HomeMy WebLinkAbout2015-07-06-Resolutions 15-207_Bonds - Golf Course Revenue Refunding CLN Series 2010 - IssuanceRESOLUTION 15-207
RESOLUTION APPROVING AN AMENDMENT TO THE
RESOLUTION AUTHORIZING ISSUANCE OF GOLF COURSE
REVENUE 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 Golf
Course Revenue Refunding Capital Loan Note,Series 2010,in the amount of $776,228
(hereinafter the "Notes")currently outstanding in the amount of $595,258.33,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
4.20%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 4.20%per annum on the outstanding principal amount from and after
June I,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 I,
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
Mayor
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
I";XI II BI'I'A
REVISLD DEBT SERVICE SCI-IEDULE
Dates 06f/5f2015 Charter Bank Page I
I'undin Date:07/06/2015
Pirst Payment Date:12/01/2015
Compounding:U.S.Rule Principal:309,363.73
Period:Actual/360 Initial Interest Rate:0.000%
Pmt Schedule:Semi-Annually Interest Rate:3.500%
Pmt Amount:33,925.18
Payment Payment
I%umber Date Da s
Payment
Amount
Interest Principal Outstanding
Amount Reduction Balance
Equity
Built
1 12/01/7015
7 06/01/2016
3 17/01/7016
4 06/01/2017
148
183
183
187
$33.925.18
$33r925.18
$33,975.18
$225,403.06
4,451.40
4,979.7 1
4,464.72
3,919.04
29,473.78
28,945.47
29,460.46
221,484.02
279,8 89.95
250,944.48
221,484.02
.00
$29,473.78
$58,419.25
$87,879.71
$309,76m 7o
2017 Totals:
Grand Totals:
327,178.60 17,814.87 309,363.73
327,178.60 17,814.87 309,363.73
Tltit v tnorti arian sclrcdvle ls provided to yau for your convenience.77re amorrieodon may ismlude asrimates based upon informs ri on pro videri by you.4ctuul rerms of
credb'off red by vs mcy varyfrom tbis omocursatian sd&edula Tire ouotturding balance sltown ubnve will vary fronryour amual ovtstanrlirr balance owed ro tire/tang
becuvse of tire timing ofpayments.
EXHIBIT B
AMENDMENT TO LOAN AGREEMENT
The I.oan Agrecmcnt (Golf Course Revenue)(the "Agreement")entered into as of June I,2010
by and between the City of Waukee,Iowa (the "City"or "Issuer")and Charter Bank of Waukee,Iowa
(the "Lender"),relating to a loan from the I.ender to the City,currently outstanding in thc aggregate
amount of,'11595,258.33,is hereby amended as follows:
1.The applicable interest rate for the Agreement shall bc cllarlgecl to 4.20%.eff'ective as ot'
.tune I,2015,and the ftnal maturity date of thc Note shall be extended fiom June I,2015 to June I,
2017,and all references to the maturity elate and interest rate of the Note in the Agreement atui thc
Resolution authorixing issuance of'thc same shall be ttnd are hereby revised to reflect the amcndccl
interest rate and final maturity date.
2.The Note shall thereallter bc payable in accordance with thc debt service schedule
attached hcrcto and incorporated herein by this ref'crcnce.
2.Iixccpt as amended herein,all of the other terms and conditions of the Agreement are in
all respects ratified,conltrmed and ttpprovecl ancl shall remain in full effect.
IN WI'I'NESS WIIERIIOF,we have hereunto afhxed our signatures all as of tltc 7th day of
July 2015
(SEAI 0
CITY OF WAI II&I;E,IOWA
Attcs!;
City Clerk
CkIARTFR 13ANK (LENDER)
)3y:
(Signatute)
Bllle)
(Titic)
11XIIII3 IT C
EORM 01 REPLACEMENT NOTE
REGISTERED
Amcnde&1 Certificate No.I
1&Ii:G I ST E R I',D
Principal Amount $595,258.33
Uiii'ITED STATES OF AMERICA
STATE Ol'IOWA
COUNTY OF DALLAS
CITY OF WAUKEE
COLF COURSE REVENUE REFUNDING CAPITAL LOAN NOTE
ESSENTIAL CORPORATEi PURPOSE
Interest Rate
4.20%
Maturity Date
June I,2017
Note Date
,July 6,2015
'I hc City oi'yVaukee,State of 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 thc
source and as hcreinaller provided,on thc maturity date indicated above,to
CHARTER BANK
455 -6th Street,P.O.Box 550
Waukcc,l&nva 50263
I'ederal Identification No.42-1470586
ol'I'cgistcred assigns,thc principal sum nfl IVF HUNDRED NINETY-FIVE TIIOUSAND TyVO I IUNDRED
I)ilrl Y-EIGH'I DOI.LARS AND 'I IIIRTY-THREE CENTS in lawful money of the United States of America,
on the maturitv date shoyvn above,only upon presentation and surrender hereof at the ol fice oi'thc Citv Clerk,
paying Agent of this issue,or its successor,with interest on such sum from the date hcrcoi'until paid at ihe rate
per annunl spccilied above.
I'rincipal of'thc Note shall bear interest at the rate ol 4.20%pcr iiilllilln Thcrcafter,both principal of
and interest on thc Viote shall bc payable in equal semiannual installments in the amouni of $36 937 51 each.
due oii thc iirst day of Junc and Deccmbcr each yea&3 conuncncing December I,'2015,and continuing through
and including Dcccmbcr I,2016 with onc final installment ol all remaining principal nnd interest due thereon at
maturity on .lunc I,20I7.All payments shall bc applied first to ihc payment of interest due and next to the
reduction of'principal.Interest shall bc calculated on the basis of a 360-day year comprised of twelve 30-day
IO 011th s.
Interest snd principal shall be paid to the rcgistcrcd holder oi'thc Note as shown on the records oi'
oivnership mnintaincd b!thc.Regisuar as of'thc 15th day preceding such inier st payment date.
I hc City ivsci yes thc right to prepay principal on the Note in &vholc or in ixirt at any time prior to aml in
1111!'olde&&1i &11&&I&Ii'Itv oil tcl'ms oi pal a&id&it:el&lcd interest.All pil&1clpill so pi'epaid shall cease to bear interest.
on thc picpayment date.
This Note is issued pursuant to the provisions of Sections 3184.24A aml 381.83 of the Code of low"i,I'nr
the purpose ol'paying costs of adjusting,extending and refurnling existing &Jolf Course Revenue indebtedness
including ihc 8925 000 Giolf Course Revenue Note,Series 2005,refunded by $776,228 Golf Course Revenue
Ref'unding Capital I.oan Note,Series 2010,and in order to evidence thc obligations ol'the Issuer under a certain
I.oan Agrecmcnt,as amended,in conl'oirmity to a Resolution oi'the City Council of the Citv duly passed and
appluyCd.I)ol a Con&Plcic sultcnICII&Ot the rcvcn&ICS a&10 I&lads iloln 1yhich aind thi:cond&&In&Is il&1dei ivhil'h tll&S
Note is payablc,a statement of thc conditions under which additional Notes or Bonds of equal standing may be
issued,and the g&encrai covenants and provisions pursuant to which this Note is issued,reference is ITI&ldc to thc
above desto ibed I.o ut Agrccmmtt and Resolution.
Ownership of this Note may bc transferred only by transfm upon thc books i&opt f'or such purpose by the
City Clerk,the Registrar.Such transfer on the books shaH occur only upon presentation and surrender of this
Note at the office of tbe Registrar as designated below,together vvith an assignmcnt duly executed by the owner
hereof or his duly authorized attorney in the form as shall be satisfactory to thc Registrar.Issuer rcsctves the
right to substitute thc Registl'&al slid Paying Agent but shaH,however,promptly give notice to rcgistcred
Noteholdcrs of such change.AH Notes shall bc negotiable as provided in Article 8 of'the Uniform Commercial
Cocle and subject to the provisions for registration aml transfer contained in the Note Resolution.
This Note and the series of which it forms a part and any Additional Obligations vvhich may be hereafter
issued and outstanding fiom time to time on a parity with tlte Notes,as provided in thc Note Resolution and
Loan Agreement of which notice is hereby given and which arc hereby macle a part hereof,are payable from and
secured by a pledge of thc nct revcm&cs of tho Sugar Creek golf enterprise of thc City of '&V&aukcc (the "Systent"),
as dciincd and provided in the Resolution.There has heretofore been established and the City covenants and
abmccs that it will maintain just and equitable rates or charges for the use of and service rendered by the System
in each year for the payment of the proper and reasonable cxpmtses of operation and maintenance of the System
and I'or the establishmntt of a sul'ficient sinking fund to meet the principal ot'and intcrcst on this series ot Notes,
anal other Obligations ranking on a parity therewith,as the same become due.This Note is not payable in any
mannm by taxation and under no circumstances shall the City bc in any lllalutel'liable by reason of the lailurc el'
thc nct earnings to be sufficient for the payment hereof.
This Note is a "qualified lax-exempt obligation"designated by the City for purposes of Section
265(b)(8)(B)of thc Internal Rcvenuc Code ot'1 986.
And it is hereby represented and certiftcd that aH acts,conditions and I hinge requisite,according to the
law s and Constiu&tion of the State of iowa,to exist,to be had,to be done,or to be perl'ormer!precedent to the
lawf'ul issue of this Note,have been existent,had,done and performed as required by law.
IN 'I'ESTIMONY WI IEREOF,tftc City by its City Council has caused this Note to be signed by tile
manual signature oi'its Iviayor and attcstcd by the,manual signature of its Clerk,vvith the seal of the City
impressed hereon,and authenticated by the manual signature of an authorized representative ol'the Reg&istrar,
thc City Clerk,Waukee,lowe.
Date of authentication:CITY OF WAUKEE,STATE OF IOWA
This is one of thc Notes described in the within By:
mentioned Resolution,as registered by the City Clerk Mayor
CI'I'Y CI,EltK&Itc istrar
A'I'TEST:
Authonzed Stgnaturc
Registrm'nnd 'I'r&ntsfcr Agent:City Clerk
Paying ¹ent:Citv Clerk
13y.'
City Clerk
ASSIGNMENT
For value received,thc undersigned hereby sells,assignis and transfers unto
(Social Security or Tax Identification No.~thc Lvithin
Note and docs hereby irrevocably constitute and appoint attorney in fact
to Iransfer the said Note on thc books kept for registration of the within Note,with full power of
subst.itution in the premises.
Dated:
(I'erson(s)executing this Assignment sign(s)here)
SIGNA'f URE )
GUARANTLED)
IMPORTANT -READ CAREFULLY
Thc si&inalure(s)to this I'ower must corresirond lvith thc nalne(s)as written upoil the face of thc
ceriilicatc(s)or note(s)in every particular without alteration or enlargement or any chmige
whatever.Signature gum antee must be provided in accordance with thc prevailing standarcls and
procedures of the Registrar and Tmnsl'er Agent.Such standards and proccclures may require
signaiure to bc guaranteed by certain eligible guarantor institutions that plirticipate in a
rccognixcd signalurc gllaranlee pi ogi alii.
INFORiVIATION REQUIRED FOR REGISTRA'I'ION OF 'I'RANSFER
Name of Tiansfcree(s)
Adclress of Transferee(s)
Social Security or Tax Idcntilication
Number of Transferee(s)
Trmls farce is a(n):
Indi viciual 9
I'artncrship
Col'poi'lltioii
TI'Lisl
'If the Note is to bc registered in thc names ol'multiple individual olvners,the names ol'all such owners
m«l one address and social security mimbm.must be provided.
The t'ollowin abbreviations,when used in the inscription on the I'acc of this Note,shall be
construed as though Lvi ittcn out in full accorcling to applicable laws or rcgulaiions;
I EN COfvl —ils tcnallts ill coninloil
TEN I:.NT -as tenants by lhc entireties
.IT TFN —I!s Joint tcllilllls with rights ofsurvivorship encl not Bs tenants in common
IA UNIF 'I'RANS iVIIN ACT -......,..Custoclimi ..........
(Cost)(Mhlol')
Under lowe L'nilorm Transfers to Minors Act................
(State)
ADDI'I'l(JNAI.A(IBREVIA I IONS MAY ALSO (3E (ISED TIIOUGI I NO'I'IN TIIE A13OVF LIST
0112.ISI9 li 1931-li92