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HomeMy WebLinkAboutORD 4317 CITY OF RENTON, WASHINGTON ORDINANCE NO. 4317 AN ORDINANCE of the City of Renton, Washington, relating to Local Improvement District No. 329; authorizing the issuance and sale of local improvement district bond anticipation notes in Local Improvement District No. 329 pending the receipt of the proceeds of the local improvement district bonds authorized to be issued by Ordinance No . 3856, as amended; and providing for the sale and delivery of those notes to Security Pacific Securities, Inc. , Seattle, Washington. WHEREAS, by Ordinance No. 3856 passed by the City Council October 22, 1984, as amended by Ordinance No . 4074 passed by the City Council on June 15, 1987, Ordinance No , 4180 passed by the City Council on October 10, 1988, and Ordinance No. 4313 passed by the City Council on June 10, 1991, the City ordered the construction and installation of certain improvements on S. 43rd Street from Talbot Road South to SR 167, within the City pursuant to Resolution No. 2566, and, after a public hearing thereon, established Local Improvement District No. 329 (the "District" ) and provided for the issuance and sale of local improvement district warrants or other short-term obligations pursuant to Chapter 39 . 50 RCW; and WHEREAS, by Ordinance No. 4221 the City authorized and provided for the issuance and sale of its Local Improvement District No . 329 Bond Anticipation Note in the principal amount of $600,000 , dated June 30, 1989, and maturing June 30, 1991 (the "Outstanding Note" ) , to pay part of the cost of paying and -1- ORDINANCE NO. 4�17 redeeming the City' s outstanding Local Improvement District No. 329 Bond Anticipation Note dated June 1, 1988, issued to pay part of the cost of paying and redeeming the City' s outstanding Local Improvement District No. 329 Bond Anticipation Note dated June 26, 1987, issued to pay part of the cost of constructing the improvements in the District pending the receipt of the proceeds of the issuance and sale of the bonds authorized by Ordinance No . 3856, as amended; and WHEREAS, by Ordinance No. 4313 , the City, pursuant to the owners of all the property within the District, amended the description of the improvements to be constructed within the District and the estimated cost of those improvements; and WHEREAS, due to delays incurred in constructing the improvements in the District, the City Council deems it to be in the best interest of the City that the City borrow money and issue its short-term obliqations pursuant to Chapter 39 . 50 RCW in the form of local improvement district bond anticipation notes for the purpose of providing the funds with which to pay the cost of paying, both principal and interest, and redeeming the Outstanding Note on June 30, 1991, and paying the cost of constructing the improvements within the District pending the issuance of the Bonds authorized by Ordinance No. 3586, as amended, and Security Pacific Securities, Inc . , has offered to purchase those notes under the terms and conditions hereinafter set forth; NOW, THEREFORE, -2- ORDINANCE NO. 4317 THE CITY COUNCIL OF THE CITY OF RENTON, WASHINGTON, DO ORDAIN AS FOLLOWS: SECTION I . Description of Notes . Local improvement district bond anticipation notes of the District (the "Notes" ) shall be issued in the principal amount of $3,200,000 to pay the cost of paying, both principal and interest, and redeeming the Outstanding Note and the cost of constructing the improvements within the District pending the issuance of the Bonds authorized by Ordinance No. 3586, as amended. The Notes shall be in fully registered form; shall be dated July 1, 1991; shall mature on January 1, 1993; shall be in the denomination of $5,000 or any integral multiple thereof; shall be numbered separately in the manner and with any additional designation as the Bond Registrar (collectively, the fiscal agencies of the State of Washington located in Seattle, Washington, and New York, New York) deems necessary for purposes of identification; and shall bear interest at the rate of 5. 625°s per annum (computed on the basis of a 360-day year of twelve 30-day months) , payable on July 1, 1992, and at maturity. The City Council finds that the fixing of the above interest rate is in the best interest of the City. SECTiON II . R_eqistration and Transfer of Notes . The Notes shall be issued only in registered form as to both principal and interest and recorded on books or records maintained by the Note Registrar (the "Note Register" ) . The Note Register shall -3- . ORDINANCE NO. 4317 contain the name and mailing address of the owner of each Note and the principal amount and number of each of the Notes held by each owner. Notes surrendered to the Note Reqistrar may be exchanged for Notes in any authorized denomination of an equal aggregate principal amount . Notes may be transferred only if endorsed in the manner provided thereon and surrendered to the Note Reqistrar. Any exchange or transfer shall be without cost to the owner or transferee. The Note Registrar shall not be obliqated to exchange or transfer any Note durinq the fifteen days preceding the maturity or any prior redemption date of the Notes . SECTION III . Payment of Notes . Both principal of and interest on the Notes shall be payable solely out of the Local Improvement Fund, District No . 329 (the "Note Fund" ) , created by Ordinance No. 3856, as amended, from the proceeds of local improvement district bonds authorized to be issued by Ordinance No. 3856, as amended, or other short-term obligations to be deposited in that fund and/or prepaid special benefit assessments deposited in that fund, and the Local Improvement ' Guaranty Fund of the City, except that interest on the Notes may be paid from proceeds of the Notes and investment therefrom and shall be payable in lawful money of the United States of America . Interest on the Notes shall be paid by checks or '� drafts mailed on each interest payment date to the registered , -4- . • i ORDINANCE NO. 4317 owners at the addresses appearing on the Note Register on the 15th day of the month preceding the interest payment date. Principal of the Notes shall be payable upon presentation and surrender of the Notes by the registered owners at either of the principal offices of the Bond Registrar at the option of the owners . SECTION IV. Optional Redemption and Open Market Purchase of Notes . The City reserves the right and option to redeem the Notes prior to their stated maturity date as a whole on July 1, 1992, or on the first day of each succeeding month, at par plus accrued interest to the date fixed for redemption. The City further reserves the right and option to purchase any or all of the Notes in the open market at any time at a price not in excess of par plus accrued interest to the date of purchase. All Notes purchased or redeemed under this section shall be cancelled. SECTION V. Notice of Redemption. The City shall cause notice of any intended redemption of Notes to be given not less than 15 nor more than 30 days prior to the date fixed for redemption by first-class mail, postage prepaid, to the registered owner of any Note to be redeemed at the address appearing on the Note Register at the time the Note 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 -5- ORDINANCE NO. 4317 of any Note. Interest on Notes called for redemption shall � cease to accrue on the date fixed for redemption unless the Note or Notes 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 Security Pacific Securities, Inc . , at its principal office in Seattle, Washinqton, or its successor, and to such other persons and with such additional information as the City Finance Director shall determine, but these additional mailings shall not be a condition precedent to the redemption of Notes . SECTION VII . Failure to Redeem Notes . If any Note is not redeemed when properly presented at its maturity or call date, the City shall be obligated to pay interest on that Note at the same rate provided in the Note from and after its maturity or call date until that Note, both principal and interest, is paid in full or until sufficient money for its payment in full is on deposit in the Note Fund and the Note has been called for payment by giving notice of that call to the registered owner of each of those unpaid Notes . SECTION VII . Form and Execution of Notes . The Notes 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 -6- I ORDINANCE NO. 4317 the City or a facsimile reproduction thereof shall be impressed or printed thereon. Only Notes bearing a Certificate of Authentication in the following form, manually signed by the Note Registrar, shall be valid or obligatory for any purpose or entitled to the benefits of this ordinance: • CERTIFICATE OF AUTHENTICATION This note is one of the fully registered City of Renton, Washington, Loeal Improvement District No. 329 Bond Anticipation Notes described in the Bond Ordinance. WASHINGTON STATE FISCAL AGENCY Note Registrar By Authorized Officer The authorized signinq of a Certificate of Authentication shall be conclusive evidence that the Notes 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 Notes ceases to be an officer of the City authorized to sign notes before the Notes bearing his or her facsimile signature are authenticated or delivered by the Note Registrar or issued by the City, those Notes nevertheless may be authenticated, issued and delivered 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 notes . Any Note also may be signed on behalf of the City by any -7- ORDINANCE NO. 4317 person who, on the actual date of signing of the Note, is an officer of the City authorized to sign notes, although he or she did not hold the required office on the date of issuance of the Notes . SECTION VIII . Note Registrar. The Note Registrar shall keep, or cause to be kept, at its principal corporate trust office, sufficient books for the registration and transfer of the Notes which shall at all times be open to inspection by the City. The Note Registrar is authorized, on behalf of the City, to authenticate and deliver Notes transferred or exchanged in accordance with the provisions of the Notes and this ordinance, to serve as the City' s paying agent for the Notes and to carry out all of the Note Registrar ' s powers and duties under this ordinance and City Ordinance No. 3755 establishing a system of registration for the City' s bonds and obligations . The Note Registrar shall be responsible for its representations contained in the Note Registrar ' s Certificate of Authentication on the Notes . The Note Registrar may become the owner of Notes with the same rights it would have if it were not the Note 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 Note owners . SECTION IX. Preservation of Tax Exemption for Interest on Notes . The City covenants that it will take all actions -8- ORDINANCE NO. 4317 necessary to prevent interest on the Notes from being included in gross income for federal income tax purposes, and it will neither take any action nor make or permit any use of proceeds of the Notes or other funds of the City treated as proceeds of the Notes at any time during the term of the Notes which will cause interest on the Notes to be included in gross income for federal income tax purposes . The City certifies that it has not been notified of any listing or proposed listing by the Internal Revenue Service to the effect that it is a note issuer whose arbitrage certifications may not be relied upon. SECTION X. Small Governmental Issuer Arbitrage Rebate Exemption and Designation of Notes as "Oualified Tax-Exempt Obligations . " The City finds and declares that (a) it is a duly organized and existing governmental unit of the State of Washington and has general taxing power; (b) no Note which is part of this issue of Notes is a "private activity bond" within the meaning of Section 141 of the United States Internal Revenue „ �� � Code of 1986 as amended the Code c at least 950 of the . � ) , � ) net proceeds of the Notes will be used for local governmental activities of the City (or of a governmental unit the jurisdiction of which is entirely within the jurisdiction of the City) ; (d) the aggreqate face amount of all tax-exempt obligations (other than private activity bonds and other obligations not required to be included in such calculation) issued by the City and all entities subordinate to the City -9- ORDINANCE NO. 43� II (including any entity which the City controls, which derives its authority to issue tax-exempt obligations from the City or which issues tax-exempt obligations on behalf of the City) during the calendar year in which the Notes are issued is not reasonably expected to exceed $5, 000, 000; and (e) the amount of tax-exempt obligations, including the Notes, designated by the City as "qualified tax-exempt obligations" for the purposes of Section 265(b) (3) of the Code during the calendar year in which the Notes are issued does not exceed $10, 000, 000 . The City therefore certifies that it is an issuer which qualifies for the small governmental issuer arbitrage rebate exemption under Section 148(f) (4) (D) of the Code and designates the Notes as "qualified tax-exempt obligations" for the purposes of Section 265(b) (3) of the Code. SECTION XI . Notes Neqotiable. The Notes shall be negotiable instruments to the extent provided by RCW 62A. 8-102 and 62A. 8-105 . SECTION XII . Approval of Note Purchase Contract . Security Pacific Securities, Inc. , of Seattle, Washington, has presented a purchase contract (the "Purchase Contract") to the City offering to purchase the Notes under the terms and conditions provided in the Purchase Contract, which written Purchase Contract is on file with the City Clerk and is incorporated herein by this reference. The City Council finds that entering into the Purchase Contract is in the City' s best interest and -10- ORDINANCE NO. 4317 therefore accepts the offer contained therein and authorizes its execution by City officials . The Notes will be printed at City expense and will be delivered to the purchaser in accordance with the Purchase Contract, with the approving legal opinion of Foster Pepper & Shefelman, municipal bond counsel of Seattle, Washington, regarding the Notes printed on each Note. 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 Notes, and bond counsel ' s opinion shall so state. The City Council has been provided with copies of a preliminary official statement dated June 17, 1991 (the "Preliminary Official Statement" ) prepared in connection with the sale of the Notes for the sole purpose of the purchaser ' s compliance with Securities and Exchange Commission Rule 15(c) 2-12(b) (1) . The City "deems final" that Preliminary Official Statement as of its date, except for the omission of information as to offering price, interest rate, selling compensation, delivery date, ratings and other terms of the Notes dependent on such matters. The proper City officials are authorized and directed to do everything necessary for the prompt delivery of the Notes to the -11- . . - � ORDINANCE NO. 4317, purchaser and for the proper application and use of the proceeds of the sale thereof . SECTION XIII . Temporary Note. Pending the printing, execution and delivery to the purchaser of definitive Notes, the City may cause to be executed and delivered to the purchaser a single temporary Note in the total principal amount of the Notes . The temporary Note shall bear the same date of issuance, interest rate, maturity date and terms and covenants as the definitive Notes, shall be issued as a fully registered Note in the name of the purchaser, and otherwise shall be in a form acceptable to the purchaser . The temporary Note shall be exchanged for definitive Notes as soon as they are printed, executed and available for delivery. SECTION XIV. Effective Date of Ordinance. This ordinance shall be effective upon its passage, approval and five days after its publication. PASSED by the City Council this 17th day of June, 1991 . . Maril etersen, Ci,�:y Clerk APPROVED BY THE MAYOR this h day of June, 1991 . , - Earl Clymer, M , - Approved as to form: � Date of ublication: June 21, 1991 MLC-1831* -12- I