HomeMy WebLinkAbout2015-07-06-Resolutions 15-208_Bonds - GO Refunding CLN Series 2010 - IssuanceRESOLUTION 15-208
RESOLUTION APPROVING AN AMENDMENT TO THE
RESOLUTION AUTHORIZING ISSUANCE OF GENERAL
OBLIGATION REFUNDING CAPITAL LOAN NOTE,SERIES 2010,
APPROVED MAY 17,2010,AND AUTHORIZING EXECUTION AND
DELIVERY OF AN AMENDMENT TO LOAN AGREEMENT AND
REPLACEMENT NOTE
WHEREAS,the City of Waukee (hereinafter the "Issuer")previously issued its General
Obligation Refunding Capital Loan Note,Series 2010,in the amount of $516,190 (hereinafter
the "Notes")currently outstanding in the amount of $307,824.61,pursuant to a Loan Agreement
between the Issuer and Charter Bank of Waukee,Iowa (the "Lender")dated June I,2010 (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,the Lender has authorized a reduction in the interest rate on the Notes to
3.50'lo and has agreed to defer the final balloon payment through June I,2017 in accordance
with the revised debt service schedule attached hereto as Exhibit A;and
WHEREAS,an Amendment to the Loan Agreement (hereinafter the "Amendment")has
been prepared to reflect said interest rate reduction and extended final maturity date,a copy of
which is attached hereto as Exhibit B;and
WHEREAS,a form of replacement Note has also been prepared to reflect the interest rate
reduction and extended final maturity date,a copy of which is attached hereto as Exhibit C.
NOW,THEREFORE,BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY
OF WAUKEE,IOWA:
Section 1.That the Resolution is hereby amended to reflect the interest rate reduction
to 3.50'/o per aruium on the outstanding principal amount from and after
June 1,2015 for the remainder of the life of the Notes,and to provide that
the final maturity date shall be extended from June I,2015 to June 1,
2017,with principal retirement in accordance with the revised debt service
schedule attached hereto as Exhibit A.
Section 2.That the Amendment and form of replacement Note in substantially in the
forms attached to this Resolution are hereby authorized to be executed and
issued on behalf of the Issuer by the Mayor and attested by the City Clerk.
Section 3.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 6"day of July,2015.
May
ATTEST:
City Clerk
ROLL CALL VOTE
Shane Blanchard
Brian Harrison
Casey L.Harvey
Shelly Hughes
Rick Peterson
AYE
X
X
X
X
NAY ABSENT ABSTAIN
EXHIBIT A
REVISED DEBT SERVICE SCI IEDI JI,I",
Date:06/15/2015 Charter Bank Page 1
Funding Date:07/06/2015
First Payment Date:12/01/2015
Compounding:U.S.Rule Principal:598,790.19
Period:Actual/360 Initial Interest Rate:0.000%o
Pmt Schedule:Semi-Annually Interest Rate:4.200%
Pmt Amount:36.937.51
Payment Payment
Number Date Days
Payment
Atuount
Interest Principal Outstanding
Amount Reduction Balance
Equity
Built
1 12/01/2015
7 06/01/2016
3 12/01/2016
4 06/01/7017
148
183
183
182
$36,937.51
$36,937.51
$36,937.51
$533,310.06
10,339.11
17,216?9
1 1,688.50
1 1,088.50
26,598.40
24,721.22
25,249.01
577,221.56
572,191,79 $26,598.40
547,470.57 $51,319.67
52'2,221.56 $76,568.63
.00 $598.790.19
2017 1btals:
Grand Totals:
644,122.59 45,332.40 598,790.19
644,122.59 45,332.40 598,790.19
Thu arnoni ariotr scltcrlrrlc is provided to you for your canveni ence.Tire amoni ation mayinciude estimatcr based upon infornturion provided hy you.et taunt rerms of
credit offt red by us may vary fram tlris arnoni ution scltedutr Tit 'nutsranding balance strown abovewillvary fromyour actuat ouuranding bnlunce owed to rhe Bank
hecoute of Vre timing of paymetrts.
EXIJI BIT B
AMENDMFNT TO LOAN AGREEMENT
1 he I,oan Agreement (General Obligation)(the "Agreement")entered into as of June I,2010
by and betwccn the City of Waukee,Iowa (the "City"or "Issuer")and Ch&nter Bank of Waukee,Iowa
I'thc "Lender"),relating to a loan frous the Lender to the City,currently outstanding in the aggregate
amount of $307,824.61,is hereby amended as I'ollows:
1.'I'he applicable interest t<e for tire Agreement shall be changed to 3.50%,clTcctive as ol'
June I,2015,and thc lmal maturity date of thc Note shall bc extended from Junc I,2015 to Junc I,
2017,and all references to the maturity date and inta&rest rate ol'the Note in the Agreement and the
f(csolution authorizing issuance of the sratt&shall bc and are hereby revised to reflec the amcndcd
interest rate and f&nat maturity d&atc.
2.The Note shall thereat'tcr bc payable in accordance vvith the debt service scltcdulc
attached hereto attd incorporated herein by this rcl'crcnce.
2.Except as a&ncnded herein.all of thc other terms and conditions ol'the A&gree&neat arc in
all respects ratifrcd,confirmed slid approved and shall remain in litll effect.
IU WITNESS WI IEREOp&wc have hereunto at'fixccl our signatures all as ol'the 7th day of
duJy 2015
(Sl-:AI.)
A!test.
City Clerk
L'HARTER BANK (BENDER)
(Signature)
(Title)
EXHIBIT C
I ORM OI'REI'I.ACEMENT NOTE
IFEGIS PERED
Amended Certificate No.I
RI&.C ISTL&RLi'D
Principal Aluount $307,824.61
UiNITli:D STATES OP AiVIERICA
STATE OI&"IOVVA
COUNTY Ol'DALLAS
CITY OE WAUKEE
GENERAL OBLIGATION REFUNDING CAPITAL LOAN NOTE
ESSENTIAL CORPORATE I'URI'OSE
Intel'cst Rate
3.50%
~tt&D:t
June 1,2017
Note .1)ate
July 6,2015
Thc City of'$Vaukee,State of Iowa,a municipal corporation organized and existing under and by viriue
o 1 the Constitution and laws of the State of lowe (the &issuer"1,I'or value rcccivcd,promises to pay I'rom thc
source and Bs hereinafter provided,on the nlaturity date indicated above,to
CFIARTER BAlvlK
455 -6th Street,P.O.Bnx 550
Waukcc,Iona 50263
Ilederal ldcntiBicntion No.42-14711586
oi'I'c&Istcred assigns,thc principal sum of 1'FIRI'113 1 IUNDRliD SEVEN '1'HOUSAND fifGI1 I'I IUViDRI-;D
'1''&VL&N 1'Y l&OUR DOI I ARS AND SIXTYONI!CENTS in lawf'ul Inoncy of'thc Llnitcd States of Alnerica.on
the maturity date shovvn above,only upon presentation and surrender hereof at the office of the Ciiy Clerk
Paving Agent of this issue,or its successor,lvith interest on said sum from the date hereof until paid at thc rate
pel annum specified above.
1'rincipal of the &Note shall bern'interest al the I ate of 3.50%pcr annum.Thereafter,both pnncipal ol'
nnd interest on the Note shall bc payable in equal scmimlnual installments in the amount of $33,925.18 each,
rluc on the first day of'Junc and Dcccmber each year,commencing December 1,2015,and continuing through
&ind including December 1&2016 vvith imc final installment of Bll rc&naining principal Bnd interest due thereon at
lnaturity nn )unc 1,2017.All payments shall he applied first to thc payminit ol'interest clue mid next to the
reduction ol principal.lntcrcst shall bc calculate&1 on the basis of a 360day year comprised of twelve 310 da)
months.
The City res&uncs the righl to prepay principal on the Note in whole or in part at any time priol to Bull in
any order of maturity on terms of pm'and accrued interest.All principal so prepaiil shall cease to bear interest
on lhe prepayment date.
intcrcst Bnd pi incipal shall he Paid to the rcgtistcrcd holder of the Noic as shoivn on the records ol
oivncrship mi&intained b)thc Registrar as of the 15th &lay preceifing such interest payment.date.Interest shall bc
computed on the basis of a 360-day year oi'twclvc 30-day n&onihs.
This Noic is issued pursuant to the provisions ofScclion 3S4.24A ol lhc Code of lo&vat 1'or the purpose
of'Payin&z costs ofadjustfi&g&,cxlf aging Biul lcfundhlg CD&lsting 6)encl'Bl Obllgatl(ill lndcbtcchlcss hlcl&idiilg lhc
ouist;indina portion of'the $700,000 Gin&eral Obligation Golf'Course Note,Scrics 2005.refunded by ihc
$516.1&)0 General Obligation Ret'unding Capital Loan ifotc,Series 2010.and in order ti)I vidence thi:
obligations of'tlhc issuer under a certain l,oui Agreement,Bs amended,in conf'ormity to a Resolution ot thc
Council of the Issuer duly passed and approved.For a complete statement ol'ihc rcvcnucs and fumls I'rom which
and the conditions under which this Note is payable,a statement of the conditions under which additional Notes
of equal stamiing may be issued,and the general covenants and provisions pursumit to which this Note is issued,
relerence is made to the above described Loan Agreement and Resolution.
Ovvnership of'this Note may be transferred only by transfer upon the books kept for such purpose by
City Clerk,the Registrar.Such transfer on the books shall occur only upon presentation and sunvnder of this
Note at ihc of1icc of the Registrar as designated below,together with an assigmnent duly executed by thc owner
hereof or his duly authorized attorney in the form as shall be satislactory to the Registrar.Issuer resn ves the
right to substitute the Registrar and Paying Agent but shall,however,promptly give notice to registered
noteholdcrs of such change.'fhc Note shall bc negotiable as provide&1 in Article 8 ol'thc I)ni form Commercial
Code and subject to thc provisions for registration and transfer containetl in thc Note Resolution.
Anil it is hereby represented and certified that all acts,conditions aml things irucluisite,according to the
lava &ind Constitution of the State of Iowa,to exist,to be had,to be done,or to be performed precedent to thc
lavvful issue of this Note,have been existent,had,done and pcrforined as required by lavv;that provision lias
bccn m&ide I'or the levy of a sufficient continuing anmml tax on all the taxable property within the tenitory ol'the
issuer I'or the payment of the principal and interest ol'this Note as thc same will respectively become due;that
thc faith,credit,revenues and resources and all the real and personal propeidy ol'the Issuer are irrevocably
pledged For the prompt paynient hereof;both principal and interest,and the total indebtedness of the Issuer
including this Note,does not exceed the constituiional or statutoty limitations.
1 liis Note is a "qualitied tax-exempt obligaiion"designated by the City i or purposes of Section
265(b)(3)(13)of the Intn nal Revenue Code of 1986.
FN TESTIMONY WNEREOF,the Issuer by its Conncil,has cmiscd this Note to bc signed by the
manual signature of its Mayor and aitcsted by the manual signature ol its City Clerk,vvith thc seal of said City
impressed hereon,and to be authenticated by the lilallilili signature of an authorized representative of thc
Registrar,City Clerk,Waukcc,lowe.
Date of authentication:CITY Ol'3VAUKEE,STATii OI IOWA
This is one of the Notes described in ihc v'ithin 13y:
mcntioncd Resolution,as registered by the City Clerli ivlayor
Cl'I'Y CI,I!1&1&,Registrar
A'I I'E&S'I':
Authonzcd Signature
Rc istrar and 'I ransi'cr Agent:City Clerk
Paying Agent:City Clerk
13y;
City Clerk
ASSIGNMENT
For value received,the undersigned hereby sells,assigns and transfers unto
i&&
'I «««,&~.~&ii&
Note anti does hereby irrevocably constitute and appoint attorney in t'act
to transfer the said Note on the books kept for registration of the within Note,with full power of
sub)lltililon hl thc pl'citliscs.
Bated:
(Person(s)executing this Assignment sign(s)herc)
SICiNA'I'UI(E )
GUARANTEED)
IMPOKI'ANT -REAI)C:AREI ULLY
The si&gnaturc(s)to this I'o)ver must correspond with the name(s)ns written upon the tace ot'thc
certilicatc(s)or note(s)in every particular without alteration or enl&ugement or any change
whaiever.Signature guarantee must be providerl in accordance with thc prevailing stalnlarcls;md
fn'occthu'es of the Registrar and 'I ransfcr Agent,Such st&mdards anil procedures may require
)ignaturc to be guaranteed by certain eligible guaranior institutions that participate in a
rccognixcd signature guarantee program.
INI&ORMA'I'ION REQUIRED FOR REGISTRATION OF TRANSFI':R
Name of 'I'ransf'erec(s)
Aildres)ot"I ransfmee(s)
Social Security or I'ax Identification
Vumbm-o(Transferee(s)
fl ansicicc is a(n):
I I I II I v I du a I
I at tuel)hip
(.orporation
Trust
+'ll'the Note is to bc registered in thc names of multiple imlividud ownm s,thc nmncs oF all such oivncr)
and onc addre)s mii social secui ity numbm.must be provided,
'I he I'allowing abbreviation),i)hen ascii in thc inscription on thc flicc of ibis Note,)hall be
consirucd as though written out in I'ull according to applicable la&vs or regulations:
Tl N'COIM —as icrumts in common
TEN IIN'I'—as tenants by thc entireties
.IT 'I'1:.N —as joint tenants with righ()ot survivorship and not as ienants in common
IA UNII'TRANS MIN AGI'—.........Cnstoilian,.......
(Cil st)(IVh lie 1')
Under Io)va Linif'orm 'I ransfcrs to ivfinors Aci.................
(State)
Af)BITIONAI,A(313RliVIA'I'IONS %1AY AI.SO 131-:USED Tl IOUGII N(yf IN THli AI3OVII I,IS'I'
01121333-113193r-093