENO3R88O.DOC • CERTIFICATE III I, the undersigned, Clerk of the City of Yakima, Washington (the "City "), and keeper of the records of the City Council (the "City Council "), DO HEREBY CERTIFY: 1. That the attached "ordinance numbered 98 (the "Ordinance ") is a true and correct copy of an ordinance of the City, as finally passed at a regular meeting of the City Council held on the 17th day of February, 1998, and duly recorded in my office. 2. That said meeting was duly convened and held in all respects in accordance with law, and to the extent required by law, due and proper notice of such special meeting was given; that a legal quorum was present throughout the meeting and a legally sufficient number of members of the City Council voted in the proper manner for the passage of the Ordinance; that all other requirements and proceedings incident to the proper passage of the Ordinance have been duly fulfilled, carried out and otherwise observed; and that I am authorized to execute this certificate. 0 IN WITNESS WHEREOF, I have hereunto set my hand and affixed the official seal of the r City of Yakima, Washington this 17th day of February, 1998. • ti, 1, �� r C 4 K --- [C 4 + ; 4 * City Clerk ilo . • • . • • ATTACHMENT A Summary of Scope of Work Street Improvements . Grinding and resurfacing of the following street segments: • • a.. South First Street (Mead to Washington) b. Walnut Street (First Street to Second Avenue) c. Lincoln Avenue (First Street to Fifth Avenue) d. Eighth Street (Yakima Avenue to "B" Street) e:. Lincoln Avenue (Fifth Avenue to Sixteenth Avenue) f. Walnut Street (Third Avenue to Fifth Avenue) g. Nob Hill Boulevard (First Street to Eighteenth Street) h. Washington Avenue (First Street to Fourth Avenue) is • Sixteenth Avenue (South of Washington Avenue) j. Sixteenth Avenue (Lincoln Avenue to Monroe) 410 • • . •. • BOMO DEBT SERVICE CITY OF YAKIMA, WA PROP05E9 1998 SOMO ISSUE CURRENT 425bp Period Annual Bond Total Ending Principal Interest Debt Service Debt Service Silence Bond Value + Feb 1, 1998 - - - - 1,430,000.00 1,430,000.00 Jun 1, 1998 - 21,665.00 21,665.00 - 1,430,000.00 1,430,000.00 Dec 1, 1995 - 32,497.50 32,497.50 54,162.50 1,430,000.00 1,430,000.00 Jun 1, 1999 115,000.00 32,497.50 147,497.50 - 1,315,000.00 1,315,000.00 Dec 1, 1999 - 30,111.25 30,111.25 177,608.75 1,315,000.00 1,315,000.00 Jun 1, 2000 120,000.00 30,111.25 150,111.25 • 1,195,000.00 1,195,000.00 Dec 1,2000 - 27,S31.25 27,531.25 177,642.50 1,195,000.00 1,195,000.00 Jun 1, 2001 125,000.00 27,531.25 152,531.25 - 1,070,000.00 1,070,000.00 Dec 1, 2001 - 24,781.25 24,781.25 177,312.50 1,070,000.00 1,070,000.00 Jun 1, 2002 135,000.00 24,781.25 159,781.25 - 935,000.00 935,000.00 Dec 1, 2002 - 21,777.50 21,777.50 181,558.75 935,000.00 935,000.00 Jun 1, 2003 140,000.00 21,777.50 161,777.30 -• 795,000:00 795,000.00 Dec 1, 2003 - - 18,627.50 18,627.50 180,405.00 795,000.00 795,000.00 Jun 1, 2004 145,000.00 18,627.50 163,627.50 - 650,000.00 650,000.00 Dec 1, 2004 - 15,328.75 15,328.75 178,956.25 650,000.00 650,000.00 Jun 1, 2005 150,000.00 15,328.75 165,328.75 - • 500,000.00 500,000.00 Dec 1, 2005 - 11,878.75 11,878.75 177,207.50 500,000.00 500,000.00 • Jun 1, 2006 160,000.00 11,878.75 171,878.75 - 340,000.00 340,000.00 Dec 1, 2006 • - 8,118.75 8,118.75 179,997.50 340,000.00 340,000.00 Jun 1, 2007 165,000.00 8,118.75 173,118.75 - 175,000.00 175,000.00 Dec 1, 2007 - 4,200.00 4,200.00 177,318.75 175,000.00 175,000.00 Jun 1, 2008 175,000.00 4,200.00 179,200.00 179,200.00 - - 1,430,000.00 411,370.00 1,841,370.00 1,841,370.00 02- Feb -98 2:28 pa Prepared by A_C - SEATTLE-NORTHWEST SECURITIES (Finance 3.100 YAKCITY:YAKCITY- 98UT60) Pape 1 • ,c • BUSINESS OF THE CITY COUNCIL YAKIMA, WASHINGTON AGENDA STATEMENT ,7 item No. For Meeting Of 2/17/98 ITEM TITLE: Ordinance authorizing the issuance of . Limited Tax General Obligation Bonds 1 SUBMITTED BY: John Hanson, Director of Finance and Budget, 575 -6070 CONTACT PERSON/TELEPHONE: i Jensen, Accountant, 576 -6639 SUMMARY EXPLANATION: At the February 3rd regular City Council meeting, Council directed staff to return as soon as possible with an ordinance authorizing the issuance of General Obligation Bonds sufficient to provide $1.4 million to fund a portion of the $2,000,000 Street Program included in the 1998 budget. It is necessary to issue Councilmanic Limited Tax General Obligation Bonds in an amount up to approximately $1,430,000. The $30,000 is staff's best estimate of total issuance costs, plus a small contingency. The ordinance now before you • authorizes the Director of Finance and Budget to prepare a Preliminary Official Statement and issue and sell bonds. The Bonds would be dated March 1, 1998, and mature on June 1, 2008 (10- years, 3 months). If market conditions remain where they are now we can estimate annual debt service to be no more than $178,000 in 1999 through 2008. In 1998 debt service could be as little as $75,000 which is below the 1998 Budget estimate. Attached at the back of the ordinance is an estimated debt service schedule. Annual debt service is (Continued ) Resolution Ordinance X Contract Other (Specify) Funding Source APPROVED FOR SUBMITTAL: - >`- �� • y Manager STAFF RECOMMENDATION: Adopt Resolution. • BOARD /COMMISSION RECOMMENDATION: COUNCIL ACTION: JH Agenda - GO Bonds 2/12/98 • . coming from two sources; first, the Street Division has committed $122,000 annually for the next ten years. The difference will come from unobligated 1 /4% real estate excise tax in the Public Works Trust Construction Fund. If market conditions deteriorate before we can sell the bonds, the ordinance leaves the City the options of either delaying the sale if better conditions are . expected, or extending the term of the issue slightly with a callable portion to keep annual debt service low. The remainder of the funding for the project is as follows: $ 200,000 in interfund contributions $ 400,000 in anticipated grant funding $1,400,000 LTGO Bonds $2,000,000 Total Upon passage of this ordinance, the Finance Department, along with Bond Council and the City's underwriters, will begin preparation of a Preliminary Official Statement, hopefully market the bonds on or around March 16th, 1998, and return to City Council on March 17th with a purchase offer resolution for the bonds. Settlement and delivery of funds would occur in early April. III • • 410 JH Agenda - GO Bonds 2/12/98