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HomeMy WebLinkAbout113-94 Ordinance ----~---_.-- , .. ORDINANCE NO.l..LL-94 AN ORDINANCE PROVIDING FOR THE ISSUANCE AND SALE OF $530,000 NOTES, IN ANTICIPATION OF THE ISSUANCE OF BONDS, FOR THE PURPOSE OF PAYING COSTS OF IMPROVING THE VEHICULAR TRANSPORT A TION SYSTEM IN THE CITY BY CONSTRUCTING, RECONSTRUCTING, EXTENDING, OPENING, IMPROVING, WIDENING, GRADING, DRAINING, CURBING AND CHANGING THE LINES OF "". MUNICIPAL ROADS, HIGHWAYS, STREETS, BRIDGES, SIDEWALKS, BIKEWAYS AND VIADUCTS, ACQUIRING REAL ESTATE AND INTERESTS IN REAL ESTATE THEREFOR, AND PROVIDING LIGHTING SYSTEMS AND ALL OTHER NECESSARY APPURTENANCES, AND DECLARING AN EMERGENCY. WHEREAS, at the election held on May 8, 1990, on the question of issuing Bonds of the City in the amount of $34,000,000 for the purpose of paying costs of improving the vehicular transportation system of the City by constructing, reconstructing, extending, opening, improving, widening, grading, draining, curbing and changing the lines of municipal roads, highways, streets, bridges, sidewalks, bikeways and viaducts, acquiring real estate and interests in real estate therefor, and providing lighting systems and all other necessary appurtenances and of levying taxes outside the ten-mill limitation to pay debt charges on those bonds, the requisite majority of those voting on the question voted in favor of it (the Transportation Authorization); and WHEREAS, pursuant to Ordinance No. 09-94 passed February 7, 1994 (the TIF Ordinance), this Council authorized and the City has entered into a Tax Increment Financing Agreement (the TIF Agreement) with Metatec Corporation, dated as of February 10, 1994, under which the City has agreed to construct certain public improvements identified in the TIF Agreement (the TIF Project), which TIF Project is subject to the tax increment financing described in the TIF Agreement and a portion of which is described in Section 1 of this Ordinance; and WHEREAS, under the TIF Agreement and pursuant to Section 5709.43 of the Revised Code, the payments in lieu of taxes received by the City pursuant to the TIF Agreement and deposited in the Metatec Corporation Tax Increment Equivalent Fund pursuant to the TIF Ordinance are available to pay debt charges on notes or bonds issued to finance the TIF Project; WHEREAS, pursuant to Ordinance No. 15-94 passed February 21, 1994, notes in anticipation of bonds in the amount of $530,000, dated March 29, 1994, were issued for the purpose stated in Section 1, to mature on December 22, 1994 (the Outstanding Notes); and WHEREAS, this Council finds and determines that the City should retire the Outstanding Notes with the proceeds of the Notes described in Section 3; and WHEREAS, this Council has requested that the Director of Finance, as fiscal officer, certify the estimated life or period of usefulness of the improvement described in Section 1 and the estimated maximum maturity of the Bonds described in Section 1 and the Notes described in Section 3, to be issued in anticipation of the bonds; and WHEREAS, the Director of Finance has certified to this Council that the estimated life or period of usefulness of the improvement described in Section 1 is at least five years and that the estimated maximum maturity of the Bonds is seventeen years based upon the weighted average of the amounts allocated to the classes of improvements, which allocation is approved, ratified and confirmed, and which maximum maturity is less than the 19-year maximum maturity for such bonds approved by the voters in the Transportation Authorization, and the maximum maturity of the Notes is March 29, 2014; NOW, THEREFORE, BE IT ORDAINED by the Council of the City of Dublin, Franklin, Union and Delaware Counties, Ohio, that: Section 1. It is necessary to issue bonds of this City in the aggregate principal amount of $530,000 (the Bonds) for the purpose of paying costs of improving the vehicular transportation system in the City by constructing, reconstructing, extending, opening, improving, widening, grading, draining, curbing and changing the lines of municipal roads, highways, _.~--,--~~._-_." .. streets, bridges, sidewalks, bikeways and viaducts, acquiring real estate and interests in real estate therefor, and providing lighting systems and all other necessary appurtenances. Section 2. The Bonds shall be dated approximately December 1, 1995, shall bear interest at the now estimated rate of 7 % per year, payable semiannually until the principal amount is paid, and are estimated to mature in seventeen annual principal installments that are substantially equal. ".. Section 3. It is necessary to issue and this Council determines that notes in the aggregate principal amount of $530,000 (the Notes) shall be issued in anticipation of the issuance of the Bonds and to retire the Outstanding Notes. The Notes shall bear interest at a rate or rates not to exceed 8% per year (computed on a 360-day per year basis), payable at maturity and until the principal amount is paid or payment is provided for. If requested by the original purchaser, the Notes may provide that, in the event the City does not payor make provision for payment at maturity of the debt charges on the Notes, the principal amount of the Notes shall bear interest at a different rate or rates not to exceed 10% per year from the maturity date until the City pays or makes provision to pay that principal amount. The rate or rates of interest on the Notes shall be determined by the Director of Finance in the Certificate of Award referred to in Section 6. Section 4. The debt charges on the Notes shall be payable in lawful money of the United States of America, or in Federal Reserve funds of the United States of America if so requested by the original purchaser, and shall be payable, without deduction for services of the City's paying agent, at either or both of, as determined by the Director of Finance, the office of Bank One, Columbus, N.A., Columbus, Ohio, or at the principal office of a bank or trust company requested by the original purchaser of the Notes, provided that such request shall be approved by the Director of Finance after determining that the payment at that bank or trust company will not endanger the funds or securities of the City and that proper procedures and safeguards are available for that purpose. The Notes shall be dated their date of issuance and shall mature not less than three months and not more than nine months from that date of issuance, with that maturity date to be established by the Director of Finance based on her determination of the best interests of the City. The Director of Finance shall formally establish that maturity date in the Certificate of Award. Section 5. The Notes shall be signed by the City Manager and Director of Finance, in the name of the City and in their official capacities, provided that one of those signatures may be a facsimile. The Notes shall be issued in the denominations and numbers as requested by the original purchaser and approved by the Director of Finance; provided, however, that no Note shall be issued in a denomination less than $100,000 or be exchangeable for other Notes in denominations less than $100,000. The entire principal amount may be represented by a single Note. The Notes shall not have coupons attached, shall be numbered as determined by the Director of Finance and shall express upon their faces the purpose, in summary terms, for which they are issued and that they are issued pursuant to this Ordinance. Section 6. The Notes shall be sold at not less than par at private sale by the Director of Finance in accordance with law and the provisions of this Ordinance. The Director of Finance shall sign the certificate of award evidencing that sale (the Certificate of Award), cause the Notes to be prepared, and have the Notes signed and delivered, together with a true transcript of proceedings with reference to the issuance of the Notes if requested by the original purchaser, to the original purchaser upon payment of the purchase price. The City Manager, the Director of Finance, the Clerk of Council and other City officials, as appropriate, are each authorized and directed to sign any transcript certificates, financial statements and other documents and instruments and to take such actions as are necessary or appropriate to consummate the transactions contemplated by this Ordinance. The Director of Finance is authorized, if it is determined to be in the best interest of the City, to combine this issue of Notes with one or more other note issues of the City into a consolidated note issue pursuant to Section 133.30(B) of the Revised Code. Section 7. The proceeds from the sale of the Notes, except any premium and accrued interest, shall be paid into the proper fund or funds and those proceeds are appropriated and shall be used for the purpose for which the Notes are being issued. Any portion of those - 2 - , ",,,,.,^,,,,,,,,,,^,~,_._,,,,,,,., , -~0- " ~.~ ... . , , . , proceeds representing premium and accrued interest shall be paid into the Bond Retirement Fund. Section 8. The par value to be received from the sale of the Bonds or of any renewal notes and any excess funds resulting from the issuance of the Notes shall, to the extent necessary, be used to pay the debt charges on the Notes at maturity and are pledged for that purpose. Section 9. During the year or years in which the Notes are outstanding, there shall be levied on all the taxable property in the City, in addition to all other taxes, the same tax that would have been levied if the Bonds had been issued without the prior issuance of the Notes. The tax shall be unlimited as to amount or rate, shall be and is ordered computed, certified, levied and extended upon the tax duplicate and collected by the same officers, in the same manner, and at the same time that taxes for general purposes for each of those years are certified, levied, extended and collected, and shall be placed before and in preference to all other items and for the full amount thereof. The proceeds of the tax levy shall be placed in the Bond Retirement Fund, which is irrevocably pledged for the payment of the debt charges on the Notes or the Bonds when and as the same fall due. In each year monies deposited to the Metatec Corporation Tax Increment Equivalent Fund created pursuant to Section 5709.43(A) of the Revised Code and Ordinance No. 09-94 passed by this Council on February 7, 1994, is available for the payment of the debt charges on the Notes and Bonds, the amount of the tax shall be reduced by the amount of the income so available and appropriated. To the extent necessary, the debt charges on the Notes shall also be paid from municipal income taxes lawfully available therefor under the constitution and laws of the State of Ohio; and the City hereby covenants, subject and pursuant to such authority, including particularly Sections 133.05(B)(7) and 5705.51(A)(5) and (D), Revised Code, to appropriate annually from such municipal income taxes such amount as is necessary to meet such annual debt charges. Nothing in this section in any way diminishes the irrevocable pledge of the full faith and credit and general property taxing power of the City to the prompt payment of the debt charges on the Notes and the Bonds. Section 10. The City covenants that it will use, and will restrict the use and investment of, the proceeds of the Notes in such manner and to such extent as may be necessary so that (a) the Notes will not (i) constitute private activity bonds, arbitrage bonds or hedge bonds under Sections 141, 148 or 149 of the Internal Revenue Code of 1986, as amended (the Code) or (ii) be treated other than as bonds to which Section 103(a) of the Code applies, and (b) the interest thereon will not be an item of tax preference under Section 57 of the Code. The City further covenants that (a) it will take or cause to be taken such actions that may be required of it for the interest on the Notes to be and remain excluded from gross income for federal income tax purposes, (b) it will not take or authorize to be taken any actions that would adversely affect that exclusion, and (c) it, or persons acting for it, will, among other acts of compliance, (i) apply the proceeds of the Notes to the governmental purpose of the borrowing, (ii) restrict the yield on investment property acquired with those proceeds, (iii) make timely and adequate payments to the federal government, (iv) maintain books and records and make calculations and reports and (v) refrain from certain uses of those proceeds, and, as applicable, of property financed with such proceeds, all in such manner and to the extent necessary to assure such exclusion of that interest under the Code. The City hereby represents that the Outstanding Notes are treated as "qualified tax-exempt obligations" pursuant to Section 265(b)(3) of the Code. The City hereby covenants that it will redeem the Outstanding Notes from proceeds of, and within 90 days after issuance of, the Notes, and represents that all other conditions are met for treating the Notes as "qualified ~ tax-exempt obligations" and as not to be taken into account under subparagraph (D) of Section 265(b)(3) of the Code, without necessity for further designation, by reason of subparagraph (D)(ii) of Section 265(b)(3) ofthe Code. Further, the City represents and covenants that, during any time or in any manner as might affect the status of the Notes as "qualified tax -exempt obligations", it has not formed or participated in the formation of, or benefitted from or availed itself of, any entity in order to avoid the purposes of subparagraph (C) or (D) of Section 265(b)(3) of the Code, and will not form, participate in the formation of, or benefit from or avail itself of, any such entity. The City further represents that the Notes are not being issued as part of a direct or indirect composite issue that combines issues or lots of tax-exempt obligations of different issuers. - 3 - , , . Each covenant made in this section with respect to the Notes is also made with respect to all issues any portion of the debt service on which is paid from proceeds of the Notes (and, if different, the original issue and any refunding issues in a series of refundings), to the extent such compliance is necessary to assure exclusion of interest on the Notes from gross income for federal income tax purposes, and the officers identified above are authorized to take actions with respect to those issues as they are authorized in this Section to take with respect to the Notes. 1fI"""" The Director of Finance, as fiscal officer, or any other officer of the City having responsibility for issuance of the Notes is hereby authorized (a) to make or effect any election, - selection, designation, choice, consent, approval, or waiver on behalf of the City with respect to the Notes as the City is permitted to or required to make or give under the federal income tax laws, including, without limitation thereto, any of the elections provided for in Section 148(t)(4)(C) of the Code or available under Section 148 of the Code, for the purpose of assuring, enhancing or protecting favorable tax treatment or status of the Notes or interest thereon or assisting compliance with requirements for that purpose, reducing the burden or expense of such compliance, reducing the rebate amount or payments or penalties, or making payments of special amounts in lieu of making computations to determine, or paying, excess earnings as rebate, or obviating those amounts or payments, as determined by that officer, which action shall be in writing and signed by the officer, (b) to take any and all other actions, make or obtain calculations, make payments, and make or give reports, covenants and certifications of and on behalf of the City, as may be appropriate to assure the exclusion of interest from gross income and the intended tax status of the Notes, and (c) to give one or more appropriate certificates of the City, for inclusion in the transcript of proceedings for the Notes, setting forth the reasonable expectations of the City regarding the amount and use of all the proceeds of the Notes, the facts, circumstances and estimates on which they are based, and other facts and circumstances relevant to the tax treatment of the interest on and the tax status of the Notes. Section 11. The Clerk of Council is directed to deliver a certified copy of this Ordinance to the County Auditors of Franklin, Delaware and Union Counties. Section 12. This Council determines that all acts and conditions necessary to be done or performed by the City or to have been met precedent to and in the issuing of the Notes in order to make them legal, valid and binding general obligations of the City have been performed and have been met, or will at the time of delivery of the Notes have been performed and have been met, in regular and due form as required by law; that the full faith and credit and general property taxing power (as described in Section 9) of the City are pledged for the timely payment of the debt charges on the Notes; and that no statutory or constitutional limitation of indebtedness or taxation will have been exceeded in the issuance of the Notes. Section 13. This Council finds and determines that all formal actions of this Council concerning and relating to the passage of this Ordinance were taken in an open meeting of this Council and that all deliberations of this Council and of any of its committees that resulted in those formal actions were in meetings open to the public in compliance with the law. Section 14. This Ordinance is declared to be an emergency measure necessary for the immediate preservation of the public peace, health, safety and welfare of the City, and for the further reason that this Ordinance is required to be immediately effective in order to issue and sell the Notes which is necessary to enable the City to timely retire the Outstanding Notes and thereby preserve its credit; wherefore, this Ordinance shall be in full force and effect immediately upon its passage. Signed: ~~ Attest: ~(!~~ Clerk of Council jJ (.(!. bnlou Passed: "'N' ovembcf S-, 1994 , f.ll:-s9IytioR were posted in f, IXIlOhh<,r .- . t tl;( Ord nlll1<e ,,, . I ( ,I" Effective: No':effiBOf b , 1994 liurBiiYW'Uv ,hot copIes 01,~ . 731 25 of the r!!io ReVise!, ,(\1 ,',' ' d vI"", Seeton .' #''' III Ol'1)F.\ \n aWH once, , ,~.1V"1 ," ;...' - 4 C:~- ~-: tl' i"\l..~ .-.'... !. t r".,'1('1. Dn ),Ifl, "," r i ,. ~., ", " . f SUPPLEMENTAL FISCAL OFFICER'S CERTIFICATE To the Council of the City of Dublin, Ohio: As fiscal officer of the City of Dublin, and supplementing my certificate of February 21, 1994, I certify in connection with your proposed issue of $530,000 notes (the Notes), to be ~ issued in anticipation of the issuance of bonds (the Bonds) for the purpose of paying costs of improving the vehicular transportation system in the City by constructing, reconstructing, I. ...... extending, opening, improving, widening, grading, draining, curbing and changing the lines of municipal roads, highways, streets, bridges, sidewalks, bikeways and viaducts, acquiring real estate and interests in real estate therefor, and providing lighting systems and all other necessary appurtenances (the improvement), that: 1. The estimated life or period of usefulness of the improvement is at least five years. 2. The estimated maximum maturity of the Bonds, calculated in accordance with Section 133.20 of the Revised Code, is seventeen years. That maximum maturity is based on my calculation of the average number of years of life or period of usefulness of the improvement as measured by the amounts proposed to be expended for the classes of the improvement as follows: $295,000 for construction, extending, opening and curbing municipal roads, 20 years, and $235,000 for providing lighting systems, 15 years; the weighted average is therefore 17 years, which is shorter than the nineteen year maximum maturity for the Bonds approved by the electors of the City at the May 8, 1990 election. If notes in anticipation of the Bonds are outstanding later than the last day of December of the fifth year following the year of issuance of the original issue of notes, the period in excess of those five years shall be deducted from that maximum maturity of the Bonds. 3. The maximum maturity of the Notes is March 29, 2014. ",.... ,,"" Dated: November 21, 1994 ~~~~~~ Director of Finance \ City of Dublin, Ohio "..