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HomeMy WebLinkAbout4337 AN ORDINANCE of the City of Bremerton, Washington, relating to contracting indebtedness; providing for the issuance of $730,000 par value Limited Tax General Obligation Bonds, 1991 (Taxable), of the City for general City purposes to provide funds with which to pay the cost of acquiring and remodeling an office building for City use; fixing the date, form, maturities, interest rates, terms and covenants of the bonds; establishing a bond redemption fund and an acquisition fund; and approving the sale and providing for the delivery of the bonds to Seattle-First National Bank of Seattle, Washington. WHEREAS, the City of Bremerton, Washington (the "City"), is in need of acquiring and remodeling an office building for use by various departments of the City, the estimated cost of which is $730,000, and the City does not have available sufficient funds to pay that cost; NOW, THEREFORE, BE IT ORDAINED BY THE MAYOR AND CITY COUNCIL OF THE CITY OF BREMERTON, WASHINGTON, as follows: Section 1. Debt Capacity. The assessed valuation of the taxable property within the City as ascertained by the last preceding assessment for City purposes for the calendar year 1991 is $855,620,809, and the City has outstanding general indebtedness evidenced by limited tax general obligation bonds, notes and conditional sales contracts in the principal amount of $3,424,129 incurred within the limit of up to 3/4 of 1% of the value of the taxable property within the City permitted for general municipal purposes without a vote of the qualified voters therein, unlimited tax general obligation bonds in the principal amount of $2,410,000 incurred within the limit of up to 2-1/2% of the value of the taxable property within the City for capital purposes only issued pursuant to a vote of the qualified voters of the City, and the amount of indebtedness for which bonds are authorized herein to be issued is $730,000. Section 2. Authorization of Bonds. The City shall borrow money on the credit of the City and issue negotiable limited tax general obligation bonds evidencing that indebtedness in the amount of $730,000 for general City purposes to provide the funds to pay the cost of acquiring and remodeling an office building for use by various departments of the City (the "Project") and to pay the costs of issuance and sale of the bonds (the "costs of issuance"). The general indebtedness to be incurred shall be within the limit of up to 3/4 of 1% of the value of the taxable property within the City permitted for general municipal purposes without a vote of the qualified voters therein. Section 3. Description of Bonds. The bonds shall be called Limited Tax General Obligation Bonds, 1991 (Taxable), of the City (the "Bonds"); shall be in the aggregate principal amount of $730,000; shall be dated September 1, 1991; shall be in the denomination of $5,000 or any integral multiple thereof within a single maturity; shall be numbered separately in the -2- with any additional designation as the Bond Registrar (collectively, the fiscal agencies of the State of Washington Seattle, Washington, and New York, New York) deems for purposes of identification; shall bear interest at set forth below (computed on the basis of a 360-day twelve 30-day months), payable semiannually on March 1 September 1; and shall bear interest at the rates and mature 1 in years and amounts as follows: Maturity Interest Years Amounts Rates 1992 $ 15,000 6 80% 1993 15,000 7 50 1994 15,000 8 00 1995 20,000 8 60 1996 20,000 8 75 1997 20,000 9 00 1998 25,000 9 00 1999 25,000 9 05 2000 30,000 9 10 2001 30,000 9 10 2002 35,000 9 20 2003 35,000 9 20 2004 40,000 9 25 2005 45,000 9 25 2006 50,000 9 30 2007 50,000 9 30 2008 55,000 9 30 2009 60,000 9 40 2010 70,000 9 40 2011 75,000 9 40 the capital facility to be acquired with the the Bonds exceeds the term of the Bonds. 4. Registration and Transfer of Bonds. The Bonds issued only in registered form as to both principal and recorded on books or records maintained by the Bond (the "Bond Register"). The Bond Register shall -3- contain the name and mailing address of the owner of each Bond and the principal amount and number of each of the Bonds held by each owner. Bonds surrendered to the Bond Registrar may be exchanged for Bonds in any authorized denomination of an equal aggregate principal amount and of the same interest rate and maturity. Bonds may be transferred only if endorsed in the manner provided thereon and surrendered to the Bond Registrar. Any exchange or transfer shall be without cost to the owner or transferee. The Bond Registrar shall not be obligated to exchange or transfer any Bond during the fifteen days preceding any principal payment or redemption date. Section 5. Payment of Bonds. Both principal of and interest on the Bonds shall be payable in lawful money of the United States of America. Interest on the Bonds shall be paid by checks or drafts mailed on the interest payment date to the registered owners at the addresses appearing on the Bond Register on the fifteenth day of the month preceding the interest payment date. Principal of the Bonds shall be payable upon presentation and surrender of the Bonds by the registered owners at either of the principal offices of the Bond Registrar at the option of the owners. Section 6. Optional Redemption and Open Market Purchase of Bonds. Bonds maturing in the years 1992 through 2001, inclusive, shall be issued without the right or option of the -4- City to redeem those Bonds prior to their stated maturity dates. The City reserves the right and option to redeem the Bonds maturing on or after September 1, 2002, prior to their stated maturity dates, as a whole, or in part in inverse order of maturity (and by lot within a maturity in such manner as the Bond Registrar shall determine), on September 1, 2001, or on any interest payment date thereafter, at par plus accrued interest to the date fixed for redemption. Portions of the principal amount of any Bond, in installments of $5,000 or any integral multiple thereof, may be redeemed. If less than all of the principal amount of any Bond is redeemed, upon surrender of that Bond at either of the principal offices of the Bond Registrar, there shall be issued to the registered owner, without charge therefor, a new Bond (or Bonds at the option of the registered owner) of the same maturity and interest rate in any of the denominations authorized by this ordinance in the aggregate principal amount remaining unredeemed. The City further reserves the right and option to purchase any or all of the Bonds in the open market at any time at a price not in excess of par plus accrued interest to the date of purchase. All Bonds purchased or redeemed under this section shall be cancelled. -5- Section 7. Notice of Redemption. The City shall cause notice of any intended redemption of Bonds to be given not less than 30 nor more than 60 days prior to the date fixed for redemption by first-class mail, postage prepaid, to the registered owner of any Bond to be redeemed at the address appearing on the Bond Register at the time the Bond Registrar prepares the notice, and the requirements of this sentence shall be deemed to have been fulfilled when notice has been mailed as so provided, whether or not it is actually received by the owner of any Bond. Interest on Bonds called for redemption shall cease to accrue on the date fixed for redemption unless the Bond or Bonds called are not redeemed when presented pursuant to the call. In addition, the redemption notice shall be mailed within the same period, postage prepaid, to Moody's Investors Service, Inc., and Standard & Poor's Corporation at their offices in New York, New York, or their successors, to Seattle-First National Bank, at its principal office in Seattle, Washington, or its successor, and to such other persons and with such additional information as the City Treasurer shall determine, but these additional mailings shall not be a condition precedent to the redemption of Bonds. Section 8. Failure to Redeem Bonds. If any Bond is not redeemed when properly presented at its maturity or call date, the City shall be obligated to pay interest on that Bond at the same rate provided in the Bond from and after its maturity or 6 call date until that Bond, both principal and interest, is paid in full or until sufficient money for its payment in full is on deposit in the bond redemption fund hereinafter created and the Bond has been called for payment by giving notice of that call to the registered owner of each of those unpaid Bonds. Section 9. Pledqe of Taxes. For as long as any of the Bonds are outstanding, the City irrevocably pledges to include in its budget and levy taxes annually within the constitutional and statutory tax limitations provided by law without a vote of the electors of the City on all of the taxable property within the City in an amount sufficient, together with other money legally available and to be used therefor, to pay when due the principal of and interest on the Bonds, and the full faith, credit and resources of the City are pledged irrevocably for the annual levy and collection of those taxes and the prompt payment of that principal and interest. Section 10. Form and Execution of Bonds. The Bonds shall be printed or lithographed on good bond paper in a form consistent with the provisions of this ordinance and state law, shall be signed by the Mayor and City Clerk, either or both of whose signatures may be manual or in facsimile, and the seal of the City or a facsimile reproduction thereof shall be impressed or printed thereon. Only Bonds bearing a Certificate of Authentication in the following form, manually signed by the Bond Registrar, shall be -7- valid or obligatory for any purpose or entitled to the benefits of this ordinance: CERTIFICATE OF AUTHENTICATION This bond is one of the fully registered City of Bremerton, Washington, Limited Tax General Obligation Bonds, 1991 (Taxable), described in the Bond Ordinance. WASHINGTON STATE FISCAL AGENCY Bond Registrar By Authorized Officer The authorized signing of a Certificate of Authentication shall be conclusive evidence that the Bonds so authenticated have been duly executed, authenticated and delivered and are entitled to the benefits of this ordinance. If any officer whose facsimile signature appears on the Bonds ceases to be an officer of the City authorized to sign bonds before the Bonds bearing his or her facsimile signature are authenticated or delivered by the Bond Registrar or issued by the City, those Bonds nevertheless may be authenticated, delivered and issued and, when authenticated, issued and delivered, shall be as binding on the City as though that person had continued to be an officer of the City authorized to sign bonds. Any Bond also may be signed on behalf of the City by any person who, on the actual date of signing of the Bond, is an officer of the City authorized to sign bonds, although he or she did not hold the required office on the date of issuance of the Bonds. Section 11. Bond Reqistrar. The Bond Registrar shall keep, or cause to be kept, at its principal corporate trust office, sufficient books for the registration and transfer of the Bonds which shall be open to inspection by the City at all times. The Bond Registrar is authorized, on behalf of the City, to authenticate and deliver Bonds transferred or exchanged in accordance with the provisions of the Bonds and this ordinance, to serve as the City's paying agent for the Bonds and to carry out all of the Bond Registrar's powers and duties under this ordinance and City Ordinance No. 3862 establishing a system of registration for the City's bonds and obligations. The Bond Registrar shall be responsible for its representations contained in the Bond Registrar's Certificate of Authentication on the Bonds. The Bond Registrar may become the owner of Bonds with the same rights it would have if it were not the Bond Registrar and, to the extent permitted by law, may act as depository for and permit any of its officers or directors to act as members of, or in any other capacity with respect to, any committee formed to protect the rights of Bond owners. Section 12. Bonds Neqotiable. The Bonds shall be negotiable instruments to the extent provided by RCW 62A.8-102 and 62A.8-105. Section 13. Purpose of Project. The office building being acquired and remodeled is to be used for strictly City purposes. Currently the City has need to use approximately 40% -9- of the floor area of the building, but the City Council intends that the City will occupy the entire building in the future. The proper City officials may rent, pursuant to law, any space not used by the City to a person or persons, public or private, pursuant to rules hereafter established or approved by the City Council. Section 14. Advance Refundinq or Defeasance of the Bonds. The City may issue advance refunding bonds pursuant to the laws of the State of Washington or use money available from any other lawful source to pay when due the principal of and interest on the Bonds, or any portion thereof included in a refunding or defeasance plan, and to redeem and retire, refund or defease all such then-outstanding Bonds (hereinafter collectively called the "defeased Bonds") and to pay the costs of the refunding or defeasance. If money and/or government obligations (as defined in Chapter 39.53 RCW, as now or hereafter amended) maturing at a time or times and bearing interest in amounts (together with money, if necessary) sufficient to redeem and retire, refund or defease the defeased Bonds in accordance with their terms are set aside in a special trust fund or escrow account irrevocably pledged to that redemption and retirement of defeased Bonds (hereinafter called the "trust account"), then all right and interest of the owners of the defeased Bonds in the covenants of this ordinance and in the funds and accounts obligated to the payment of the defeased Bonds shall cease and become void. The -10- owners of defeased Bonds shall have the right to receive payment of the principal of and interest on the defeased Bonds from the trust account. The defeased Bonds shall be deemed no longer outstanding, and the City may apply any money in any other fund or account established for the payment or redemption of the defeased Bonds to any lawful purposes as it shall determine. Section 15. Bond Fund and Deposit of Bond Proceeds. There is created and established in the office of the City Treasurer a special fund designated as the Limited Tax General Obligation Bond Fund, 1991 (Taxable) (the "Bond Fund"). Accrued interest on the Bonds, if any, received from the sale and delivery of the Bonds shall be paid into the Bond Fund. There also is created and established in the office of the City Treasurer a special fund designated as the Office Building Acquisition Fund, 1991 (the "Acquisition Fund"). The principal proceeds and premium, if any, received from the sale and delivery of the Bonds shall be paid into the Acquisition Fund and used for the purposes specified in Section 2 of this ordinance. Until needed to pay the costs of the Project and costs of issuance, the City may invest principal proceeds temporarily in any legal investment, and the investment earnings may be retained in the Acquisition Fund and spent for the purposes of that fund. All taxes collected for and allocated to the payment of the principal of and interest on the Bonds shall be deposited in the Bond Fund. -11- Section 16. Approval of Bond Purchase Contract and Delivery of Bonds. Seattle-First National Bank of Seattle, Washington, has presented a bond purchase contract (the "Bond Purchase Contract") to the City offering to purchase the Bonds under the terms and conditions provided in the Bond Purchase Contract, which written Bond Purchase Contract is on file with the City Clerk and is incorporated herein by this reference. The City Council finds that entering into the Bond Purchase Contract is in the City's best interest and therefore accepts the offer contained therein and authorizes its execution by City officials. The Bonds will be printed at City expense and will be delivered to the purchaser in accordance with the Bond Purchase Contract, with the approving legal opinion of Foster Pepper & Shefelman, municipal bond counsel of Seattle, Washington, regarding the Bonds printed on each Bond. Bond counsel shall not be required to review and shall express no opinion concerning the completeness or accuracy of any official statement, offering circular or other sales material issued or used in connection with the Bonds, and bond counsel's opinion shall so stats. The City Council has been provided with copies of preliminary official statement dated August 5, 1991 (the "Preliminary Official Statement"), prepared in connection with the sale of the Bonds. At the request of the purchaser, -12- the City under the terms of Securities and Exchange Commission Rule 15c2-12(b)(1), "deems final" that Preliminary Official Statement as of its date, except for the omission of information as to offering prices, interest rates, selling compensation, aggregate principal amount, principal amount per maturity, maturity dates, options of redemption, delivery dates, ratings and other terms of the Bonds dependent on such matters. The proper City officials are authorized and directed to do everything necessary for the prompt delivery of the Bonds to the purchaser and for the proper application and use of the proceeds of the sale thereof. Section 17. Temporary Bond. Pending the printing, execution and delivery to the purchaser of definitive Bonds, the City may cause to be executed and delivered to the purchaser a single temporary Bond in the total principal amount of the Bonds. The temporary Bond shall bear the same date of issuance, interest rates, principal payment dates and terms and covenants as the definitive Bonds, shall be issued as a fully registered Bond in the name of the purchaser, and otherwise shall be in a form acceptable to the purchaser. The temporary Bond shall be exchanged for definitive Bonds as soon as they are printed, executed and available for delivery. Section 18. Effective Date. The City is in urgent need of acquiring the Project and has been advised that a favorable market exists at this time for the sale of the Bonds resulting -13- in lower interest rates on the Bonds and a savings to the City and its taxpayers. Therefore, the City Council finds that sufficient urgency exists to require that this ordinance take effect immediately upon its passage and publication. PASSED by the City Council of the City of Bremerton, Washington, at a regular open public meeting thereof, this 14th day of August. 1991. LY~qN HORTON, President Bremerton City Council APPROVED this c~%%+ day of Au/~st,,%99!,. E~TO~, M~yor ATTEST: KATHLEEN L. McCLUSK~ Clerk APPROVED AS TO FORM: ~AN SIEVERS, City Attorney ML(:-1923' -14-