HomeMy WebLinkAbout2020-04-20-Resolution 2020-140_Bonds, Sewer Revenue CLN Series 2017, Amending Original Resolution and Authorize IssuanceRESOLUTION 2020-140
RESOLUTION AMENDING THE ORIGINAL RESOLUTION,
APPROVED ON AUGUST 7,207, SAID RESOLUTION APPROVING
AND AUTHORIZING A LOAN AND DISBURSEMENT
AGREEMENT WITH THE IOWA FINANCE AUTHORITY AND
AUTHORIZING AND PROVIDING FOR THE ISSUANCE OF
SEWER REVENUE CAPITAL LOAN NOTES, SERIES 2017, IN
ORDER TO PROVIDE FOR THE FUNDING OF A SPONSORED
PROJECT UNDER THE TERMS OF A NEW SERIES 2017 NOTE TO
BE ISSUED IN THE PRINCIPAL AMOUNT OF $10,523,374.71,
WHICH INCLUDES APPROVAL OF A SUPPLEMENTAL TAX
EXEMPTION CERTIFICATE
WHEREAS, the Issuer previously issued its Sewer Revenue Capital Loan Note, Series
2017, dated September 1, 2017, in the amount of $12,537,000 ("Original Note"), pursuant to a
Loan and Disbursement Agreement between Issuer and the Iowa Finance Authority, dated of like
date (the "Agreement"), for the purpose of defraying the costs of the Project (as defined in the
resolution authorizing issuance of the same (hereinafter the "Resolution")); and
WHEREAS, upon completion of the Project contemplated by the Original Note, the final
loan was determined to be $9,938,374.71, with debt service schedule amended accordingly; and
WHEREAS, the Issuer has been approved by the Iowa Finance Authority and the
Department of Natural Resources for a "sponsored project" amendment to the Original Note for a
water restoration project described below ("Sponsored Project") to be funded under the terms of
a new Series 2017 Note in the principal amount of $10,523,374.71 and bearing interest at the rate
of 0.75% ("New Note"); and
WHEREAS, the Iowa Finance Authority has requested that the Original Note be
exchanged for the New Note, reflecting the additional amount allocated for the Project; and
WHEREAS, pursuant to notice published as required by law, this Council has held a
public meeting and hearing upon the proposal to institute proceedings for the authorization of a
Loan and Disbursement Agreement by and between the Issuer and the Iowa Finance Authority,
and the issuance to the Iowa Finance Authority of not to exceed $1,000,000 Sewer Revenue
Capital Loan Notes to evidence the obligations of the Issuer under said Loan and Disbursement
Agreement, for the purpose of acquisition, construction, reconstruction, extending, remodeling,
improving, repairing and equipping all or part of the Municipal Sewer System, including those
costs associated with the Waukee Public Library Stormwater Improvements water resource
restoration project, and has considered the extent of objections received from residents or
property owners as to said proposal and, accordingly the following action is now considered to
be in the best interests of the City and residents thereof, and
WHEREAS, a Sponsored Project Loan and Disbursement Agreement Amendment
(hereinafter the "Amendment") has been prepared to reflect said interest rate reduction and
additional loan amount, a copy of which is attached hereto as Exhibit A; and
WHEREAS, pursuant to IRS regulations adoption of the Amendment constitutes a
reissuance of the Note.
NOW, THEREFORE, BE IT RESOLVED BY CITY COUNCIL OF THE CITY OF
WAUKEE, STATE OF IOWA:
Section 1. That the Resolution is hereby amended to reflect the interest rate reduction
to 0.75% per annum on the new principal amount of $10,523,374.71 from and after December 1,
2019 for the remainder of the life of the New Note. Debt service on the New Note is the same as
debt service on the Original Note, accordingly, parity coverage is not affected.
Section 2. That the Amendment in substantially the form attached to this Resolution
and the New Note are hereby authorized to be executed and issued on behalf of the Issuer by the
Mayor and attested by the City Clerk. The New Note shall be exchanged for the Original Note.
Section 3. That the Supplemental Tax Certificate regarding the uses of proceeds and
the System is hereby approved. The Finance Director is authorized to execute the same.
Section 4. Except as amended herein, all of the other terms and conditions of the
Resolution and Agreement are in all respects ratified, confirmed and approved and shall remain
in full effect.
PASSED AND APPROVED this 201h day of April, 2020.
Mayor
ATTEST:
City Clerk
RESULTS OF VOTE:
AYE NAY ABSENT ABSTAIN
Anna Bergman
X
R. Charles Bottenberg
X
Chris Crone
X
Larry R. Lyon
X
Ben Sinclair
X
EXHIBIT "A"
SPONSORED PROJECT LOAN & DISBURSEMENT AGREEMENT AMENDMENT
This Sponsored Project Loan and Disbursement Agreement Amendment is entered into
this I" day of May, 2020 by and between the City of Waukee, State of Iowa ("Issuer") and Iowa
Finance Authority ("IFA").
WHEREAS, the Issuer previously issued its Sewer Revenue Capital Loan Note, Series
2017, dated September 1, 2017, in the amount of $12,537,000 ("Original Note"), pursuant to a
Loan and Disbursement Agreement between Issuer and the Iowa Finance Authority, dated of like
date (the "Agreement"), for the purpose of defraying the costs of the Project (as defined in the
resolution authorizing issuance of the same (hereinafter the "Resolution")); and
WHEREAS, upon completion of the Project contemplated by the Original Note, the final
loan was determined to be $9,938,374.71, with the debt service schedule adjusted accordingly;
and
WHEREAS, the Issuer has been approved by the Iowa Finance Authority and the
Department of Natural Resources for a "sponsored project" amendment to the Original Note for a
water restoration project, described in the Amending Resolution ("Sponsored Project"), to be
funded under the terms of a new Series 2017 Note in the principal amount of $10,523,374.71
("New Note") and bearing interest at the rate of 0.75%; and
WHEREAS, the Iowa Finance Authority has requested that the Original Note be
exchanged for the New Note, reflecting the additional amount allocated for the Sponsored
Project.
NOW, THEREFORE, the parties agree as follows:
1. IFA hereby tenders the Original Note to the Issuer for cancellation, and accepts
delivery of the New Note of the Issuer in the principal amount of $10,523,374.71 and bearing
interest at the rate of 0.75% (of which the Issuer has previously paid $335,000 in principal under
the Original Note).
2. IFA hereby consents to the amendment of the Resolution authorizing the issuance
of the Original Note to reflect the increased principal amount of the New Note, the new interest
rate of 0.75%, and the additional purposes to which the proceeds shall be applied, and all other
conforming amendments that may be necessary to reflect the modified terms of payment.
3. The Original Note is hereby cancelled and from and after the date hereof the
parties shall be bound by the terms of the New Note, the principal and interest repayment
schedule being as shown on Exhibit A attached hereto.
4. The original Loan and Disbursement Agreement by and between Issuer and IFA
dated as of September 1, 2017 shall also be amended to reflect a principal amount of
$10,523,374.71, bearing a rate of interest of 0.75% from December 1, 2019, and incurring an
additional Initiation Fee of $4,600 (aggregate $67,285). All other terms and provisions set forth
in the original Loan and Disbursement Agreement, except as amended hereof, shall be ratified
and confirmed.
ATTEST:
City Clerk
CITY OF WAUKEE, STATE OF IOWA
Mayor
IOWA FINANCE AUTHORITY
REGISTERED
REGISTERED
Certificate No. R-1 Principal Amount $10,523,374.71
UNITED STATES OF AMERICA
STATE OF IOWA
COUNTY OF DALLAS
CITY OF WAUKEE
SEWER REVENUE CAPITAL LOAN NOTE
SERIES 2017
(LIBRARY STORMWATER — SPONSORED PROJECT AMENDMENT)
Interest Rate Maturity Date Note Date
0.750% June 1, 2038 April 28, 2017
(amended May 1, 2020)
The City of Waukee, Iowa, a municipal corporation organized and existing under and by virtue of the
Constitution and laws of the State of Iowa (the "Issuer"), for value received, promises to pay from the source
and as hereinafter provided, to
Iowa Finance Authority, Des Moines, Iowa
or registered assigns, the principal sum of TEN MILLION FIVE HUNDRED TWENTY-THREE THOUSAND
THREE HUNDRED SEVENTY-FOUR DOLLARS AND 71/100 in lawful money of the United States of
America, on the maturity dates and in the principal amounts set forth on the amended Debt Service Schedule
attached hereto and incorporated herein by this reference, with interest on said sum from the date of each
advancement made under a certain Sponsored Project Loan and Disbursement Agreement Amendment
("Amendment"), dated as of the date hereof until paid at the amended rate of 0.75% per annum, from December
1, 2019 and payable on June 1, 2020, and semiannually thereafter on the 1st day Of June and December in each
year. As set forth in the attached Debt Service Schedule, principal shall be payable on June 1, 2020 and
annually thereafter on the first day of June in the amounts set forth therein until principal and interest are fully
paid, except that the final installment of the entire balance of principal and interest, if not sooner paid, shall
become due and payable on June 1, 2038. Notwithstanding the foregoing or any other provision hereof,
principal and interest shall be payable as shown on said amended Debt Service Schedule until completion of the
Project, at which time the final Debt Service Schedule shall be determined and attached hereto based upon
actual advancements, final costs and completion of the Project, all as provided in the administrative rules
governing the Iowa Water Pollution Control Works Financing Program. Payment of principal and interest of
this Note shall at all times conform to said amended Debt Service Schedule and the rules of the Iowa Water
Pollution Control Works Financing Program.
Interest and principal shall be paid to the registered holder of the Note as shown on the records of
ownership maintained by the Registrar as of the 15th day of the month preceding such interest payment date.
Interest shall be computed on the basis of a 360-day year of twelve 30-day months.
This Note is issued pursuant to the provisions of Sections 384.24A and 384.83 of the Code of Iowa, as
amended, for the purpose of paying costs of acquisition, construction, reconstruction, extending, remodeling,
improving, repairing and equipping all or part of the Municipal Sewer System, including those costs associated
with those costs associated with the Waukee Public Library Stormwater Improvements water resource
restoration project, and evidences amount payable under a certain Sponsored Project Loan and Disbursement
Agreement Amendment dated as of the date hereof, in conformity to an Amended Resolution of the City
Council of the Issuer duly passed and approved. For a complete statement of the revenues and funds from
which and the conditions under which this Note is payable, a statement of the conditions under which additional
Notes of equal standing may be issued, and the general covenants and provisions pursuant to which this Note is
issued, reference is made to the above described Amendment and Amended Resolution.
This Note is subject to optional redemption at a price of par plus accrued interest (1) on any date upon
receipt of written consent of the Original Purchaser or (ii) in the event that all or substantially all of the Project
is damaged or destroyed. Any optional redemption of this Note may be made from any funds regardless of
source, in whole or from time to time in part, in inverse order of maturity, by lot by giving thirty (30) days'
notice of redemption by written notice, to the Iowa Finance Authority (or any other registered owner of the
Note). This Note is also subject to mandatory redemption as set forth in Section 5 of the Agreement.
Ownership of this Note may be transferred only by transfer upon the books kept for such purpose by the
City Clerk , the Registrar. Such transfer on the books shall occur only upon presentation and surrender of this
Note at the office of the Registrar as designated below, together with an assignment duly executed by the owner
hereof or his duly authorized attorney in the form as shall be satisfactory to the Registrar. Issuer reserves the
right to substitute the Registrar and Paying Agent but shall, however, promptly give notice to registered
noteholders of such change. All Notes shall be negotiable as provided in Article 8 of the Uniform Commercial
Code and subject to the provisions for registration and transfer contained in the Note Resolution.
And it is hereby represented and certified that all acts, conditions and things requisite, according to the
laws and Constitution of the State of Iowa, to exist, to be had, to be done, or to be performed precedent to the
lawful issue of this Note, have been existent, had, done and performed as required by law; that provision has
been made for the levy of a sufficient continuing annual tax on all the taxable property within the territory of the
Issuer for the payment of the principal and interest of this Note as the same will respectively become due; that
the faith, credit, revenues and resources and all the real and personal property of the Issuer are irrevocably
pledged for the prompt payment hereof, both principal and interest, and the total indebtedness of the Issuer
including this Note, does not exceed the constitutional or statutory limitations.
IN TESTIMONY WHEREOF, the Issuer by its City Council, has caused this Note to be signed by the
manual signature of its Mayor and attested by the manual signature of its City Clerk, with the seal of said City
impressed hereon, and to be authenticated by the manual signature of an authorized representative of the
Registrar, City Clerk, the City of Waukee, Iowa.
Date of authentication: CITY OF WAUKEE, STATE OF IOWA
This is one of the Notes described in the within
mentioned Resolution, as registered by the By:
City Clerk
Mayor
CITY CLERK, Registrar ATTEST:
Authorized Signature
Registrar and Transfer Agent: City Clerk
Paying Agent: City Clerk
City Clerk
(SEAL)
ASSIGNMENT
For value received, the undersigned hereby sells, assigns and transfers unto
(Social Security or Tax Identification No. ) the within Note
and does hereby irrevocably constitute and appoint
the said Note on the books kept for registration of the within Note,
premises.
Dated:
(Person(s) executing this Assignment sign(s) here)
SIGNATURE)
GUARANTEED)
attorney in fact to transfer
with full power of substitution in the
IMPORTANT - READ CAREFULLY
The signature(s) to this Power must correspond with the name(s) as written upon the face of the
certificate(s) or note(s) in every particular without alteration or enlargement or any change whatever.
Signature guarantee must be provided in accordance with the prevailing standards and procedures of the
Registrar and Transfer Agent. Such standards and procedures may require signature to be guaranteed by
certain eligible guarantor institutions that participate in a recognized signature guarantee program.
INFORMATION REQUIRED FOR REGISTRATION OF TRANSFER
Name of Transferee(s)
Address of Transferee(s)
Social Security or Tax Identification
Number of Transferee(s)
Transferee is a(n):
Individual*
Partnership
Corporation
Trust
*If the Note is to be registered in the names of multiple individual owners, the names of all such owners and one
address and social security number must be provided.
The following abbreviations, when used in the inscription on the face of this Note, shall be construed as
though written out in full according to applicable laws or regulations:
TEN COM - as tenants in common
TEN ENT - as tenants by the entireties
JT TEN - as joint tenants with rights of survivorship and not as tenants in common
lA UNIF TRANS MIN ACT - .......... Custodian ..........
(Cost) (Minor)
Under Iowa Uniform Transfers to Minors Act
(State)
ADDITIONAL ABBREVIATIONS MAY ALSO BE USED THOUGH NOT IN THE ABOVE LIST
01705671-1\21938-146
Pre -Final with SP Amortization Schedule
City of Waukee
Sewer Revenue Bond
CS-1920810-01 & WRR16-010
Loan Closing Date Sep 1, 2017
Loan Period in Years 20
Annual Interest Rate 0.75 % Eff 12.1 .19
Total Interest $ 1,061,810.98
Servicing Fee Rate 0.25%
Total Servicing Fees $ 298,439.54
Initiation Fee - Sep 1, 2017
Draws Through Jul 12, 2019
Draw Apr 10, 2020
Estimated Draw - Jun 5, 2020
f62,685.00
701,973.11
,273.18
26,443.42
SP Initiation Fee- May 1, 2020 4,600.00
Est SP Draw Oct 15, 2020 368,000.00
Est SP Draw Jon 15, 2021 360,000.00
Est SP Draw Jul 15, 2021 187,400.00
Total Loaned Amount 1 10,858,374.71
Payment
Beginning
Servicing
Total Loan
Total Annual Debt
Ending
Date
Balance
Principal
Interest
Fee
Payment
Service
Balance
Dec 1, 2017
4,950,332.67
10,015.60
1,430.80
11,446.40
4,950,332.67
Jun 1, 2018
8,042,026.92
50,499.78
7,214.25
67,714.03
69,160.43
8,042,026.92
Dec 1, 2018
8,706,967.03
72,404.11
10,343.44
82,747.55
8,706,967.03
Jun 1, 2019
8,706,967.03
335,000.00
76,185.96
10,883.74
422,069.70
504,817.25
8,371,967.03
Dec 1, 2019
9,429,658.11
80,401.47
11,485.92
91,887.39
9,429,658.11
Jun 1, 2020
9,576,931.29
403,000.00
35,517.70
11,485.92
450,003.62
541,891.01
9,173,931.29
Dec 1, 2020
9,572,974.71
34,871.99
11,624.00
46,495.99
9,572,974.71
Jun 1, 2021
9,932,974.71
521,374.71
36,918.66
12,306.22
570,599.59
617,095.58
9,411,600.00
Dec 1, 2021
9,599,000.00
35,824.46
11,941.49
47,765.95
9,599,000.00
Jun 1, 2022
9,599,000.00
521,000.00
35,996.25
11,998.75
568,995.00
616,760.95
9,078,000.00
Dec 1, 2022
9,078,000.00
34,042.50
11,347.50
45,390.00
9,078,000.00
Jun 1, 2023
9,078,000.00
526,000.00
34,042.50
11,347.50
571,390.00
616,780.00
8,552,000.00
Dec 1 , 2023
8,552,000.00
32,070.00
10,690.00
42,760.00
8,552,000.00
Jun 1, 2024
8,552,000.00
531,000.00
32,070.00
10,690.00
573,760.00
616,520.00
8,021,000.00
Dec 1, 2024
8,021,000.00
30,078.75
10,026.25
40,105.00
8,021,000.00
Jun 1, 2025
8,021,000.00
537,000.00
30,078.75
10,026.25
577,105.00
617,210.00
7,484,000.00
Dec 1, 2025
7,484,000.00
28,065.00
9,355.00
37,420.00
7,484,000.00
Jun 1, 2026
7,484,000.00
542,000.00
28,065.00
9,355.00
579,420.00
616,840.00
6,942,000.00
Dec 1, 2026
6,942,000.00
26,032.50
8,677.50
34,710.00
6,942,000.00
Jun 1, 2027
6,942,000.00
547,000.00
26,032.50
8,677.50
581,710.00
616,420.00
6,395,000.00
Dec 1, 2027
6,395,000.00
23,981.25
7,993.75
31,975.00
6,395,000.00
Jun 1, 2028
6,395,000.00
553,000.00
23,981.25
7,993.75
584,975.00
616,950.00
5,842,000.00
Dec 1, 2028
5,842,000.00
21,907.50
7,302.50
29,210.00
5,842,000.00
Jun 1, 2029
5,842,000.00
558,000.00
21,907.50
7,302.50
587,210.00
616,420.00
5,284,000.00
Dec 1 , 2029
5,284,000.00
19,815.00
6,605.00
26,420.00
5,284,000.00
Jun 1, 2030
5,284,000.00
564,000.00
19,815.00
6,605.00
590,420.00
616,840.00
4,720,000.00
Dec 1, 2030
4,720,000.00
17,700.00
5,900.00
23,600.00
4,720,000.00
Jun 1, 2031
4,720,000.00
569,000.00
17,700.00
5,900.00
592,600.00
616,200.00
4,151,000.00
Dec 1, 2031
4,151,000.00
15,566.25
5,188.75
20,755.00
4,151,000.00
Jun 1, 2032
4,151,000.00
575,000.00
15,566.25
5,188.75
595,755.00
616,510.00
3,576,000.00
Dec 1, 2032
3,576,000.00
13,410.00
4,470.00
17,880.00
3,576,000.00
Jun 1, 2033
3,576,000.00
581,000.00
13,410.00
4,470.00
598,880.00
616,760.00
2,995,000.00
Dec 1, 2033
2,995,000.00
11.231.25
3,743.75
14,975.00
2,995,000.00
Jun 1, 2034
2,995,000.00
587,000.00
11,231.25
3,743.75
601,975.00
616,950.00
2,408,000.00
Dec 1, 2034
2,408,000.00
9,030.00
3,010.00
12,040.00
2,408,000.00
Jun 1, 2035
2,408,000.00
593,000.00
9,030.00
3,010.00
605,040.00
617,080.00
1,815,000.00
Dec 1, 2035
1,815.000.00
6,806.25
2,268.75
9,075.00
1,815,000.00
Jun 1, 2036
1,815,000.00
599,000.00
6,806.25
2,268.75
608,075.00
617,150.00
1,216,000.00
Dec 1, 2036
1,216,000.00
4,560.00
1,520.00
6,080.00
1,216,000.00
Jun 1, 2037
1,216,000.00
605,000.00
4,560.00
1,520.00
611,080.00
617,160.00
611,000.00
Dec 1, 2037
611,000.00
2,291.25
763.75
3,055.00
611,000.00
Jun 1, 2038
611,000.00
611,000.00
2,291.25
763.75
614,055.00
617,110.00
0.00
INVESTING IN IOWA'S WATER
As of 4/8/2020 wwva. iow srf. com