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HomeMy WebLinkAboutResolutions 1993 (51) s RESOLUTION PROVIDING THE FORM OF THE $9,850,000 GENERAL OBLIGATION GOVERNMENT CENTER REFUNDING BONDS, SERIES 1994A; AND LEVYING A TAX IN CONNECTION THEREWITH/ .31 \ Resolution No. 6/0 St. Croix County, Wisconsin WHEREAS, on October 19, 1993, the County Board of St. Croix County, Wisconsin (the "County ") adopted a resolution entitled: "Resolution Authorizing the Borrowing of $9,915,000; and Providing for the Issuance and Sale of General Obligation Government Center Refunding Bonds, Series 1994A" (the "Authorizing Resolution ") which authorized the issuance of general obligation refunding bonds for the purpose of paying the cost of refinancing the callable portion of certain of its outstanding obligations, to wit: $11,500,000 General Obligation Government Center Building Bonds, Series 1992A dated January 1, 1992 (the "1992 Bonds ") (the "Prior Issue ") (hereinafter the refinancing of the County's outstanding obligation shall be referred to as the "Refunding "), and there are insufficient funds on hand to pay said costs; WHEREAS, the County Board deems it to be necessary, desirable and in the best interest of the County to refund the Prior Issue for the purpose of providing interest cost savings; WHEREAS, counties are authorized by the provisions of Chapter 67 of the Wisconsin Statutes to refinance their outstanding obligations; WHEREAS, pursuant to the Authorizing Resolution, the County Clerk (in consultation with the County's financial advisor, Springsted Incorporated, St. Paul, Minnesota) caused an Official Notice of Saie to be distributed, offering the aforesaid general obligation refunding bonds for public sale on December 8, 1993; WHEREAS, pursuant to the Authorizing Resolution, the Finance Committee was authorized to act on behalf of the County Board and award the Bonds to the lowest responsible bidder therefor whose proposal resulted in the lowest true interest cost to the County; and, WHEREAS, on December 9, 1993, the Finance Committee approved and adopted a resolution entitled: "Resolution Awarding the Sale of S9,850,000 General Obligation Government Center Refunding Bonds, Series 1994A" (the "Award Resolution ") which awarded the Bonds to Dain Bosworth, Inc., Minneapolis, Minnesota (the "Purchaser "). NOW, THEREFORE, BE 17 RESOLVED by the County Board of the Ccu__ty that: Section 1. Designation of Purchaser as Agent,. The County hereby designates the Purchaser as its agent for purposes of distributing the Final Official Statement relating to the Bonds to any participating underwriter in compliance with Rule 15c2 -12 of the Securities and Exchange Commission. Section 2. Terms of the Bonds. The Bonds shall be designated "General Obligation Government Center Refunding Bonds, Series 1994A "; shall be dated January 1, 1994; shall be in the denomination of $5,000 or any integral multiple thereof; and shall mature serially on October 1 of each year, in the years and principal amounts as set forth below. Interest is payable commencing on October 1, 1994 and semi - annually thereafter on April 1 and October 1 of each year. The Bonds bear interest as follows: Year of Maturity Principal Amount Interest Rate 2000 $ 520,000 4.300% 2001 845,000 4.400 2002 880,000 4.500 2003 925,000 4.650 2004 960,000 4.750 2005 1,005,000 4.850 2006 1,055,000 4.950 2007 1,115,000 5.000 2008 1,240,000 5.100 2009 1,305,000 5.125 Section 3. Redemption Provisions. At the option of the County, the Bonds maturing on October 1, 2004 and thereafter shall be subject to redemption prior to maturity on October 1, 2003 or on any day thereafter. Said Bonds shall be redeemable as a whole or in part, and if in part, at the option of the County and in such manner as the County shall determine and within a maturity by lot as selected by the registrar, at the principal amount thereof, plus accrued interest to the date of redemption. Section 4. Form of the Bonds. The Bonds shall be issued in registered form and shall be executed and delivered in substantially the form attached hereto as Exhibit A and incorporated herein by this reference. Section 5. Direct Annual Irrepealable Tax Levy. For the purpose of paying the principal of and interest on the Bonds as the same becomes due, the full faith, credit and resources of the County are hereby irrevocably pledged and there is hereby levied upon all of the taxable property of the County a direct annual irrepealabie tax in the years and amounts as follows: 2 Levy Year Amount Levy Year Amount 1993 $ 355,941.58 2001 $1,295,048.76 1994 474,588.76 2002 1,300,448.76 1995 474,588.76 2003 1,292,436.26 1996 474,588.76 2004 1,291,836.26 1997 474,588.76 2005 1,293,093.76 1998 474,588.76 2006 1,300,871 .26 1999 994,588.76 2007 1,370,121.26 2000 1,297,228.76 2008 1,371,881.26 The aforesaid direct annual irrepealable tax hereby levied shall be collected in addition to all other taxes and in the same manner and at the same time as other taxes of the County levied in said years are collected. So long as any part of the principal of or interest on the Bonds remains unpaid, the tax herein above levied shall be and continues irrepealable except that the amount of tax carried onto the tax roll may be reduced in any year by the amount of any surplus in the Debt Service Fund Account created herein. It is the intent of the County that the interest payments on the Bonds due October 1, 1994 through and including October 1, 1999 shall be provided from the escrow account created in Section 11 hereof. Collection of the irrepealable tax levied above shall be abated to the extent said interest payments are provided for in said escrow account. Section 6. Debt Service Fund Account. There is hereby established in the County treasury a fund account separate and distinct from every other County fund or account designated "Debt Service Fund Account for $9,850,000 St. Croix County General Obligation Government Center Refunding Bonds, Series 1994A dated January 1, 1994 ". There shall be deposited in said fund account any premium plus accrued interest paid on the Bonds at the time of delivery to the Purchaser, all money raised by taxation pursuant to Section 5 hereof and all other sums as may be necessary to pay interest on the Bonds when the same shall become due and to retire the Bonds at their respective maturity dates. Said fund account shall be used for the sole purpose of paying the principal of and interest on the Bonds and shall be maintained for such purpose until such indebtedness is fully paid or otherwise extinguished. Section 7. Refunding Fund; Arbitrage Covenant. The whole proceeds of the Bonds (the "Bond Proceeds ") herein provided for shall be segregated in a special fund upon receipt and shall be used solely for the purposes for which borrowed or for the payment of the principal of and interest on the Bonds. The Bond Proceeds may be temporarily invested in legal investments until needed provided, however, that the County hereby covenants and agrees that so long as the Bonds remain outstanding, moneys c: deposit in any fund or account i.. 3 connection with the Bonds, whether or not such moneys were derived from the proceeds of the sale of the Bonds or from any other source, will not be used or invested in a manner which would cause the Bonds to be "arbitrage bonds" within the meaning of Section 148 of the Internal Revenue Code of 1986, as amended (the "Code ") and any applicable regulations including Sections 1.148 -1 through 1.148 -11 of the income tax regulations, as the same exist on this date, or may from time to time hereafter be amended, supplemented or revised. The County Clerk, or other officer of the County charged with responsibility for issuing the Bonds shall provide an appropriate certificate of the County, for inclusion in the transcript of proceedings, setting forth the reasonable expecta- tions of the County regarding the amount and use of the Bond Proceeds and the facts and estimates on which such expectations are based, all as of the.date of delivery and payment for the Bonds. Section 8. Additional Tax Covenants; Exemption from Rebate. The County hereby further covenants and agrees that it will take all necessary steps and perform all obligations required by the Code and Regulations (whether prior to or subsequent to the issuance of the Bonds) to assure that the Bonds are obligations described in Section 103(a) of the Ccde, the interest on which is excluded from gross income for federal income tax purposes, throughout their term. The County Clerk or other officer of the County charged with the responsibility of issuing the Bonds, shall provide an appropriate certificate of the County as of the Closing, for inclusion in the transcript of proceedings, certifying that it can and covenanting that it will comply with the provisions of the Code and Regulations. Further, it is the intent of the County to take all reasonable and lawful actions to comply with any new tax laws enacted so that the Bonds will continue to be obligations described in Section 103(a) of the Code, the interest on which is excluded from gross income for federal income tax purposes. The County does not anticipate that the Bonds will qualify for any exemption from the rebate requirements of the Code. The County covenants that it will take all necessary steps to comply with such requirements. However, the County does not reasonably anticipate that it will have rebatable arbitrage in that the Bond Proceeds will be invested at a yield not greater than the yield on the Bonds and the Debt Service Fund Account established in Section 6 hereof is a "bonafide debt service fund" as that term is defined in the Code and Regulations. Section 9. Execution of the Bonds. The Bonds shall be issued in typewritten or printed form, executed on behalf of the County by the manual or facsimile signatures of the County Board Chairperson and County Clerk, authenticated by its Fiscal Ac=nt appointed herein, sealed with its official or corporate seal, or a facsimile thereof, and delivered to the Purchaser u n 4 • to the County of the purchase price thereof, plus accrued interest to the date of delivery. In the event that either of the officers whose signatures appelr on the Bonds shall cease to be such officers before the delivery of the Bonds, such signatures shall, nevertheless, be valid and sufficient for all purposes to the same extent as if they had remained in office until such delivery. The aforesaid officers are hereby authorized to do all acts and execute and deliver all documents as may be necessary and convenient to effectuate the Closing. Section 10. Payment of the Bonds; Fiscal Agent. The principal of and interest on the Bonds shall be paid by Norwest Bank Minnesota, N.A., Minneapolis, Minnesota, which is hereby appointed as the County's registrar and fiscal agent pursuant to the provisions of Section 67.10(2), Wisconsin Statutes (the "Fiscal Agent "). The Fiscal Agency Agreement between the County and the Fiscal Agent shall be substantially in the form attached hereto as Exhibit B and incorporated herein by this reference. Section 11. Escrow Agent; Escrow Agreement; Escrow Account. Norwest Bank Minnesota, N.A., Minneapolis, Minnesota, is hereby appointed Escrow Agent for the County, for the purpose of ensuring the payment of the principal of the callable portion of the 1992 Bonds on October 1, 1999 and the payment of the interest coming due on the Bonds on and prior to said date. The Chairperson and County Clerk are hereby authorized and directed to execute an escrow agreement substantially in the form attached hereto as Exhibit C (the "Escrow Agreement ") (such form may be modified by said officers prior to execution, the execution of such agreement by said officers to constitute full approval of any such modifications), with the Escrow Agent, for the purpose of effecting the provisions of this Resolution. The Bond Proceeds allocable to refunding the callable portion of the 1992 Bonds shall be deposited in a refunding escrow account which is hereby created with the Escrow Agent, pursuant to the Escrow Agreement, for the purpose of retaining the required amount of cash, if any, and acquiring the United States obligations provided for in the Escrow Agreement. Upon transfer of the Bond Proceeds and any ocher necessary funds allocable to refunding the callable portion of the 1992 Bonds to the Escrow Account, the taxes heretofore levied in Section 5 hereof to pay interest on the Bonds on each interest payment date commencing on October 1, 1994 through and including October 1, 1999 shall be abated to the extent such transfer together with investment earnings thereon is sufficient to pay said interest on the Bonds, but such abatement shall not affect the County's pledge of its full faith, credit and resources to make such payments. The refunding escrow account created by the Escrow Agreement shall, until October 1, 1999, serve as the debt service fund for the Bonds. The Escrow Agent shall ser :e as custodian of said debt service funds. Section 12. Redemption of the Callable Portion of the 1992 Bonds. The County hereby calls the 1992 Bonds due on or after October 1, 2000 for redemption on October 1, 1999. The County hereby directs the Escrow Agent appointed above to cause a notice of redemption for the 1992 Bonds to be given as provided in the Escrow Agreement. Section 13. Conflicting Resolutions; Severability; Effective Date. All prior resolutions, rules or other actions of the County or any parts thereof in conflict with the provisions hereof shall be, and the same are, hereby rescinded insofar as the same may so conflict. In the event that any one or more provisions hereof shall for any reason be held to be illegal or invalid, such illegality or invalidity shall not affect any other provisions hereof. The foregoing shall take effect immediately upon adoption and approval in the manner provided by law. Dated this 21st day of December, 1993. Offered by: Finance, Budget, Building & Bond Committee. NEGATIVE AF IRMATIVE i • STATE OF WISCONSIN COUNTY OF ST CROIX 1, Sue E. Nelson, St. Crobt County Clerk, DO HERESY CERTIFY that foregoing is a true and oortect d adopted by the County Board of Supervisors at their meeting held i j�c E. tit:con, S1. Cn:1x County Clerk 6