Res 22-87 RESOLUTION NO. 22-87
A RESOLUTION OF TRE CITY COUNCIL OF TIlE CITY OF DRLRAY
BRACII, FLORIDA, AUTRORIZING TEE NEGOTIATED SALE OF
$10,500,000 OTILITIES TA~ REVENUe- BONDS, SERIES 1987, (~
TIIE CITY OF DELRAY BEACH, PLORIDA~ APPROVING ~ PORN (~
AND &UTIIORI$ING TIlE lt~ECUTION AND DELIVE~ (l~ AN OFFICIAL
STATENENT~ AUTIIORI$IRG THE EXRCUTION AI~ DELIVER~ 0~ A ~
TRACT OF PURCI~SE~ PROVIDING POR B(H~ IRf~]RANCR~ AI1TRORI~-
ING PROPER OFFICIALS TO DO ALL OTHER T~II~ DEENED ~
SARY OR ADVISABLE IR CORNECTIO~ ~ ~ ISSUARCB, S~.~ AI~
DELIVERY OF SAID BOI~S~ AI~ PROVIDING AN EFFECTIVE DATE FOR
Tills RESOLUTION.
#iiERiiAS, the City Council of the City of Delray Beach,
Florida (the 'City') did on December 30, 1986, adopt Resolution
No. 69-86, as amended and supplemented by Resolution No. 7-87,
adopted by the City Council on February 17, 1987 (collectively calle~
the 'Resolution')~ and
WHEREAS, the Resolution did authorize the issuance of the
City's Utilities Tax Revenue Bonds, Series 1987, in the aggregate
principal amount of not exceeding $10,500,000 (the 'Bonds')I and
WiiEREAS, the City is desirous of issuing $10,500,000 of
such Bonds (the '1987 Bonds')I and
NHEREAS, the Resolution provides that certain details of
the Bonds and certain other provisions of the Resolution shall be
determined by subsequent proceedings of the City Council, which shall
be deemed to be supplemental to the Resolutionl and
WHEREAS, there have been prepared with respect to the issu-
ance and sale of the 1987 Bonds and submitted to the City Council=
(a) a Contract of Purchase, attached hereto as Exhibit
Al
(b) an Official Statement, attached hereto as Exhibit
B ~ and
.W!~~. th~ City'= financi&l ~-_~-.-laor has re¢olended the
negotiated sale of the 1987 Bonds in a letter attached hereto as
Exhibit C~ and
NIIEREAS, the City's financial advisor has recon~ended that
the principal and interest on the 1987 Bonds be insured by a policy
issued by the Municipal Bond Investors Assurance Corporation
("MBIA"); and
N~EREAB, pursuant to Section 218.385(4), Florida Statutes,
an authorized representative of the Underwriters (as hereinafter
defined) has delivered to the City the required disclosure statement,
attached hereto as Exhibit D;
~)W, T~EREFORE, BE IT RESOLVED BY T~ CITT' (X~I~CIL (~ 'F~
CITY OF DELRAY BEACB, FLORIDA:
SECTION 1. That, in addition to words and terms defined
herein, and except as otherwise provided herein, words and terms used
herein and not otherwise defined, shall have the same meaning as
ascribed thereto in the Resolution.
SECTION 2. That the City hereby determines (i) to issue
$10,500,000 aggregate principal amount of its 1987 Bonds, for the
purposes of (a) financing the costs of the acquisition and construc-
tion of the Improvements, (b) making a deposit to the Reserve Fund,
(c) paying certain costs of issuance and (ii) to designate such Bonds
as its "Utilities Tax Revenue Bonds, Series 1987".
SECTION 3. That the 1987 Bonds shall be in registered
form, shall be in denominations of $5,000 or in any integral multiple
thereof, shall be dated and bear interest from June 1, 1987, shall be
numbered from 1 upward, preceded by the letter R, shall bear interest
payable on December 1, 1987 and semi-annually thereafter on the first
day of June and December of each year, and shall bear interest at the
rates per annum and mature on June 1 in the year~ and amounts as
follows:
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Interest Interest
Rate Per Rate Per
Year Amount Annum Year Amount Annum
1988 $265,000 5.00% 1996 $ 425,000 7.00 %
1989 280,000 5.40 1997 455,000 7.20
1990 295,000 5.60 1998 490,000 7.40
1991 315,000 5.80 1999 525,000 7.60
1992 330,000 6.10 2000 565,000 7.80
1993 350,000 6.30 2001 605,000 7.90
1994 375,000 6.60 2002 655,000 8.00
1995 400,000 6.80 2003 710,000 8.10
2007 3,460,000 8.125
SECTIO~ 4. That the 1987 Bonds maturing in the years
1988 to 1995, both inclusive, are not redeemable prior to their
stated dates of maturity. The 1987 Bonds maturing on June 1, 1996
and thereafter are redeemable prior to their stated dates of maturi-
ty, at the option of the City, from any funds available for such pur-
pose on and after June 1, 1995 (i) in part, in inverse order of matu-
rities and by lot, within a maturity, if less than a full maturity,
on June 1, 1995, or on any interest payment date thereafter, and
(ii) as a whole at any time on or after June 1, 1995, at the price of
par and accrued interest to the date of redemption, plus the follow-
ing premiums, expressed in percentages of the principal amount of the
1987 Bonds to be redeemed, if redeemed prior to maturity in the fol-
lowing periods:
Period Ending
(both dat~ iRclusive) RedemptioR Premiums
June 1, 1995 to May 31, 1996 102%
June 1, 1996 to May 31, 1997 101.5%
June 1, 1997 to May 31, 1998 101%
June 1, 1998 to May 31, 1999 100.5%
June 1, 1999 and thereafter 100%
The 1987 Bonds maturing on June 1, 2007, are subject to
mandatory redemption in part, by lot, prior to maturity on June 1 in
the years and amounts set forth below, at a price of par plus accrued
interest to the date of redemption from mandatory sinking fund
installments in the amounts set forth below:
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2004 $765,000
2005 830,000
2006 895,000
2007(final maturity) 970,000
Notice of redemption of the 1987 Bonds shall be mailed,
postage prepaid, by the Registrar (as herein defined) not less than
thirty (30) days, but not more than sixty (60) days, before the date
fixed for redemption, to the holders of the 1987 Bonds at their
addresses as they appear on the registration books kept by the
Registrar at the close of business on the fifteenth (15th) day pre-
ceding the date such notice is mailed. The notice of redemption
shall set forth (i) the date fixed for redemption~ (ii) the redemp-
tion price to be paid~ (iii) that the 1987 Bonds being redeemed will
be redeemed at the principal corporate trust office of the Registrar~
(iv) if less than all the 1987 Bonds are called for redemption, the
distinctive numbers and letter, if any, of such 1987 Bonds to be
redeemed~ (v) in the case of 1987 Bonds to be redeemed in part only,
the portion of the principal amount thereof to be redeemed~ and
(vi) any other information the Registrar or the City deems relevant.
In case any 1987 Bond is to be redeemed in part only, the notice of
redemption that relates to such 1987 Bond shall also state that on or
after the redemption date, upon surrender of such 1987 Bond, a new
1987 Bond or 1987 Bonds of the same maturity, bearing interest at the
same rate and in the aggregate principal amount equal to the unre-
deemed portion of such 1987 Bond, will be issued. Interest shall
cease on any 1987 Bonds duly called for prior redemption if payment
of the redemption price has been duly made or provided for. Failure
of the holder of any of the 1987 Bonds which are to be redeemed to
receive any such notice shall not affect the validity of the proceed-
ings for the redemption of the 1987 Bonds for which proper noti~ has
been given.
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SECTION 5. That the City Council hereby appoints Florida
National Bank, as paying agent for the 1987 Bonds (the "Paying
Agent").
SECTION 6. That the City Council hereby appoints Florida
National Bank, as registrar for the 1987 Bonds (the 'Registrar").
SECTION 7. That the City Council hereby directs that the
premium due on the MBIA insurance policy be paid in accordance with
the terms of such policy.
SECTION 8. That, from the proceeds of the 1987 Bonds,
there shall be deposited (i) in the Certificate Fund an amount equal
to interest accruing on the 1987 Bonds to their date of delivery, and
(ii) in a subaccount of the Reserve Fund which subaccount is hereby
created and established, an amount of 1987 Bond proceeds equal to
$1,040,418 which, together with the amounts on deposit therein and
$8,642 to be deposited therein by the City on the date of delivery of
the 1987 Bonds, shall be equal to the highest future annual principal
and interest requirement of all the 1962 Certificates, the 1967
Certificates, the 1978 Certificates and the 1987 Bonds.
The balance of 1987 Bond proceeds remaining after all the
above payments have been made (including amounts paid pursuant to
Section 7 hereof) shall be deposited in the Construction Fund created
and established by the Resolution. The 1987 Bond proceeds deposited
in the Construction Fund shall be used to pay the costs of the
Improvements (including the cost of issuing the 1987 Bonds) in accor-
dance with the terms of the Resolution.
SECTION 9. That the execution of the official statement
of the City, to be dated the date of this resolution (unless other-
wise determined by the City Council), relating to the 1987 Bonds, in
substantially the form attached hereto as Ezhibit A, with such
changes as are necessary to conform to the details of the 1987 Bonds
and the requirements of the Contract of P~rchase' (as herein defined),
is hereby approved (the 'Official Statement'). The City Council
hereby authorizes the execution of the Official Statement and the
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information contained therein to be used in connection with the
offering and sale of the 1987 Bonds. The Official Statement may be
modified in a manner not inconsistent with the substance thereof as
shall be deemed advisable by the City Council or the financial advi-
sor to the City or the Finance Director of the City and by Bond
Counsel to the City. The Mayor, the Finance Director and the City
Manager are hereby authorized and directed to sign the Official
Statement and any amendment or supplement thereto, in the name of and
on behalf of the City and deliver the same and any such amendment or
supplement to the Underwriters.
SECTION 10. That the Contract of Purchase for the 1987
Bonds, dated May 28, 1987 (the "Contract of Purchase"), between the
City and Prudential-Bache Securities, Inc., and Matthews & Wright,
Inc., acting as the Underwriters for the 1987 Bonds (the
"Underwriters"), attached hereto as Exhibit B and as submitted to
this meeting, be and the same is hereby approved and accepted.
SECTION 11. That in accordance with the terms of the
Contract of Purchase, the 1987 Bonds are hereby sold to the
Underwriters at a purchase price of $10,367,410, plus accrued inter-
est on the 1987 Bonds from June 1, 1987, to the date of payment and
delivery therefor, on the terms and conditions set forth in the
Contract of Purchase, and the Mayor or the Vice-Mayor of the City
each is hereby authorized and directed to execute the Contract of
Purchase and any amendment or supplement thereto, in the name of and
on behalf of the City and deliver the same to the Underwriters and
the City Clerk or an assistant City Clerk is hereby authorized and
directed to affix the seal of the City and attest the same if so
required by the terms of the Contract of Purchase.
SECTION 12. That the City Council hereby adopts the rec-
ommendations of the City's financial advisor, as described in a
letter from the City's financial advisor, dated the date of thi~
resolution and attached hereto as Exhibit C. The City hereby finds,
based on the reasons set forth in such letter, that it would be in
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the best interest of the City that the 1987 Bonds be sold on a
negotiated basis.
SECTION 13. That the City does hereby find that the
Underwriters have submitted the required disclosure statement
required by Section 218.385(4), Florida Statutes, a copy of which is
attached hereto as Exhibit "D".
SECTION 14. The Mayor, the Vice-Mayor, 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 4ocuments and instru-
ments and to do and cause to be done any and all acts and things nec-
essary or proper for carrying out the transactions contemplated by
this resolution.
SECTION 15. This resolution shall be effective immedi-
ately upon its adoption.
PASSED AND ADOPTED in special session on this the 28th day
of May, 1987.
CITY OF DELRAY BEACH, FLORIDA
Attest: Mayor
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