HomeMy WebLinkAbout2000-10-02-Resolutions 00-169_Bonds - Sewer Revenue - IssuanceRESOLUTION NO.00,'I (;;oGJ
Resolution approving and authorizing a Loan Agreement and providing for
the sale and issuance and securing the payment of a $365,000 Sewer RevenueNote
WHEREAS,the City of Waukee,in the County of Dallas,State of Iowa (hereinafter
referred to as the "City"),did heretofore establish a Municipal Sanitary Sewer System in and for
the City (hereinafter referred to as the "Utility")which has continuously supplied sanitary sewer
service in and to the City and its inhabitants since its establishment;and
WHEREAS,the management and control of the Utility are vested in the Council,and no
board of trustees exists for this purpose;and
WHEREAS,pursuant to a resolution adopted and approved by the City Council on May
18,1992 (the "Series 1992 Note Resolution"),the City issued its Sewer Revenue Notes,dated
June 1,1992 (the "Series 1992 Notes"),of which $30,000 currently remain outstanding (the
"Outstanding Series 1992 Notes")and are scheduled to mature on June 1,2001,provision having
been made for the prepayment of the optional portion of the Series 1992 Notes in the amount of
$385,000 on June 1,2001,by the establishment of an irrevocable escrow account;and
WHEREAS,pursuant to a resolution adopted and approved by the City Council on
August 17,1998 (the "Series 1998 Bond Resolution"),the City issued its Sewer Revenue Bonds,
dated October 8,1998 (the "Series 1998 Bonds"),of which $2,404,000 are currently outstanding
and are scheduled to mature on June 1 in each of the years,as follows:
Principal PrincipalYearAmountYearAmount
2001 $93,000 2010 $133,0002002$97,000 2011 $139,0002003$101,000 2012 $145,0002004$104,000 2013 $150,0002005$109,000 2014 $156,0002006$113,000 2015 $163,000
2007 $118,000 2016 $170,0002008$123,000 2017 $177,0002009$129,000 2018 $184,000
and
WHEREAS,pursuant to a resolution adopted and approved by the City Council on
October 19,1999 (the "Series 1999 Note Resolution"),the City issued its Sewer Revenue Notes,
dated November 1,1999 (the "Series 1999 Notes"),$670,000 of which are currently outstanding
and are scheduled to mature on June 1 in each of the years,in the respective principal amounts
and bearing interest at the respective rates,as follows:
Principal Interest Rate Principal Interest Rate
Year Amount Per Annum Year Amount Per Annum
2001 $30,000 4.75%2007 $45,000 5.25%
2002 $75,000 4.85%2008 $45,000 5.30%c I2003$75,000 4.95%2009 $45,000 5.35%
2004 $85,000 5%2010 $50,000 5.45%
2005 $85,000 5.10%2011 $50,000 5.55%
2006 $40,000 5.20%2012 $45,000 5.65%
The Series 1992 Note Resolution,the Series 1998 Bond Resolution and the Series 1999 Note
Resolution are sometimes hereinafter collectively referred to as the "Outstanding Resolutions",
and the Outstanding Series 1992 Notes,the Series 1998 Bonds and the Series 1999 Notes are
hereinafter sometimes referred to as the "Prior Obligations";and
WHEREAS,pursuant to Section 384.24A of the Code of Iowa,the City has heretofore
proposed to contract indebtedness and enter into a loan agreement (the "Loan Agreement")to
provide funds to pay a portion of the cost of constructing improvements and extensions to the
Utility and has published notice of such proposal and has held a hearing thereon;and
WHEREAS,it is necessary at this time to authorize and approve the Loan Agreement
and to make provision for the issuance of a Sewer Revenue Note in the principal amount of
$365,000 (the "Series 2000 Note")in evidence of the obligation of the City under the Loan
Agreement;
NOW,THEREFORE,Be It Resolved by the City Council of the City of Waukee,Iowa,
as follows:
Section 1.It is hereby determined that the City shall enter into the Loan Agreement
with Commercial Federal Bank,West Des Moines,Iowa,as lender (the "Lender")in
substantially the form attached hereto providing for a loan to the City in the amount of $365,000,
for the purpose or purposes set forth in the preamble hereof.
The Mayor and City Clerk are authorized and directed to sign the Loan Agreement on
behalf of the City,and the Loan Agreement is hereby approved.
Section 2.The Note is hereby authorized to be issued in the principal amount of
$365,000,and shall be dated as of the date of its delivery to the Lender and shall be payable as to
both principal and interest in the manner hereinafter specified.
The City Clerk is hereby designated as the Registrar and Paying Agent for the Note and
may be hereinafter referred to as the "Registrar"or the "Paying Agent".
The Note shall be payable in annual principal installments due on June 1 in each of the
years and in the respective principal amounts,as follows:
)
Principal Principal
Year Installment Year Installment
2001 $30,000 2006 $35,000
2002 $30,000 2007 $40,000
2003 $30,000 2008 $40,000
2004 $35,000 2009 $45,000
2005 $35,000 2010 $45,000
The Note shall bear interest at the rate of 6.20%per annum.All of the interest on the
Note shall be payable June 1,2001,and semiannually thereafter on the first day of June and
December in each year.
Payment of both principal of and interest on the Note shall be made to the registered
owner appearing on the registration books of the City at the close of business on the fifteenth day
of the month next preceding the payment date and shall be paid by check or draft mailed to the
registered owner at the address shown on such registration books;provided,however,that the
final installment of principal and interest shall be payable only upon presentation and surrender
of the Note to the Paying Agent.
The City reserves the right to prepay principal of the Note in whole or in part at any time
prior to and in any order of maturity upon terms of par and accrued interest;provided,however,
that unless part of a general restructuring of City debt or of the City's sewer revenue debt,all
principal prepaid within the first five years with funds received through a refinancing with
another lender is subject to the prepayment prices set forth in the following table (expressed as a
percentage of the principal amount):
Prepayment Date Prepayment Price
October 26,2000,through June 1,2001
June 2,2002,through June 1,2003
June 2,2003,through June 1,2004
June 2,2004,through June 1,2005
June 2,2005,through June 1,2006
103%
102%
101%
101%
101%
All principal prepaid shall cease to bear interest on the prepayment date.
The Note shall be executed on behalf of the City with the official manual or facsimile
signature of the Mayor and attested with the official manual or facsimile signature of the City
Clerk and shall have the City's seal impressed or printed thereon,and shall be a fully registered
Note without interest coupons.The issuance of the Note shall be recorded in the office of the
City Treasurer,and the certificate on the back of the Note shall be executed with the official
manual or facsimile signature of the City Treasurer.In case any officer whose signature or the
facsimile of whose signature appears on the Note shall cease to be such officer before the
delivery of the Note,such signature or such facsimile signature shall nevertheless be valid and
sufficient for all purposes,the same as if such officer had remained in office until delivery.
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The Note and the interest thereon,together with any additional obligations as may be
hereafter issued and outstanding from time to time ranking on a parity therewith (which
additional obligations are hereinafter sometimes referred to as "Parity Obligations"),shall be
payable solely from the Net Revenues of the Utility and the Sinking Fund (hereinafter referred
to),subject to the prior obligations;provided,however,that the City Council hereby covenants to
appropriate to the 2000 Note Debt Service Subaccount hereinafter established,in each year while
the Note is outstanding,all of the special assessment collections received from the levy of special
assessments against Parcels numbered 4,5 and 7 as shown on the Final Assessment Schedule for
the City's Hickman Road Pump Station and Sewer Extension Project (the "Appropriated Special
Assessment Collections"),to pay interest on and principal of the Note as such payments become
due.The owners of the Note shall have a valid claim only against said Net Revenues and
Appropriated Special Assessments,which are hereby pledged for such purpose,subject as to the
application of the Net Revenues to the payment of the principal of and interest on the Prior
Obligations.Neither the Note nor the Loan Agreement shall be a general obligation of the City,
nor payable in any manner by general taxation,and under no circumstances shall the City be in
any manner liable by reason of the failure of the Net Revenues of the Utility and the
Appropriated Special Assessments to be sufficient for the payment in whole or in part of the I
Note and the interest thereon or to otherwise discharge the City's obligation under the Loan
Agreement.
The Note shall be fully registered as to principal and interest in the name of the owner on
the registration books of the City kept by the Registrar,and after SUCh.registration,payment of
the principal and interest thereof shall be made only to the registered owner,ItS legal
representatives or assigns.The Note shall be transferable only upon the registratIOn books of the
City upon presentation to the Registrar,together with either a written instrument of transfer
satisfactory to the Registrar or the assignment form thereon completed and duly executed by the
registered owner or the duly authorized attorney for such registered owner.
The record and identity of any owners of the Note shall be kept confidential as provided
by Section 22.7 of the Code of Iowa.
Section 3.The Note shall be in substantially the following form:
)
(Form of Note)
UNITED STATES OF AMERICA
STATE OF IOWA COUNTY OF DALLAS
CITY OF WAUKEE
SUBORDINATE SEWER REVENUE NOTE
No.1 $365,000
RATE MATURlTYDATE NOTE DATE
6.20%June 1,2010 (Closing Date)
The City of Waukee (the "City"),in the County of Dallas,State of Iowa,for value
received,promises to pay in the manner hereinafter provided to
Commercial Federal Bank
West Des Moines,Iowa
or registered assigns,the principal sum of THREE HUNDRED SIXTY-FIVE THOUSAND
DOLLARS,together with interest on the outstanding principal hereof from the date of this Note,
or from the most recent payment date on which interest has been paid,except as the provisions
hereinafter set forth with respect to prepayment prior to maturity may be or become applicable
hereto.
Interest on this Note at the rate of 6.20%per annum shall be payable semiannually on
June 1 and December 1,commencing June 1,2001.Principal of this Note shall be payable in
annual principal installments on June 1 in each of the respective years,in the respective principal
installment amounts,as follows:
Principal Principal
Year Installment Year Installment
2001 $30,000 2006 $35,000
2002 $30,000 2007 $40,000
2003 $30,000 2008 $40,000
2004 $35,000 2009 $45,000
2005 $35,000 2010 $45,000
Both principal of and interest on this Note are payable to the registered owner appearing
on the registration books of the City maintained by the City Clerk (hereinafter referred to as the
"Registrar"or the "Paying Agent")at the close of business on the fifteenth day of the month next
preceding the payment date in lawful money of the United States of America by check or draft
mailed to the registered owner at the address shown on such registration books;provided,
however,that the final installment of principal and interest shall be payable only upon
presentation and surrender of this Note to the Paying Agent.
The City reserves the right to prepay principal of this Note in whole or in part at any time
prior to and in inverse order of maturity on terms of par and accrued interest;provided,however,
that unless part of a general restructuring of City debt or of the City's sewer revenue debt,all
principal prepaid within the first five years with funds received through a refinancing with
another lender is subject to the prepayment prices set forth in the following table (expressed as a
percentage of the principal amount):
Prepayment Date Prepayment Price I
October 26,2000,through June 1,2001
June 2,2002,through June 1,2003
June 2,2003,through June 1,2004
June 2,2004,through June 1,2005
June 2,2005,through June I,2006
103%
102%
101%
101%
101%
All principal prepaid shall cease to bear interest on the prepayment date.
This Note is issued by the City to evidence its obligation under a certain Loan
Agreement,dated as of the date hereof (the "Loan Agreement")entered into by the City for the
purpose of providing funds to pay costs of paying a portion of the cost of constructing
improvements and extensions to the City's Municipal Sanitary Sewer System (the "Utility").
This Note is issued pursuant to and in strict compliance with the provisions of Chapter
384 of the Code of Iowa,1999,and all other laws amendatory thereof and supplemental thereto,
and in conformity with a resolution of the City Council authorizing and approving the Loan
Agreement and providing for the issuance and securing the payment of this Note (the
"Resolution"),and reference is hereby made to the Resolution and the Loan Agreement for a
more complete statement as to the source of payment of this Note and the rights of the owners of
this Note.)
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DORSEY &WHITNEY LLP,ATTORNEYS,DES MOINES,IOWA
This Note is not a general obligation of the City but,together with any additional
obligations as may be hereafter issued and outstanding from time to time ranking on a
parity therewith as provided in the Resolution,is payable solely and only out of the future
Net Revenues of the Utility,a sufficient portion of which has been ordered set aside and
pledged for that purpose,subject as to the application of such Net Revenues to the
payment of the principal of and interest on the City's prior issue of Sewer Revenue
Notes,Series 1992,dated June 1,1992;Sewer Revenue Bonds,Series 1998,dated
October 8,1998;and Sewer Revenue Refunding Notes,Series 1999,dated November 1,
1999;and provided further,that the City Council has covenanted to appropriate to the
2000 Note Debt Service Subaccount established by the Resolution in each year while this
Note is outstanding all of the special assessment collections received from the levy of
special assessments against Parcels numbered 4,5 and 7 as shown on the Final
Assessment Schedule for the City's Hickman Road Pump Station and Sewer Extension
Project and annually appropriated to 2000 Note Debt Service Subaccount,(the
"Appropriated Special Assessment Collections"),to pay interest on and principal of this
Note as such payments become due,and the City has pledged the Appropriated Special
Assessment Collections for the full and prompt payment of the principal of and interest
on this Note.This Note is not payable in any manner by general taxation,and under no
circumstances shall the City be in any manner liable by reason of the failure of the said
Net Revenues and Appropriated Special Assessments to be sufficient for the payment of
this Note and the interest hereon.
This Note is fully negotiable but shall be fully registered as to both principal and
interest in the name of the owner on the books of the City in the office of the Registrar,
after which no transfer shall be valid unless made on said books and then only upon
presentation of this Note to the Registrar,together with either a written instrument of
transfer satisfactory to the Registrar or the assignment form hereon completed and duly
executed by the registered owner or the duly authorized attorney for such registered
owner.
The City,the Registrar and the Paying Agent may deem and treat the registered
owner hereof as the absolute owner for the purpose of receiving payment of or on
account of principal hereof,premium,if any,and interest due hereon and for all other
purposes,and the City,the Registrar and the Paying Agent shall not be affected by any
notice to the contrary.
And It Is Hereby Certified,Recited and Declared that all acts,conditions and
things required to exist,happen and be performed precedent to and in the issuance of this
Note have existed,have happened and have been performed in due time,form and
manner,as required by law,and that the issuance of this Note does not exceed or violate
any constitutional or statutory limitation or provision.
IN TESTIMONY WHEREOF,the City of Waukee,Iowa,by its City Council,has
caused this Note to be sealed with its official seal,to be executed by its Mayor and
attested by its City Clerk,all as of 2nd Day,of October,2000 ..
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A YES:Gruber,Berger,Watts,Peard,Johnson
Nays:
CITY OF WAUKEE,IOWA
Donald L.Bailey,Jr.,Mayor
Attest:
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