Res 77-99RESOLUTION NO. 77-99
A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF DELRAY
BEACH, FLORIDA, AUTHORIZING THE ISSUANCE OF NOT TO EXCEED
$4,000,000.00 IN AGGREGATE PRINCIPAL AMOUNT OF REVENUE BONDS,
SERIES 1999, OF THE CITY OF DELRAY BEACH, FLORIDA FOR THE
PURPOSE OF FINANCING ALL OR A PORTION OF THE COSTS OF A 800
MHZ RADIO SYSTEM AND INCIDENTAL COSTS RELATING THERETO;
DETERMINING THE NEED FOR A NEGOTIATED SALE OF SUCH BONDS TO
SUNTRUST BANK, SOUTH FLORIDA, N.A.; PROVIDING FOR THE TERMS
AND PAYMENT OF SAID REVENUE BONDS, SERIES 1999, AND THE
RIGHTS, REMEDIES AND SECURITY OF THE OWNERS THEREOF; MAKING
CERTAIN COVENANTS RELATING TO THE ISSUANCE OF SAID REVENUE
BONDS, SERIES 1999; APPROVING THE FORM OF AND AUTHORIZING
THE EXECUTION OF A LINE OF CREDIT AGREEMENT WITH SUNTRUST
BANK, SOUTH FLORIDA, N.A., DESIGNATING THE REVENUE BONDS,
SERIES 1999 AS "QUALIFIED TAX-EXEMPT OBLIGATIONS" WITHIN THE
MEANING OF SECTION 265(b) OF THE INTERNAL REVENUE CODE OF
1986, AS AMENDED; AUTHORIZING THE PROPER OFFICERS OF THE CITY
TO DO ALL OTHER THINGS DEEMED NECESSARY OR ADVISABLE IN
CONNECTION WITH THE ISSUANCE OF SAID BONDS; AND PROVIDING
FOR AN EFFECTIVE DATE.
WHEREAS, the City Commission of the City of Delray Beach, Florida (the 'City
Commission"), hereby determines that it is in the best interest of the City of Delray Beach,
Florida (the "City"), to finance the cost of acquiring and implementing a 800 MHz radio system,
as further described on Exhibit C attached hereto, together all incidental and necessary costs
relating thereto (collectively, the ~1999 Project"); and
WHEREAS, on this date the City Commission adopted Resolution No. 76-99 (the 'Bond
Resolution") authorizing the issuance, from time to time, of revenue bonds (the 'Bonds") to
financial capital projects in the City; and
WHEREAS, any capitalized term used in this Resolution and not otherwise defined,
shall have the meaning ascribed to such term in the Bond Resolution; and
WHEREAS, pursuant to the Bond Resolution each sedes of Bonds shall be payable
solely from the City's covenant contained in the Bond Resolution to budget and appropriate in
each Fiscal Year, by budget amendment if necessary, Non-Ad Valorem Revenues and deposit
the same in the Debt Service Fund created and established under the Bond Resolution; and
WHEREAS, pursuant to the terms and provisions of the Bond Resolution and this
Resolution, the City shall issue its first series of Bonds known as 'City of Delray Beach, Flodda
Revenue Bonds, Sedes 1999" (herein, the "1999 Bonds") to finance the costs of the 1999
Project including the costs of issuing such 1999 Bonds; and
WHEREAS, the principal amount of the 1999 Bonds authorized under this Resolution
shall not exceed $4,000,000; and
Resol'.,tion No. 77-99
WHEREAS, the 1999 Bonds shall be secured by a pledge of and lien on the Pledged
Revenues; and
WHEREAS, City staff has previously solicited bids from qualified lending institutions to
provide a line of credit or term loan as the vehicle by which the 1999 Bonds are to be issued
and the 1999 Project is to be financed; and
WHEREAS, City staff has determined and the City Commission hereby concurs that
SunTrust Bank, South Florida, N.A., a national banking association with its designated office in
West Palm Beach, Florida (herein, the 'Bank") has provided the best overall bid to the City; and
WHEREAS, the City Commission hereby finds that in light of present market conditions,
the aforementioned bid provided by the Bank, the necessity for the funds in calendar year 1999,
and other factors described herein, it would be in the best interest of the City to sell the 1999
Bonds to the Bank on a negotiated basis pursuant to the terms and provisions of the Bond
Resolution, this Resolution and that certain Line of Credit Agreement dated as of December 1,
1999 (herein, the "Agreement") by and between the City and the Bank in substantially the form
attached hereto as Exhibit A; and
WHEREAS, the City does not expect to issue more than $10,000,000 of its tax-exempt
obligations in calendar year 1999, and based upon the advice of its Bond Counsel, the City
Commission shall designate the 1999 Bonds as "qualified tax-exempt obligations" within the
meaning of Section 265(b) of the Code.
NOW, THEREFORE, be it resolved by the City Commission of the City of Delray Beach,
Florida, as follows: ~
ARTICLE I
STATUTORY AUTHORITY; FINDINGS AND DEFINITIONS
SECTION 1.1 AUTHORITY FOR THIS RESOLUTION. This Resolution is adopted
pursuant to the provisions of the Charter of the City of Delray Beach, Florida, as amended and
supplemented, the Florida Constitution, Chapter 166, Florida Statutes, as amended and
supplemented, and other applicable provisions of law (collectively, the "Act") and the authority
provided for in the Bond Resolution.
SECTION 1.2. ~. It is hereby ascertained, determined and declared:
(a) That the City hereby authorizes that the 1999 Project be financed from all or a
part of the proceeds derived from the 1999 Bonds issued pursuant to this Resolution, together
with all incidental and necessary costs and expenses associated therewith, as more fully set
forth in Section 1.2(d) hereof.
(b) That it is necessary to acquire and implement the 1999 Project in order to
complete a td-city radio system between the City, Boca Raton and Boynton Beach and to link
the same with the Palm Beach County System and such interconnected system will be in the
best economic interest of the City.
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Resolution NO. 77-99
(c) That the 1999 Project will serve a valid municipal purpose.
(d) That the cost of the 1999 Project shall be deemed to include, but not be limited
to, the cost of acquisition, construction, improving, renovating and equipping all or a portion of
the 1999 Project, the cost of any real or personal property necessary therefor; administrative
expenses; design, engineering and legal expenses; the fees and expenses of Bond Counsel;
the fees and reasonable expenses of counsel for the Bank; expenses for estimates of costs;
expenses for plans, specifications and licenses; and such other expenses as may be necessary
or incidental to the 1999 Project and the issuance of the 1999 Bonds herein authorized.
(e) That the principal of and interest on the 1999 Bonds shall be secured solely by
the Pledged Revenues and payable from the Non-Ad Valorem Revenues including such
pledged revenues provided that the Owner of the 1999 Bonds shall have no lien on the Non-Ad
Valorem Revenues until deposited into the Debt Service Fund. The ad valorem taxing power of
the City will never be necessary or authorized to pay the principal of and interest on the 1999
Bonds, and the 1999 Bonds issued pursuant to this Resolution shall not constitute a lien upon
any other property whatsoever of or in the City.
(f) That the City, having previously solicited bids for the sale of the 1999 Bonds, has
determined that the best qualified bid for the 1999 Bonds was delivered by the Bank.
(9) That the negotiated sale of the 1999 Bonds to the Bank is in the best interest of
the City by reason of the nature of and schedule for the completion of the 1999 Project, the
aforementioned solicitation of bids and present market conditions.
(h) That the Agreement, in the form attached hereto as Exhibit A, is hereby
approved, with such omissions, insertions and variations as may be necessary and desirable,
as evidenced by the City's execution thereof and the Mayor (or in his absence, the Vice Mayor)
and City Clerk are hereby authorized to execute the same on behalf of the City.
(i) The City hereby designates the 1999 Bonds to be ~qualified tax-exempt
obligations" within the meaning of Section 265(b) of the Code.
(j) That pursuant to the provisions of the Bond Resolution and this Resolution, the
City may issue obligations secured by Pledged Revenues.
(I) That any capitalized term not otherwise defined herein, shall have the meaning
ascribed to such term in the Bond Resolution.
SECTION 1.3 D.~. That, in addition to terms defined elsewhere in this
Resolution, the following terms shall have the following meanings unless the context otherwise
clearly requires:
~Bond Counsel" shall mean Greenberg Traurig, P.A. or any other firm of nationally
recognized bond counsel selected by the City and acceptable to the Bank.
"Bond Resolution" shall mean Resolution No. 76-99, adopted by the City Commission on
December 14, 1999, as amended and supplemented.
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Resolution No. 77-99
"City" shall mean the City of Delray Beach, Florida, a municipal corporation in the
County of Palm Beach, State of Florida, and its successors and assigns.
"City Commission" shall mean the duly constituted governing body of the City.
"Code" shall mean the Internal Revenue Code of 1986, as amended, the applicable
Treasury Regulations promulgated thereunder and any administrative or judicial interpretations
of the same published in a form on which the City may rely as a matter of law.
"Interest Rate" shall mean the rate of interest on the 1999 Bonds which, when calculated
on an actual 360-day year basis consisting of 12 thirly-day months shall be equal to five and
one hundred ninety-six ten thousandth percent (5.0196%) per annum.
'Maturity Date" shall mean, with respect to the unpaid principal of and interest on the
1999 Bonds, June 1, 2015.
"1999 Bonds" shall mean the not to exceed $4,000,000.00 aggregate principal amount
of Revenue Bonds, Series 1999, authorized by the Bond Resolution and this Resolution.
"Owner," "Bondholder" or 'registered holder" or any similar term shall mean the Bank or,
subject to the provisions of Section 2.4 hereof, any successor registered holder of the 1999
Bonds; provided no Bondholder may be the registered owner of less than $1,000,000 in the
aggregate principal amount of the 1999 Bonds.
"Paying Agent" shall mean the City's Fi~,ance Department or, if the City Commission
shall so determine by subsequent proceeding, any bank or trust company and any successor
bank or trust company appointed by the City to act as Paying Agent hereunder.
"Payment Date" shall mean, with respect to interest on the 1999 Bonds, each June 1
and December 1, commencing June 1, 2000 and with respect to scheduled principal on the
1999 Bonds each June 1, commencing June 1, 2000, and on any date the principal of the 1999
Bonds is optionally prepaid in whole or in part, provided that if such date is not a Business Day,
the payment shall be made on the next succeeding Business Day for the period ending on the
day prior to such scheduled Payment Date.
'Pledged Revenues" shall mean (I) the Non-Ad Valorem Revenues deposited in the
Debt Service Fund created and established under the Bond Resolution, (ii) investment income
received from the investment of moneys in the Debt Service Fund and accounts established
thereunder, other than the escrow deposit trust fund established under a escrow deposit
agreement, and (iii) any other moneys deposited in the Debt Service Fund or received by the
Paying Agent in connection with the repayment of any Bonds.
"Registrar" shall mean the City's Finance Department or, if the City Commission shall so
determine by subsequent proceeding, any bank or trust company and any successor bank or
trust company appointed by the City to act as Registrar hereunder.
"Resolution" shall mean this Resolution as the same may from time to time be amended
and supplemented in accordance with the terms hereof.
Resolution No. 77-99
"Tax Certificate" shall mean the Arbitrage Certificate of the City executed on the date of
initial delivery of the 1999 Bonds.
Words importing singular number shall include the plural number and vice versa, as the
case may be, and words importing persons shall include firms and corporations.
SECTION 1.4 RESOLUTION AND BOND RESOLUTION CONSTITUTE
CONTRACT. In consideration of the acceptance of the 1999 Bonds authorized to be issued
hereunder by those who shall own the same from time to time, this Resolution and the Bond
Resolution shall be deemed to be and shall constitute a contract between the City and the
Bondholders and the covenants and agreements herein and therein set forth to be performed
by said City shall be for the benefit, protection and security of the Bondholders.
ARTICLE II
AUTHORIZATION, TERMS, EXECUTION AND REGISTRATION OF 1999 BONDS
SECTION 2.1 AUTHORIZATION OF 1999 BONDS. Subject and pursuant to the
provisions of this Resolution and the Bond Resolution, obligations of the City of Delray Beach,
Florida, to be known as "Revenue Bonds, Series 1999" are hereby authorized to be issued in
the aggregate principal amount of not exceeding Four Million Dollars ($4,000,000.00) for the
purpose of financing the costs of the 1999 Project.
SECTION 2.2 DESCRIPTION OF 1999 BONDS. Notwithstanding the form of
Bonds set forth in the Bond Resolution, the text of the 1999 Bonds shall be substantially in the
form attached hereto as Exhibit B with such omissions, insertions and variations as may be
necessary and desirable, as evidenced by the City's execution thereof.
The 1999 Bonds (initially issued in one (1) typewritten certificate) shall be dated the date
of initial issuance. The 1999 Bonds shall bear interest on the outstanding principal amount of
the 1999 Bonds from time to time at the Interest Rate and shall be payable on each Payment
Date, commencing June 1, 2000. Principal of the 1999 Bonds shall be payable on each June 1
.commencing June 1,2000, in the amounts set forth below, if $4,000,000.00 in 1999 Bonds are
issued. All unpaid principal of the 1999 Bonds and all accrued and unpaid interest on the 1999
Bonds shall be payable on the Maturity Date. The 1999 Bonds shall be issued in registered
form.
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Resolution NO. 77-99
June 1, 2000
June 1, 2001
June 1, 2002
June 1, 2003
June 1,2004
June 1, 2005
June 1, 2006
June 1, 2007
June 1, 2008
June 1, 2009
June 1,20~0
June 1, 2011
June 1, 2012
June 1,2013
June 1,2014
June 1,2015 (Maturity Date)
TOTAL
Amount
$ 180,000
175 000
185 000
190 000
200 000
210 000
220 000
240,000
250,000
265,000
275,000
290,000
305,000
320,000
340,000
~5.000
$4.000.000
Principal and interest on the 1999 Bonds shall be payable at the office of the Paying
Agent (the designated corporate trust office of the Paying Agent if the City's Finance
Department is not the Paying Agent). The 1999 Bonds shall be numbered in such manner as
may be prescribed by the Registrar.
The 1999 Bonds shall be payable, with respect to interest and principal, in any coin or
currency of the United States of America which at the time of payment is legal tender for the
payment of public and private debts.
Subject to the next succeeding paragraphs, the City may prepay the 1999 Bonds in
whole or in part, at any time or from time to time, without penalty or premium, by paying to the
registered holder all or part of the principal amount of the 1999 Bonds, together with the unpaid
interest accrued on the amount of principal so prepaid to the date of such prepayment. Each
prepayment shall be made on such date and in such principal amount as shall be specified by
the City in a written notice delivered to the registered owner not less than two (2) Business
Days prior thereto. If such prepayment shall be for only a portion of the unpaid principal
balance of the 1999 Bonds, the City shall provide in such written notice, which future
amortization installments shall be reduced as a result of such prepayment. Notice having been
given as aforesaid, the principal amount stated in such notice or the whole thereof, as the case
may be, shall become due and payable on the prepayment date stated in such notice; and the
amount of principal shall be paid (i) in case the entire unpaid balance of the principal of the
1999 Bonds is to be paid, upon presentation and surrender of the 1999 Bond or 1999 Bonds to
the office of the Paying Agent (the designated corporate trust office, if the Paying Agent is not
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Resolution No. 77-99
the City's Finance Department), and (ii) in case only part of the unpaid balance of principal of
the 1999 Bonds is to be paid, upon presentation of such 1999 Bond or 1999 Bonds at the office
of the Paying Agent (the designated corporate trust office, if the Paying Agent is not the City's
Finance Department) for notation thereon of the amount of principal then paid or for issuance of
a replacement 1999 Bond in the principal amount not redeemed. Partial prepayments shall be
credited against future annual sinking fund amounts as so designated by the City in writing to
the Bondholders. Notwithstanding the provisions of clause (ii) above, if all of the 1999 Bonds
are registered in the name of the Bank, a partial prepayment may be effected by payment to the
Bank of the principal, together with unpaid interest accrued thereon, without surrender of the
1999 Bonds. If, on the prepayment date, funds for the payment of the principal amount to be
prepaid, together with unpaid interest accrued thereon, shall not have been provided to the
Paying Agent, as above provided, the principal amount of the 1999 Bonds shall continue to be
outstanding and to bear interest until payment thereof at the Interest Rate.
In connection with any prepayment while the 1999 Bonds are owned by the Bank, the
City shall give the Bank not more than ten, and not less than five, Business Days' written notice
of any proposed prepayment specifying the prepayment date, the principal amount of the 1999
Bonds to be so prepaid, the installments of principal against which the prepayments shall be
credited and the person or persons authorized to notify the Bank of acceptance of the terms of
prepayment referred to in the next succeeding sentence. The Bank shall provide oral notice to
a person so specified by the City on the second Business Day prior to the proposed
prepayment date of the amount, if any, of the prepayment premium which shall be paid in
connection with such proposed prepayment, and if such person so elects, such election of
prepayment given by the City shall be irrevocable and the aggregate principal amount of the
1999 Bonds so specified in such notice, together with such accrued interest and any such
additional sum payable pursuant to the premibm provisions below shall become due and
payable on the specified prepayment date. The Bank may, but shall not be obligated to,
provide wdtten confirmation of receipt of such election to the City, but any failure of the Bank to
provide such confirmation shall not affect the obligation of the City to make such prepayment on
the agreed terms.
While the 1999 Bonds are owned by the Bank, in the event that the City shall make any
.optional prepayment as described above, then the City will pay to the Bank, if a positive
number, a prepayment premium equal to the amount determined by the Bank to be the amount
equal to (X) the present value as of the prepayment date of the payments of principal and
interest that would have been received with respect to the portion of the 1999 Bonds being
prepaid using a discount rate as of the prepayment date minus (Y) the present value as of the
prepayment date of the payments of principal and interest that would have been received with
respect to the portion of the 1999 Bonds being prepaid using a discount rate as of the date of
original issuance of the 1999 Bonds, with such discount rate in each case being the fixed rate
based on quotations obtained by the Bank in its discretion from one or more dealers or other
counterparties in the interest rate swap market for an interest rate swap (I) with payment dates
coincident (or approximately so) with the Payment Dates hereunder after the date of such
occurrence, (ii) with a notional amount equal to the principal amount of the 1999 Bonds
scheduled to be outstanding after such date (taking into account the amortization hereof), and
(iii) pursuant to which such dealer or other counterparty is the fixed rate payor and the Bank is
the floating rate payor at the 30-day London Interbank Offered Rate.
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Resolution NO. 77-99
The City understands that the Bank may enter into an interest rate swap agreement in
order to preserve the yield anticipated to be earned by the Bank in connection with the 1999
Bonds, although it shall not have any obligation to do so and the obligations of the parties to
pay the amounts required under the preceding paragraph shall not be affected thereby. The
parties agree that the amount payable under the preceding paragraph is a reasonable pre-
estimate of loss and not a penalty. Such amounts are payable for the loss of bargain and
payment of such amounts shall not in any way reduce, affect or impair any other obligations of
the City under the 1999 Bonds or this Resolution.
SECTION 2.3 EXECUTION OF THE 1999 BONDS. The 1999 Bonds shall be
executed in the name of the City by the signature of the Mayor or Vice Mayor of the City and its
official seal shall be affixed thereto or imprinted or reproduced thereon and attested by the City
Clerk. The signatures of the Mayor or Vice Mayor of the City and City Clerk on the 1999 Bonds
may be manual or facsimile signatures. In case any one or more of the officers who shall have
signed or sealed the 1999 Bonds shall cease to be such officer of the City before the 1999
Bonds so signed and sealed shall have been actually sold and delivered, such 1999 Bonds may
nevertheless be sold and delivered as herein provided and may be issued as if the person who
signed or sealed such 1999 Bonds had not ceased to hold such office. The 1999 Bonds may
be signed and sealed on behalf of the City by such person who at the actual time of the
execution of the 1999 Bonds shall hold the proper office, although at the date the 1999 Bonds
shall be actually delivered such person may not have held such office or may not have been so
authorized.
The 1999 Bonds shall bear thereon a certificate of authentication, in the form set forth
on Exhibit B attached hereto, executed manually by the Registrar (when the City's Finance
Department shall act as Registrar, the certificate of authentication shall be manually executed
by the City's Finance Director). Only the 1999 Bonds as shall bear thereon such certificate of
authentication shall be entitled to any right or benefit under this Resolution and no 1999 Bonds
shall be valid or obligatory for any purpose until such certificate of authentication shall have
been duly executed by the Registrar. The certificate of authentication of the Registrar upon the
1999 Bonds executed on behalf of the City shall be conclusive evidence that the 1999 Bonds so
authenticated have been duly authenticated and delivered under this Resolution and that the
.Owner thereof is entitled to the benefits of this Resolution.
SECTION2.4 NEGOTIABILITY. REGISTRATION ,A. ND CANCELLATION. The
Registrar shall keep books for the registration of the 1999 Bonds and for the registration of
transfers of the 1999 Bonds. The 1999 Bonds shall be transferable at the option of the
registered Owner thereof to an institutional holder, but subject to the prior written approval of
the City's Director of Finance (which shall not be unreasonably withheld if the intended
transferee provides a suitability letter addressed to the City as to the sophistication of the
investor) unless such institutional holder is a bank or trust company, or unless such institutional
holder, which is not a bank or trust company, certifies in wdting to the City prior to the transfer
that it is an accredited investor within the meaning of Rule 501 of the Securities Act of 1933, as
amended and supplemented, in which case such approval shall not be required, and upon
surrender thereof at the office of the Registrar (the designated corporate trust office of the
Registrar if the City's Finance Department is not the Registrar) with a written instrument of
transfer satisfactory to the Registrar duly executed by the registered Owner or his duly
authorized attorney. Upon the transfer of such 1999 Bond, the City shall issue in the name of
the transferee a new 1999 Bond.
Resolution No. 77-99
The City, the Paying Agent and the Registrar shall deem and treat the person in whose
name the 1999 Bonds shall be registered upon the books kept by the Registrar as the absolute
Owner of such 1999 Bonds, whether such 1999 Bonds shall be overdue or not, for the purpose
of receiving payment of, or on account of, the principal of and interest on such 1999 Bonds as
the same become due and for all other purposes. All such payments so made to any such
Owner or upon his/her order shall be valid and effectual to satisfy and discharge the liability
upon such 1999 Bonds to the extent of the sum or sums so paid, and neither the City, the
Paying Agent nor the Registrar shall be affected by any notice to the contrary.
In all cases in which the privilege of transferring the 1999 Bonds is exercised, the City
shall execute and the Registrar shall authenticate and deliver the 1999 Bonds in accordance
with the provisions of this Resolution. The 1999 Bonds surrendered in any such transfers shall
forthwith be delivered to the Registrar and canceled by the Registrar in the manner provided in
this Section. The City or the Registrar (if not the City's Finance Department) may require the
payment of a sum sufficient to pay any tax, fee or other governmental charges required to be
paid with respect to such transfer.
The 1999 Bonds paid or redeemed, in whole, either at or before maturity, shall be
delivered to the Registrar when the payment or redemption is made, and such 1999 Bonds
shall thereupon be promptly canceled. The 1999 Bonds so canceled may at any time be
destroyed by the Registrar, who shall execute a certificate of destruction in duplicate by the
signature of one of its authorized officers describing the 1999 Bonds, and one executed
certificate shall be filed with the City and the other executed certificate shall be retained by the
Registrar (if not the City's Finance Department).
SECTION 2.5 MUTILATED. DESTROYED. STOLEN OR LOST t999 Bonds, In
case any 1999 Bond shall become mutilated, destroyed, stolen or lost, the City shall execute
and the Registrar shall authenticate and deliver a new 1999 Bond of like date, matudty and
denomination as the 1999 Bond so mutilated, destroyed, stolen or lost; provided that, in the
case of any mutilated 1999 Bond, such mutilated 1999 Bond shall first be surrendered to the
City and, in the case of any lost, stolen or destroyed 1999 Bond, there shall first be furnished to
the City and the Registrar (if not the City's Finance Department) evidence of such loss, theft, or
destruction satisfactory to the City and the Registrar, together with indemnity satisfactory to
them. In the event the 1999 Bonds shall be about to mature or have matured, instead of
issuing a duplicate 1999 Bond, the City may pay the same without surrender thereof. The City
and the Registrar (if not the City's Finance Department) may charge the Owner of such 1999
Bond their reasonable fees and expenses in connection with this transaction. Any 1999 Bonds
surrendered for replacement shall be canceled in the same manner as provided in Section 2.4
hereof.
Any such duplicate 1999 Bond issued pursuant to this Section shall constitute additional
contractual obligations on the part of the City, whether or not the lost, stolen or destroyed 1999
Bond be at any time found by anyone, and such duplicate 1999 Bonds shall be entitled to equal
proportionate benefits and rights as to lien on the source and security for payment from
Pledged Revenues with the 1999 Bond issued hereunder.
SECTION 2.6 CONDITIONS FOR ISSUANCE OF THE 1999 BONDS. Prior to the
issuance of the 1999 Bonds, the City shall comply with the following conditions:
Resolution No. 77-99
(a) Deliver to the Bank a fully executed Tax Certificate; and
(b) Deliver to the Bank a copy of a completed and executed Form 8038-G to be filed
by the City with the Internal Revenue Service; and
(c) Deliver to the Bank an opinion of Bond Counsel, satisfactory to the Bank,
regarding the due authorization, execution, delivery, validity and enforceability of the 1999
Bonds and the due adoption of this Resolution (enforceability of such instruments may be
subject to standard bankruptcy exceptions and the like) and the exclusion of interest on the
1999 Bonds from gross income for federal income tax purposes, that the 1999 Bonds are not
specified "private activity bonds" within the meaning of Section 57(a)(5) of the Code and,
therefore, the interest on the 1999 Bonds will not be treated as a preference item for purposes
of computing the alternative minimum tax imposed by Section 55 of the Code (however, a
portion of the interest on the 1999 Bonds owned by corporations may be subject to the federal
alternative minimum tax which is based in part on adjusted current earnings). Such opinion
shall also state that the 1999 Bonds are "qualified tax-exempt obligations" within the meaning of
Section 265(b) of the Code; and
(d) Deliver to the Bank an opinion of the City Attorney, satisfactory to the Bank,
regarding the due authorization, execution, delivery, validity and enforceability of the 1999
Bonds, the Agreement and the due adoption of this Resolution and the Bond Resolution
(enforceability may be subject to standard bankruptcy exceptions and the like); and
(e) Deliver to the Bank one or more certificates of the City in form satisfactory to the
Bank certifying, among other things, that the City is in compliance with the term of the Bond
Resolution.
To the extent that the City does not issue all of the $4,000,000.00 in principal amount of
1999 Bonds at the time of initial issuance, the City shall provide wdtten notice to the Bank
(signed by the City Manager, Finance Director or Treasurer of the City) of the City's intention to
draw additional amounts under the Agreement at least two (2) Business Days pdor to the date
the City intends to receive the funds. Such notice shall confirm that the City is in compliance
With terms and provisions of this Resolution and the Bond Resolution. Such additional amounts
drawn under the Agreement shall constitute additional principal amount of 1999 Bonds without
any further action required.
SECTION 2.7 INCORPORATION OF TERMS OF BOND RESOLUTION:
~ Unless othe~vise provided in this Resolution, the terms and provisions of the
Bond Resolution applicable to the 1999 Bonds are incorporated herein by reference and such
terms shall have the same effect as if expressly stated herein. Notwithstanding the foregoing,
the Bank hereby consents to the issuance of one or more additional series of Bonds by the City
in an initial principal amount of not exceeding $11,000,000.00 (amortized over a period of not
less than ten (10) years) without the necessity for the City to comply with Section 4.E of Article
III of the Bond Resolution.
Resolution No. 77-99
ARTICLE III
COVENANTS, FUNDS AND APPLICATION THEREOF
SECTION 3.1 1999 BONDS NOT TO BE INDEBTEDNESS OF THE CITY. The
1999 Bonds shall not be or constitute an indebtedness of the City within the meaning of any
constitutional, statutory or other limitation of indebtedness, but shall be secured solely by the
Pledged Revenues and payable from Non-Ad Valorem Revenues includin9 the PIodged
Revenues. No Bondholder shall ever have the right to compel the exercise of the ad valorem
taxing power of the City, or taxation in any form of any real property therein, to pay said 1999
Bonds or the interest thereon. The pledge of the Pledged Revenues will not constitute a lien
upon any property of the City including any Non-Ad Valorem Revenues which have not been
deposited into the Debt Service Fund.
SECTION 3.2 ~. The lien of the 1999 Bonds on the Pledged Revenues
shall be on parity with any of the Bonds issued pursuant to the requirements of the Bond
Resolution except as such requirements have been made not applicable by the last sentence of
Section 2.7 hereof.
SECTION 3.3 1999 BONDS SECURED BY PLEDGE OF PLEDGED REVENUES.
From and after the issuance of any of the 1999 Bonds, and continuing until the payment of all
1999 Bonds as to principal and interest, the Pledged Revenues shall continue to be pledged for
the prompt payment of principal of and interest on said 1999 Bonds.
SECTION 3.4 COVENANTS OF THE CITY. As long as any of the principal of or
interest on any of the 1999 Bonds shall be out.standing and unpaid, or until there shall have
been set apart in the Debt Service Fund in accordance with Section 4.H of Article III of the Bond
Resolution a sum sufficient to pay, when due, the entire principal of the 1999 Bonds remaining
unpaid, together with interest accrued and to accrue thereon, the City covenants with the
Bondholders as follows:
(a) Tax Covenants Relating to the Internal Revenue Code of 1986, as amended.
(1) In order to maintain the exclusion from gross income for purposes of
federal income taxation of interest on the 1999 Bonds, the City covenants to comply with each
requirement of the Code. In furtherance of the covenant contained in the preceding sentence,
the City agrees to continually comply with the provisions of the Tax Certificate, as such
certificate may be amended from time to time, as a source of guidance for achieving
compliance with the Code.
(2) The City covenants and agrees with the Bondholders that the City shall
not take any action or omit to take any action, which action or omission, if reasonably expected
on the date of initial issuance and delivery of the 1999 Bonds, would cause any of the 1999
Bonds to be 'private activity bonds" or 'arbitrage bonds" within the meaning of Sections 141(a)
and 148(a), respectively, of the Code.
(3) The City shall make any and all payments required to be made to the
United States Department of the Treasury in connection with the 1999 Bonds pursuant to
Section 148(f) of the Code.
Resolution No. 77-99
(4) Notwithstanding any other provision of this Resolution to the contrary, so
long as necessary in order to maintain the exclusion from gross income for purposes of federal
income taxation of interest on the 1999 Bonds, the covenants contained in this Section shall
survive the payment of the 1999 Bonds and the interest thereon, including any payment or
discharge thereof pursuant to Section 4.H of the Bond Resolution.
(b) Debt Service Fund. The Debt Service Fund created and established under the
Bond Resolution shall constitute a trust fund for the benefit of the Bondholder and shall be held
by the City and shall be kept separate and distinct from all other funds of the City, and shall be
used only for the purpose and in the manner provided in this Resolution. Notwithstanding the
provisions of the next preceding sentence, the City may deposit the Pledged Revenues in a
single bank account for the City, provided that adequate accounting procedures are maintained
to reflect and control the restricted allocations of the funds on deposit therein for the various
purposes of such funds. The designation and establishment of the Debt Service Fund in and by
the Bond Resolution shall not be construed to require the establishment of any completely
independent self-balancing fund, as such term is commonly defined and used in governmental
accounting, but rather is intended solely to constitute an allocation of certain revenues of the
City for certain purposes and to establish certain priorities for application of such revenues as
provided herein.
Any excess amounts remaining in the Debt Service Fund after payment has been made
on the 1999 Bonds on any Payment Date, may be withdrawn and deposited at the direction of
the City to be used for any lawful municipal purpose.
Moneys on deposit in the Debt Service F.und may be invested in Permitted Investments
as authorized pursuant to the Bond Resolution; provided such investments mature not later
than the next succeeding Payment Date. Subject to the terms and provisions of the Code, all
income and earnings received from the investment and reinvestment of the moneys on deposit
in the Debt Service Fund shall remain on deposit in the Debt Service Fund and be used in the
same manner as other moneys on deposit therein.
(c) Non-Ad Valorem Revenues. The City will not repeal, amend or modify any
~esolution or ordinance or take any action within its power to take relating to the imposition and
collection of Non-Ad Valorem Revenues in any manner so as to impair or adversely affect in
any manner the availability of such Non- Ad Valorem Revenues to pay debt service on the 1999
Bonds as provided herein.
(d) Budget and Other Financial Information. The City shall demonstrate in each
annual budget that there are sufficient Non-Ad Valorem Revenues to pay the principal of and
interest on the 1999 Bonds coming due in such Fiscal Year and to meet the City's other
obligations hereunder and under the Bond Resolution. The City shall, upon the request of the
Bank, provide the Bank with a copy of its annual budget within thirty (30) days of adoption, a
copy of its Comprehensive Annual Financial Report, when available and, upon the request of
the Bank, such other financial information regarding the City as the Bank may reasonably
request.
(e) The City shall comply with the terms of the Bond Resolution.
Resolution No. 77-99
SECTION 3.5 REMEDIES OF BONDHOLDER. Subject to the provisions of Section
4 of the Agreement and the equal rights of any registered owner of Bonds issued pursuant to
the provisions of the Bond Resolution, should the City default in any obligation created by this
Resolution, the Bondholders may, in addition to any remedy set forth in this Resolution. either
at law or in equity, by suit, action, mandamus or other proceeding in any court of competent
jurisdiction, protect and enforce any and ail fights under the laws of the State of Florida, or
granted and contained in this Resolution, and may enforce and compel the performance of all
duties required by this Resolution, or by any applicable statutes to be performed by the City or
by any officer thereof. The City hereby agrees with the Bondholders that the filing of any
bankruptcy or insolvency under any federal or state law by or against the City which is not
dismissed with prejudice within thirty (30) days of such filing shall give the Bondholders the right
to exercise any of the remedies provided to them under this Section 3.5, and Section 4.G of
Article III of the Bond Resolution. Notwithstanding anything in this Section 3.5 to the contrary
the Bondholders' right to exercise any remedy permitted hereunder shall be consistent with the
rights afforded all registered owners of Bonds issued pursuant to the provisions of the Bond
Resolution.
SECTION 3.6 APPLICATION OF '1999 BONDS PROCEEDS. The proceeds of the
1999 Bonds shall be used to finance the costs of the 1999 Project. The City may replace ali or
a portion of the 1999 ProJect for any other capital project permitted under the Act; provided that
Bond Counsel shall first deliver to the City and the Bank an opinion to the effect that such
substitution will not adversely affect the exclusion of interest on the 1999 Bonds from gross
income for federal income tax purposes and the Bank consents to such substitution.
ARTICLE IV
MISCELLANEOUS PROVISIONS
SECTION 4.1 MODIFICATION OR AMENDMENT. No modification or amendment
of this Resolution or of any resolution amendatory thereof or supplemental thereto, may be
made without the consent in writing of all of the Bondholders.
SECTION 4.2 ,~,DDITIONAL AUTHORIZATION. The Mayor, the Vice-Mayor, the
City Manager, the Finance Director, the Treasurer and any other proper official of the City, be
and each of them is hereby authorized and directed to execute and deliver any and all
documents and instruments and to do and cause to be done any and all acts and things
necessary or proper for carrying out the transactions contemplated by this Resolution.
SECTION 4.3 SEVERABILITY OF INVALID PROVISIONS. 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, then
such covenants, agreements or provisions shall be null and void and shall be deemed separate
from the remaining covenants, agreements or provisions, and shall in no way affect the validity
of any of the other provisions of this Resolution or of the 1999 Bonds issued hereunder.
SECTION 4.4 REPEALER. All resolutions and orders, or parts thereof, in conflict
herewith are, to the extent of such conflict, hereby repealed, and this Resolution shall take
effect upon its passage in the manner provided by law. In the event of a conflict between the
Resolution No. 77-99
provisions of this Resolution and the Bond Resolution, the provisions of this Resolution shall
control.
SECTION 4.5
upon its adoption,
This Resolution shall be effective immediately
PASSED AND ADOPTED IN regular session on this 14~' day of December, 1999.
ATTEST:
~ity Clerk ~' /
The foregoing resolution and the form of
1999 Bond therein contained are hereby
approved by me as to form, language and
exe(~"this 14~ day of December. 1999.
City Attorney ~
THE CITY OF DELRAY BEACH, FLORIDA
WPBISANFORDS/*245887159q7041.DOCI12114i99116787.010~DO 14
Resolution No. 77-99
EXHIBIT A
LINE OF CREDIT AGREEMENT
Dated as of December 1, 1999
WHEREAS, SunTrust, South Florida, N.A. (the 'Bank"), has offered to make a closed-
end line of credit (the "Line of Credit') available to the City of Delray Beach, Florida (the 'City"),
in the principal amount of not exceeding $4,000,000.00 under which the City may, from time to
time, make drawings; and
WHEREAS, the City of Commission of the City of Delray Beach, Florida on December
14, 1999, adopted Resolution No. 76-99 and 77-99 (collectively, the '1999 Bond Resolution")
authorizing the issuance of not exceeding in aggregate principal amount of City of Delray
Beach, Florida Revenue Bonds, Series 1999 (the '1999 Bonds") which 1999 Bonds shall
represent the City's obligation to reimburse the Bank for drawings made under the Line of
Credit; and
WHEREAS, the City and the Bank find it necessary to enter into this Agreement, to
acknowledge the terms and provisions of the 1999 Bond Resolution adopted by the City and
the extension of the Line of Credit by the Bank.
NOW THEREFORE, the City and the Bank hereby agree as follows:
1. That the Bank shall make immediately available to the City, pursuant to the
terms and provisions of the 1999 Bond Resolution, the Line of Credit in an aggregate principal
amount of not exceeding $4,000,000.00, which shall be available to the City in one drawing
prior to January 1, 2000.
2. That the Line of Credit shall expire on January 31, 2000. The outstanding
.principal amount of the drawing with interest thereon, shall become due and payable in
accordance with the terms and provisions of the 1999 Bond Resolution.
3. That the Bank hereby accepts the terms and conditions set forth in the 1999
Bond Resolution applicable to the Line of Credit.
4. The City and the Bank, for mutual consideration, each acknowledged to be
received by the other party hereto, mutually and willingly waive the dght to a trial by a jury in
connection with any and all claims by any party hereto against the other arising from or in
connection with the transactions contemplated by this Agreement or the 1999 Bond Resolution.
WPBJ~ANFORDS/24~-~87/59clTO4J'DOC/12/I4J99/16787'010000 A-1 Resolution No. 77-99
5. The Bank represents to the City that it is not purchasing the 1999 Bonds with a
view to distributing the 1999 Bonds; provided, however, that the Bank, in its sole discretion,
shall be permitted to assign or participate all or a portion of the 1999 Bonds to any other
financial institution or accredited investor (subject to the requirements of Section 2.4 of
Resolution No. 77-99).
SUNTRUST BANK, SOUTH FLORIDA, N.A.
(SEAL)
By:
Title:.
Date: December ,1999
CITY OF DELRAY BEACH, FLORIDA
Attest
By:
Title:
Dated: December ,1999
City Clerk
WPB/SANFORD$/245887/59qTI)aI.DOC/t2/14/99/16787.010~DD A-2 Resolution No. 77-99
No. R-_
EXHIBIT B
FORM OF 1999 BOND
UNITED STATES OF AMERICA
STATE OF FLORIDA
CITY OF DELRAY BEACH, FLORIDA
REVENUE BOND, SERIES 1999
% June 1, 2015 December ,1999
REGISTERED OWNER:-:----- [NAME OF BANK]
PRINCIPAL AMOUNT: .... ----FOUR MILLION DOLLARS ($4,000,000)
KNOW ALL MEN BY THESE PRESENTS, that the City of Delray Beach (the "City') in
Palm Beach County, Florida, for value received, hereby promises to pay from the sources
herein mentioned, to the Registered Owner specified above or registered assigns on the
Maturity Date specified above or earlier upon m;~ndatory prepayment as provided below, upon
the presentation and surrender hereof at the city's Finance Department or (if so determined by
the City) the designated trust office of the bank or trust company appointed by the City to act as
paying agent (said City's Finance Department or such bank or trust company and any bank or
trust company becoming successor paying agent being herein called the "Paying Agent'), the
Principal Amount stated above with interest thereon at the Interest Rate specified above in the
manner provided in the Bond Resolution) calculated on the basis of a 360-day year of twelve
(12) thirty-day months, on each Payment Date in the manner specified in the within described
Resolution to the registered owner. The Principal Amount and accrued interest thereon is
payable in any coin or currency of the United States of America, which, on the date of payment
thereof, shall be legal tender for the payment of public and private debts.
This Bond is authorized to be issued in a principal amount of $4,000,000.00 under the
authority of and in full compliance with the Constitution and statutes of the State of Florida,
including, particularly, Chapter 166, Florida Statutes, as amended and supplemented, the
Charter of the City of Delray Beach, Florida, as amended and supplemented, and other
applicable provisions of law (the "Act"), and Resolution Nos. 76-99 and 77-99, both duly
adopted on December 14, 1999 (collectively, the "Bond Resolution"), as such resolutions may
be further amended and supplemented from time to time, and is subject to ali terms and
conditions of said resolution. Any term used in this Bond and not otherwise defined, shall have
the meaning ascribed to such term in the Bond Resolution.
WPSISANFORDSJ245887/$9QTO4LDOCJt2/14199/16787.01(~ B-1 Resolution No. 77-99
It is hereby certified and recited that all acts, conditions and things required to exist, to
happen, and to be performed, precedent to and in the issuance of this Bond exist, have
happened and have been performed in regular and due form and time as required by the Laws
and Constitution of the State of Florida and the Charter of the City applicable thereto, and that
the issuance of this Bond, is in full compliance with all constitutional or statutory limitations or
provisions.
This Bond shall not be valid or become obligatory for any purpose or be entitled to any
security or benefit under the Bond Resolution until the certificate of authentication hereon shall
have been signed by an authorized officer of the Registrar.
This Bond shall bear interest at the Interest Rate stated above.
Interest shall be payable on June 1, 2000, and each December 1 and June 1 thereafter
and principal on the Bonds shall be payable each June 1 commencing June 1, 2000 in the
amounts set forth below as such amounts may be adjusted as provided in the Bond Resolution
until the outstanding principal of the Bonds have been paid; provided that if such date is not a
Business Day, the payment shall be made on the next succeeding Business Day (each a
"Payment Date"). The principal of and interest on the Bonds shall be secured solely by the
Pledged Revenues (as defined in the Bond Resolution), and payable from the Non-Ad Valorem
Revenues (as such term is defined in the Bond Resolution) including the Pledged Revenues, all
in the mannerprovidedinthe Bond Resolution.
June 1,2000
June 1, 2001
June 1, 2002
June 1
June 1
June 1
June 1
June 1
June 1
June 1
June 1.
June 1
June 1
June 1
June 1
2OO3
2004
2005
2006
2007
2008
2009
2010
2011
2012
2013
2014
June 1, 2015 (Maturity Date)
$ 180,000
175,000
185,000
190,000
200,000
210,000
220,000
240,000
250,000
265,000
275,000
290,000
305,000
320,000
340,000
355.000
TOTAL $4.000.000
Subject to the terms and provisions of the Section 2.2 of Resolution No. 77-99 of the
City, if this Bond is owned by the Bank, the City may prepay this Bond in whole or in part, at any
time or from time to time, without penalty or premium, by paying to the registered holder all or
WPB/~^NFORO$/2458~7/$gq7041.DOC/12/]4/~5¥16787.0~O000 B-2 Resolution No. 77-99
part of the principal amount of this Bond, together with the unpaid interest accrued on the
amount of principal so prepaid to the date of such prepayment. Each prepayment shall be
made on such date and in such principal amount as shall be specified by the City in a written
notice delivered to the registered owner not less than two (2) Business Days prior thereto.
Notice having been given as aforesaid, the principal amount stated in such notice or the whole
thereof, as the case may be, shall become due and payable on the prepayment date stated in
such notice; and the amount of principal shall be paid (i) in case the entire unpaid balance of
the principal of this Bond is to be paid, upon presentation and surrender of the Bond to the
office of the Paying Agent (designated corporate trust office, if the Paying Agent is not the City's
Finance Department), and (ii) in case only part of the unpaid balance of principal of this Bond is
to be paid, upon presentation of such Bond at the office of the Paying Agent (designated
corporate trust office, if the Paying Agent is not the City's Finance Department) for notation
thereon of the amount of principal then paid or for issuance of a replacement Bond in the
principal amount not redeemed. Partial prepayments shall be credited against future annual
sinking fund amounts as so designated by the City in writing to the owner of this Bond.
Notwithstanding the provisions of clause (ii) above, if all of the Bonds ara registered in the
name of the Bank, a partial prepayment may be effected by payment to the Bank of the
principal amount to be redeemed without surrender of this Bond. If, on the prepayment date,
funds for the payment of the principal amount to be prepaid, together with unpaid interest
accrued thereon, shall not have been provided to the Paying Agent, as above provided, the
principal amount of this Bond shall continue to be outstanding and to bear interest until payment
thereof at the Interest Rate provided for herein.
This Bond shall not be and shall not constitute an indebtedness of the City within the
meaning of any constitutional, statutory, charter or other limitations of indebtedness but shall be
secured solely by the Pledged Revenues and payable from the Non-Ad Valorem Revenues
which includes the Pledged Revenues. No Holder of this Bond shall ever have the right to
compel the exercise of ad valoram taxing power of the City, or taxation in any form of any real
property therein to pay the Bond or the interest thereon. No holder shall have a lien on any
Non-Ad Valorem Revenues until deposited into the Debt Service Fund created and established
under the Bond Resolution.
The terms and provisions of the Bond Resolution are incorporated in this Bond as
.though such terms and provisions have been set out in full herein.
iN WITNESS WHEREOF, the City of Delray Beach, Fiodda, has caused this Bond to be
signed by its Mayor, either manually or with his facsimile signature, and the seal of the City
Commission of the City of Delray Beach, Florida, to be affixed hereto or imprinted or
reproduced hereon, and attested by the Clerk of the City, either manually or with her facsimile
signature, and this Bond to be dated the Dated Date set forth above.
(SEAL)
CITY OF DELRAY BEACH, FLORIDA
ATTEST:
By:
Clerk of the City of Delray Beach, Florida
By:
Mayor
WPB/$ANFORDS/'245887159Ci?O4!.DOCi12/14/99/16787.010J~D B-3 Resolution No. 77-99
FORM OF CERTIFICATE OF AUTHENTICATION
Date of Authentication: December__, 1999
This Bond is the Bond delivered pursuant to the within mentioned Resolution.
CITY OF DELRAY BEACH
Finance Department, as Registrar
By:
Authorized Officer
WPB/SANFORDS/245887J59qTO41.DOCII2114J99i16787,01(X~ B-4 Resolution No. 77-99
ASSIGNMENT
FOR VALUE RECEIVED the undersigned sells, assigns and transfers unto
(please print or typewrite name, address and tax identification number of assignee)
the within Bond and all rights thereunder, and hereby irrevocably constitutes and appoints
, Attorney to transfer the within Bond on the books
kept for registration thereof, with full power of substitution in the premises.
Dated:
Signature Guaranteed:
In the presence of:
NOTICE: The signature to this assignment must
correspond with the name as written upon the face
of the within Bond in every particular, without
alteration or enlargement, or any change whatever.
WPB,~ANFOEDSJ245~8?/59qTO4!.DOC/12/I4/99/16?BT.01(3(~0 B-5 Resolution No. 77-99
EXHIBIT C
1999 Project
(1) 800 MHz digital radio system consisting of a backbone system as well as subscriber
units. The backbone radio system contains the 800 MHz infrastructure, console control
electronics, dispatch consoles and related furniture. The subscriber units include portables,
mobiles, control stations, consoles and console electronics.
(2) Engineering, design, labor, contingency and costs of issuing 1999 Bonds.
WPBJSANFORDSJ245~8?/59qXO41.D~/12/14J99/I6787.OI[~ C'1 Resolution NO. 77-99
MEMORANDUM
From:
Subject:
City Commission
David T. Harden, City Managerial'//
Proposed $4,000,000 Revenue Note (Communication Equipment)
Resolution No. R 76-99 and Resolution No. R 77-99
Date: December 9, 1999
Resolution Number 76-99 authorizes the issuance of Revenue Bonds from time to time. This
resolution is the basis for future bond issues and bank notes that will use a covenant to budget
and appropriate funding for any debt service due and payable. It sets forth the requirements with
respect to terms, payment and disclosure. The security for future financings is a lien on available
non-advalorem revenues.
Resolution Number 77-99 authorizes the City to execute a Note Agreement with SunTrust in the
amount of $4,000,000 at a rate of 5.0196% for an approximate 15 year term. The note will be
issued for the purpose of financing the cost of consultation, design, engineering, construction and
equipping of an 800 MHz digital radio system (the "Radio System"). The Finance Department has
provided an analysis of bids received and a recommendation to approve the agreement with
SunTrust at the lowest bidding rate. The agreement will allow for prepayment at any time without
penalty if rates are higher at the time of prepayment and a penalty if rates are lower. The penalty
equates to bringing the Bank up to its quoted rate. The agreement will protect the City against
rate changes caused by amendments to the tax laws.
I concur with their recommendation.
c: R.S. O'Connor, Treasurer
MEMORANDUM
To:
From:
Subject:
Date:
David T. Harden, City Manager
Joseph M. S~ector of Finance
V
Proposed $4,000,000 Revenue Note (Communication Equipment)
December 9, 1999
Background
On December 8, 1999, the City Finance Department received bids for the above referenced
financing (the "Note") for the purpose of funding the cost of consultation, design, engineering,
construction, and equipping of an 800 MHz digital radio system (the "Radio System"). The terms
and specifics of the request for bid are as follows:
Term
The term of the Note will be approximately 15 years.
Security
The Note will be secured by a pledge to budget and appropriate on an annual basis the amount of
debt service due and payable. The request for proposal is subject to the acknowledgement that
the City reserves the right to issue an additional $11,000,000 without Bank appreval.
Prepayment Provisions/Gross-up Provisions
The City asked the banks to bid with and without a "prepayment penalty" as well as with and
without a "gross-up provision". The "prepayment penalty" is a fee charged or a premium paid by
the City in the event the City chooses to prepay the note. The penalty described by the bidding
banks is based upon a formula that basically protects the banks from any loss due to a decrease
in the interest rate at the time of prepayment. If the rates are higher at the time of prepayment
there would be no prepayment penalty. A "gross-up provision" is a protection for the bank that, in
the event of a change in the tax law, the bank would be allowed to increase the rate of the
financing to the bank's effective yield.
Bid Resoonses
The City received fixed rate responses from First Union, NationsBank, SkyLake State Bank, and
SunTrust. (See Attachment A) We asked for rates without penalty and no gross-up language
(Option 1), without penalty but with gross-up language (Option 2), with penalty without gross-up
language (Option 3), and with penalty with gross-up language (Option 4). We applied the fixed
interest rate quotes to the proposed principal payment schedule to compute a total principal and
interest cost then added in any legal or out of pocket expenses to be charged by the bank to
determine the total cost to the City. (See Attachment B)
Recommendation
We recommend (Option 3) the fixed rate financing option with the "penalty" language and without
the "gross up" language offered by SunTrust. This option offers the lowest rate offered by the
bidding banks at a rate of 5.0196%. It allows for prepayment at any time without penalty if rates
are higher than 5.0196% at the time of prepayment and with a penalty if rates are lower. The
penalty would equate to the difference between the lower rate and the rate on the note. The bid
also protects the City against rate changes contingent upon amendments to the tax laws.
It should be noted that the cost of prepayment without penalty is approximately $24,000.
However, it is not likely that rates will be going down in the near future,
Steve Sanford, the City's Bond Counsel, is working on two resolutions with respect to authorizing
the issuance of the Note Agreement. These will come under a separate cover.
c: R.S. O'Connor, Treasurer
Agenda Item No.:
AGENDA REQUEST
Date:
December 9, 1999
Request to be placed on:
¥ Regular Agenda
Special Agenda
__ Workshop Agenda
When: December 9, 1999
Description of agenda item (who, what, where, how much):
1.~ADDrove Resolution #76-99 approvinK a master resolution fmr future revenue bonds
rmq~rtng , envmnmnt tn pledgm and approprlate annually any debt!service due and
~5atfi~-tB~-80U M:H~~~aiS-~yg~e~7 ..........................
ORDINA/~CE/ I~ESOLUTION REQUIILED: ~ES/NO Draft Attached: YES/NO
Rec ommenda t ioh:
Aoorove the above.
Department Head Signature~
Determination of Consistency
City Attorney Review/ Recommendation (if applicable):
Budget Director. Review (required
of funds):
Funding available: YES/ NO
Funding alternatives:
Account No.'& Description:
Account Balance:
on all items involving expenditure
(if applicable)
City Manager Review:
Approved for agenda:
Hold Until:
Agenda Coordinator Review:
~/ NO ~
Received:
Action: Approved/Disapproved