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HomeMy WebLinkAbout014 93 <2- 011..( G,. '7D hskr t'.:IL.f'/'4J ,.? -1/ - 7~:3' ð! : 7reA.-S. ('ì Y .//-13' !t1Áf), ) / {,!N / , JEFFERSON COUNTY, WASHINGTON RESOLUTION NO. 14-93 A RESOLUTION of the Board of County Commissioners, Jefferson County, Washington, relating to contracting indebtedness; providing for the issuance of $2,070,000 par value of Limited Tax General Obligation Bonds, 1993, of the County for general County purposes to provide funds with which to pay the cost of constructing projects for handling and disposal of solid waste in the County, including but not limi ted to closure of the County's existing landfill, the construction of a new transfer station, special waste handling facilities, and machinery and equipment; fixing the date, form, maturities, interest rates, terms and covenants of the bonds; establishing a bond redemption fund and a construction fund; and approving the sale and providing for the delivery of the bonds to Seattle-Northwest Securities Corporation of Seattle, Washington, WHEREAS, Jefferson County, Washington (the "County"), is in need of constructing projects for handling and disposal of solid waste, including but not limited to closure of the County's existing landfill, the construction of a new transfer station, special waste handling facilities and machinery and equipment, the estimated cost of which is $2,070,000, and the County does not have available sufficient funds to pay the cost; NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF COUNTY COMMISSIONERS OF JEFFERSON COUNTY, WASHINGTON, as follows: section 1. Authorization of Bonds, The County shall borrow money on the credit of the County and issue negotiable limited tax general obligation bonds evidencing that indebtedness in the amount of $2,070,000 for general County purposes to provide the funds to pay the cost of constructing projects for handling and disposal of solid waste, including but not limited to closure of the County's existing landfill, the construction of a new transfer station, special waste handling facilities and machinery and equipment (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 County permitted for general municipal purposes without a vote of the qualified voters therein, section 2, Description of Bonds, The bonds shall be called Limited Tax General Obligation Bonds, 1993, of the County (the "Bonds"); shall be in the aggregate principal amount of $2,070,000; 0069861.01 -1- ". - 19 t':" 0 1£-,," :' 'I{ it ' shall be dated February 1, 1993; shall be in the denomination of $5,000 or any integral multiple thereof within a single maturity; 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; shall bear interest at the rates set forth below (computed on the basis of a 36O-day year of twelve 3O-day months), payable on June 1, 1993, and semiannually thereafter on each succeeding December 1 and June 1; and shall mature on December 1 in years and amounts and bear interest at the rates per annum as follows: Maturity Years 1993 1994 1995 1996 1997 1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 ** 2012 Interest Amounts Rates 65,000 3,000% 65,000 3,400 65,000 4,125 70,000 4,500 75,000 4,750 75,000 5,000 80,000 5,125 85,000 5,250 90,000 5,375 95,000 5,625 100,000 5,750 105,000 5,875 110,000 6.000 115,000 6,000 125,000 6.125 130,000 6,250 *** *** 620,000 6,300 The life of the capital facilities to be acquired with the proceeds of the Bonds exceeds the term of the Bonds, Section 3, Reqistration and Transfer of Bonds, The Bonds shall be issued only in registered form as to both principal and interest and shall be recorded on books or records maintained by the Bond Registrar (the "Bond Register"), The Bond Register shall 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 0069861.01 -2- VC!- 19 rAfF 0 :1 €1~A 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 4, 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 of the Bond Registrar 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 5, optional Redemption. Mandatorv Redemption. and Open Market Purchase of Bonds, Bonds maturing in the years 1993 through 2003, inclusive, shall be issued without the right or option of the County to redeem those Bonds prior to their stated maturity dates, The County reserves the right and option to redeem Bonds maturing on or after December 1, 2004, prior to their stated maturity dates on or after December 1, 2003, as a whole at any time, or in part on any interest payment date within one or more maturities selected by the County (and by lot within a maturity in such manner as the Bond Registrar shall determine), at par plus accrued interest to the date fixed for redemption, Bonds maturing in 2012 are Term Bonds and, if not redeemed under the optional redemption provisions set forth above or purchased in the open market under the provisions set forth below, shall be called for redemption by lot (in such manner as the Bond Registrar shall determine) at par plus accrued interest on December 1 in years and amounts as follows: Mandatory Redemption Years Mandatory Redemption Amounts 2009 2010 2011 2012 $140,000 150,000 160,000 170,000 0069861.01 -3- '/O!. 19 rM'~ 0 IC, In the event that the County shall redeem Term Bonds under the optional redemption provisions set forth above or purchase Term Bonds in the open market as set forth below, the Term Bonds so redeemed or purchased (irrespective of their redemption or purchase price) shall be credited at the par amount thereof against the next mandatory redemption requirement for those Term Bonds which is at least 60 days after the date of that redemption or purchase, 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 resolution in the aggregate principal amount remaining unredeemed, The County further reserves the right and option to purchase any or all of the Bonds in the open market at any time at any price acceptable to the County plus accrued interest to the date of purchase, All Bonds purchased or redeemed under this section shall be cancelled, section 6, Notice of Redemption, The County 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 0069861.01 -4- voc 19 fM£ 0 1- c~:: at their offices in New York, New York, or their successors, to Seattle Northwest Securities Corporation, at its principal office in Seattle, Washington, or its successor, and to such other persons and with such additional information as the County Treasurer shall determine, but these additional mailings shall not be a condition precedent to the redemption of Bonds, Section 7, Failure to Redeem Bonds, If any Bond is not redeemed when properly presented at its maturity or call date, the County shall be obligated to pay interest on that Bond at the same rate provided in the Bond from and after its maturity or 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 8. Pledqe of Taxes, For as long as any of the Bonds are outstanding, the County 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 County on all of the taxable property within the County 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 County are pledged irrevocably for the annual levy and collection of those taxes and the prompt payment of that principal and interest, section 9, 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 resolution and state law, shall be signed by the Chairman and Clerk of the Board of County Commissioners, either or both of whose signatures may be manual or in facsimile, and the seal of the County 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 0069861.01 -5- YOL 1 9 f'M,;' 0 4 r~::".' ..L I\j; , valid or obligatory for any purpose or entitled to the benefits of this resolution: CERTIFICATE OF AUTHENTICATION This bond is one of the fully registered Jefferson County, Washington, Limited Tax General Obligation Bonds, 1993, described in the Bond Resolution, 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 deli vered and are enti tIed to the benefits of this resolution, If any officer whose facsimile signature appears on the Bonds ceases to be an officer of the County 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 County, those Bonds nevertheless may be authenticated, delivered and issued and, when authenticated, issued and delivered, shall be as binding on the County as though that person had continued to be an officer of the County authorized to sign bonds, Any Bond also may be signed on behalf of the County by any person who, on the actual date of signing of the Bond, is an officer of the County authorized to sign bonds, although he or she did not hold the required office on the date of issuance of the Bonds, Section 10, Bond Registrar, 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 County at all times, The Bond Registrar is authorized, on behalf of the County, to authenticate and deliver Bonds transferred or exchanged in accordance with the provisions of the Bonds and this resolution, to serve as the county's paying agent for the Bonds and to carry out all of the Bond Registrar's powers and duties under this resolution and County Resolution No, 47-91 establishing a system of registration for the County's bonds and obligations. 0069861.01 -6- ,O!. 19 rM,f 0 1J;t, 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 capaci ty wi th respect to, any committee formed to protect the rights of Bond owners, section 11, Preservation of Tax Exemption for Interest on Bonds, The County covenants that it will take all actions necessary to prevent interest on the Bonds 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 Bonds or other funds of the County treated as proceeds of the Bonds at any time during the term of the Bonds which will cause interest on the Bonds to be included in gross income for federal income tax purposes, The County 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 bond issuer whose arbitrage certifications may not be relied upon, Section 12, Small Governmental Issuer Arbitraqe Rebate Exemption and Desiqnation of Bonds as "Qualified Tax-Exempt Obliqations," The County 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 Bond which is part of this issue of Bonds 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 95% of the net proceeds of the Bonds will be used for local governmental activities of the County (or of a governmental unit the jurisdiction of which is entirely within the jurisdiction of the County); (d) the aggregate 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 County and all entities subordinate to the County (including any entity which the county controls, which derives its authority to issue tax-exempt obligations from the 0069861.01 -7- VOL 19 fAŒ 0 1. (;R County or which issues tax-exempt obligations on behalf of the county) during the calendar year in which the Bonds are issued is not reasonably expected to exceed $S,OOO,OOO; and (e) the amount of tax-exempt obligations, including the Bonds, designated by the County as "qualified tax-exempt obligations" for the purposes of section 26S(b) (3) of the Code during the calendar year in which the Bonds are issued does not exceed $10,000,000. The county therefore certifies that the Bonds are eligible for the arbitrage rebate exemption under Section 148 (f) (4) (D) of the Code and designates the Bonds as "qualified tax-exempt obligations" for the purposes of Section 26S(b) (3) of the Code, Section 13, Bonds Negotiable. The Bonds shall be negotiable instruments to the extent provided by RCW 62A,8-102 and 62A,8-10S, section 14, Advance Refundinq or Defeasance of the Bonds, The County 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,S3 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, retirement or defeasance 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 resolution and in the funds and accounts obligated to the payment of the defeased Bonds shall cease and become void, The 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 County may apply any money in any other fund or account established 0069861,01 -8- VOL 1'9 r~Œ 0 ~ {~.. .'. L' .J" . 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 County Treasurer a special fund designated as the Limited Tax General obligation Bond Fund, 1993 (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 county Treasurer a special fund designated as the Solid Waste Improvement Fund, 1993 (the "Construction Fund"), The principal proceeds received from the sale and delivery of the Bonds shall be paid into the Construction Fund and used for the purposes specified in section 1 of this resolution, until needed to pay the costs of the Project and costs of issuance of the Bonds, the County may invest principal proceeds temporarily in any legal investment, and the investment earnings may be retained in the Construction Fund and be 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, section 16, Approval of Bond Purchase Contract, Seattle Northwest Securities Corporation of Seattle, Washington, has presented a purchase contract (the "Bond Purchase Contract") to the County 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 County Treasurer and is incorporated herein by this reference, The Board of County Commissioners finds that entering into the Bond Purchase Contract is in the County's best interest and therefore accepts the offer contained therein and authorizes its execution by County officials, The Bonds will be printed at County expense and will be delivered to the purchaser in accordance with the Bond Purchase Contract, wi th 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 0069861.01 -9- V01. 19 f,~r.F 0 1"""" - $ sales material issued or used in connection with the Bonds, and bond counsel's opinion shall so state, The proper County 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, Preliminarv Official Statement Deemed Final, The Board of County commissioners has been provided with copies of a preliminary official statement dated January 28, 1993 (the "Preliminary Official Statement"), prepared in connection with the sale of the Bonds, For the sole purpose of the Bond purchaser's compliance with Securities and Exchange Commission Rule 15c2- 12 (b) (1) , the County "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, ADOPTED by the Board of County Commissioners of Jefferson County, Washington, this 8th day of February, 1993, at a regular open public meeting thereof, '" BOARD OF COUNTY COMMISSIONERS, JEFFERSO.~COUNT.Y, WAS.H. I.N G~T. 0 AL /.~ /þ 4~('o.,1 LENN HUNTINGFORD - ATTEST: ,) ~' ~ I ~ o--'?JVLX . I I, -- Lorna Delaney , Clerk of the Board APPROVED AS TO FORM: ~ L ~ Prosecuting Attorney 0069861.01 -10- va). 19 fA[£ 0 .t """II. ..L 1$. I, Lorna Delaney Clerk of the Board of County Commissioners, Jefferson County, Washington, certify that the attached copy of Resolution No, 14-93 is a true and correct copy of the original resolution adopted on the 8th day of February, 1993, as such resolution appears on the Minute Book of the County, '"t"'- DATED this ~ - day of February, 1993. J Y <YVtt 0- Lorna Delaney Board ~ ~ tl.e 0069861.01 vat 19 q.r¡;. I ",' 0 1-7¡~ .