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HomeMy WebLinkAboutRes 1999-27RESOLUTION NO. 1999 -27 RESOLUTION ORDERING THE SALE OF $1,400,000 PRINCIPAL AMOUNT OF TOWN OF FOUNTAIN HILLS, ARIZONA, GENERAL OBLIGATION BONDS, SERIES 1999, AND DECLARING AN EMERGENCY. BE IT RESOLVED BY THE MAYOR AND COUNCIL OF THE TOWN OF FOUNTAIN HILLS, ARIZONA, as follows: Section 1. Town of Fountain Hills, Arizona, General Obligation Bonds, Series 1999 (the 'Bonds "), in the principal amount of $1,400,000, are hereby ordered to be sold pursuant to Title 35, Chapter 3, Article 3, Arizona Revised Statutes, as amended, and in accordance with the attached Order and Notice of Bond Sale. Section 2. The Clerk is directed to execute the attached Order and Notice and cause the attached Order and Notice to be published once a week for four (4) successive weeks prior to the date set to receive bids in The Times of Fountain Hills, a newspaper of general circulation in the Town. Section 3. The Clerk is hereby further authorized and directed to cause a Notice Inviting Proposals for the Purchase of Bonds to be executed and to be transmitted to Peacock, Hislop, Staley & Given, Inc., Financial Consultant to the Town with respect to the Bonds, to be circulated among potential bidders for the Bonds. No defect or error in such Notice shall affect or invalidate the sale of the Bonds, it being expressly determined by the Council that such Notice is solely to supplement the required legal notice to be given pursuant to the preceding paragraph. Section 4. The immediate operation of the provisions of this resolution is necessary for the preservation of the public peace, health and safety and an emergency is hereby declared to exist, and this resolution will be in full force and effect from and after its passage and approval by the Mayor and Council as required by law, and it is hereby exempt from the referendum provisions of the Constitution and laws of the State of Arizona. PASSED AND ADOPTED on A AT S� `f✓ ��u� -�J Clerk APPROVED AS TO FORM: //J�w-� Bond Counsel SWR:gmh 308063.015/28/99 IL CERTIFICATION I, Cassie Hansen, the duly appointed and acting Town Clerk of the Town of Fountain Hills, Arizona, do hereby certify that the above and foregoing Resolution No. 1999 -27 was duly passed by the Town Council of the Town of Fountain Hills, Arizona, at a regular meeting held on June 3, 1999, and the vote was io aye's and 0 nay's and that the Mayor and S Council Members were present thereat. DATED: June 3, 1999. SWR:gmh 308063.01 528/99 r,�� Un� Town Clerk r L.::2 ORDER AND NOTICE OF BOND SALE NOTICE IS HEREBY GIVEN that sealed unconditional proposals will be received to and including the hour of 10:00 a.m., Mountain Standard Time (Bidders are put on notice that Arizona is exempt from Daylight Savings Time), on August 5, 1999, at the Offices of Gust Rosenfeld P.L.C., 201 North Central Avenue, Suite 3300, Phoenix, Arizona 85073 -3300, for the purchase of all, but not less than all, of $1,400,000 principal amount of General Obligation Bonds, Series 1999 (the 'Bonds "), at which time bids will be opened and announced. The Town Council will meet on August 5, 1999, at the hour of 6:30 p.m., to consider all bids received and, if an acceptable bid is received, award the contract for the purchase of the Bonds. The Bonds will bear interest at rates, no one of which will exceed ten percent (10 %) per annum, to be determined in accordance with the best bid for the Bonds at the time of the award of the contract for the purchase of the Bonds. Unless all bids are rejected, the Bonds will be awarded to the bidder whose proposal results in the lowest net interest cost to the Town, taking into account any premium offered to be paid for the Bonds. All proposals must be for all of the Bonds and must offer to pay no less than the face amount of the Bonds plus accrued interest to the date of delivery of the Bonds. Further information, including copies of the Notice Inviting Proposals for the Purchase of Bonds and the Preliminary Official Statement relating to the bonds, may be obtained from the Clerk of the Town of Fountain Hills, Arizona; or from Peacock, Hislop, Staley & Given, Inc., 2999 North 44th St., Suite 100, Phoenix, AZ 85018, telephone number (602) 952- 6800, financial consultant to the Town with respect to the Bonds. Dated: June 3, 1999. au L��Z 4,4,y .`/ Clerk, Town of Fountain Hills, Arizona Publish this Notice and the resolution once a week for four (4) successive weeks prior to August 5, 1999 SWR:gmh 308063.015/28/99 NOTICE INVITING PROPOSALS FOR THE PURCHASE OF BONDS NOTICE IS HEREBY GIVEN that sealed, unconditional proposals will be received to and including the hour of 10:00 a.m., Mountain Standard Time (Bidders are put on notice that Arizona is exempt from Daylight Savings Time), on August 5, 1999, at the Offices of Gust Rosenfeld P.L.C., 201 North Central Avenue, Suite 3300, Phoenix, Arizona 85073 -3300, at which time bids will be opened and announced for the purchase of all, but not less than all, of $1,400,000 aggregate principal amount of Town of Fountain Hills, Arizona, General Obligation Bonds, Series 1999 (the "Bonds "). The Mayor and Council of the Town of Fountain Hills, Arizona (the "Town ") will meet at the hour of 6:30 p.m., on August 5, 1999, for the purpose of considering bids received and, if an acceptable bid is received, awarding the contract for the purchase of the Bonds. The Bonds will be dated August 1, 1999, and will bear interest from their date to the maturity of each of the Bonds at a rate or rates per annum of not to exceed ten percent (10 %). Interest on the Bonds is payable semiannually on January 1 and July 1 commencing January 1, 2000. The Bonds will mature on July 1 in the years 2000 to 2014, inclusive, in the principal amounts as follows: Maturity Date (July 1) Principal Amount Maturity Date (July 1) Principal Amount 2000 $ 50,000 2008 $ 1003,000 2001 75,000 2009 100,000 2002 75,000 2010 100,000 2003 75,000 2011 125,000 2004 75,000 2012 125,000 2005 75,000 2013 125,000 2006 75,000 2014 125,000 2007 100,000 PURPOSE: The Bonds are being issued for the purpose of making improvements in the Town, including open space preservation improvements as set forth in Question 2 on the ballot for the May 18, 1999 election. OPTIONAL REDEMPTION: Bonds maturing on July 1, 2009, are not subject to call for redemption prior to maturity. Bonds maturing on or after July 1, 2010, are subject to call for redemption prior to maturity, at the option of the Town, in whole or in part, on July 1, 2009, or on any interest payment date thereafter by the payment of a redemption price equal to the principal amount of each Bond called for redemption plus accrued interest to the date fixed for redemption plus a premium payable from any sources lawfully available therefor, the premium (calculated as a percentage of the principal amount of such Bonds to be redeemed) to be computed as follows: Redemption Dates Premium July 1, 2009 through and including June 30, 2010 1.0% July 1, 2010 through and including June 30, 2011 0.5% July 1, 2011 and thereafter without premium. SWR:gmh 308065.01 5/28/99 NOTICE OF REDEMPTION: Notice of redemption of any Bond will be mailed to the registered owner of the Bond or Bonds being redeemed at the address shown on the bond register maintained by the registrar not more than sixty (60) nor less than thirty (30) days prior to the date set for redemption. Failure to properly give notice of redemption shall not affect the redemption of any Bond for which notice was properly given. FORM AND DENOMINATIONS: The Bonds will be issued only in registered form as to both principal and interest, in the denomination of $5,000 or integral multiples thereof. The initial purchaser must accept one fully registered Bond for all amounts in each maturity for which names and addresses of the initial registered owners of the Bonds were not provided to the registrar at least seven (7) days prior to closing. REGISTRATION AND TRANSFER: The Bonds will be transferable only upon the bond register maintained by the registrar upon surrender to the registrar with an appropriate instrument of transfer. The registrar and paying agent will be a bank or trust company to be named at or before the time bids for the Bonds are to be received. All costs pertaining to transfer of ownership, except transfer taxes, if any, will be borne by the transferor. PAYMENT OF BONDS: Interest on the Bonds shall be payable by check mailed on or prior to the interest payment date to the registered owners of such Bonds at the addresses of such owners as they appear on the books of the registrar on the fifteenth day of the Cv, month preceding the date such interest comes due. Principal of, and premium, if any, on the Bonds shall be paid when due upon surrender of such Bonds at the principal office of the paying agent. Upon written request made at least twenty (20) days prior to an interest payment date by a registered owner of at least $1,000,000 in principal amount of Bonds outstanding or on any Bonds held by a securities repository, all payments of interest and, if adequate provision for surrender is made, principal and premium, if any, shall be paid by wire transfer in immediately available funds to an account within the United States of America designated by such registered owner. RECORD DATE: The record date for determination of ownership for payment of interest shall be the fifteenth calendar day prior to an interest payment date. The registrar shall pay interest to the owners of record on the record date notwithstanding that transfers of ownership may occur on any Bond between the record date and the next interest payment date. SECURITY: Principal of and interest on the Bonds are payable from an ad valorem tax levied against all of the taxable property in the Town. The Bonds are payable from such a tax without limit as to rate or amount. INTEREST RATES: Bids for the purchase of the Bonds must state the rate or rates of interest to be paid and no bid at a price less than the par value of the Bonds, together with all accrued interest thereon at the date of delivery of the Bonds, will be considered. All Bonds of the same maturity must bear the same rate of interest. The highest rate bid shall not exceed the lowest rate by more than 2% per annum. Interest will be calculated on the basis of a year comprised of 360 days consisting of twelve (12) months of thirty (30) days each. -2- SWR:gmh 308065.01 5/28199 Any interest rate bid which would result in an interest payment amount having fractional cents will be deemed a waiver of the right to payment of such fractional cents. No fractional cents will be paid or accumulated for payment on any Bond. MAXIMUM NET PREMIUM AND INFORMATION TO BE PROVIDED BY WINNING BIDDER: The Bonds may not be reoffered to produce a Net Premium (as hereinafter defined) associated with the Bonds in excess of $28,000. REOFFERING THE BONDS AT A NET PREMIUM IN EXCESS OF $28,000 WILL CAUSE THE BONDS TO BE INVALID. The term "Net Premium" means the difference between $1,400,000 (the par amount of the Bonds) and the issue price of the Bonds determined pursuant to United States Treasury Regulations. The issue price of the Bonds is the aggregate of the issue price of each maturity of the Bonds. The issue price of each maturity of the Bonds is that initial offering price to the public (excluding bond houses, brokers and similar persons or organizations acting in the capacity of underwriters or wholesalers) at which a substantial amount of Bonds of that maturity (at least 10% of such maturity) are reasonably expected to be sold as of the date of the award. All bidders will be required to acknowledge this limit on Net Premium in their bid form. See "LEGISLATION AFFECTING ISSUE PRICE" in the Preliminary Official Statement relating to the Bonds. The winning bidder will be required to furnish to the Town, within twenty -four (24) hours after the award of the Bonds, a certificate in a form acceptable to Bond Counsel stating that a bona fide public offering of the Bonds has been made and setting forth the offering prices at which a substantial amount of the Bonds of each maturity is reasonably expected to be sold to the public (excluding bond houses, brokers and similar persons or organizations acting in the capacity of underwriters or wholesalers) as of the date of the award. If the offering prices so certified cause the Net Premium to exceed $28,000, the award will be cancelled, the Bonds will not be delivered to the winning bidder and the bidder's check (as described below) will be retained and forfeited as liquidated damages. FORM OF BID AND BID CHECK: A prescribed form of bid for the Bonds will be prepared and all bids must be submitted on that form. All bids must be accompanied by a certified or cashier's check in a sum equal to two percent (2 %) of the par value of the Bonds, drawn on a bank doing business in the State of Arizona, payable to the order of the Town Accounting Supervisor (the "Deposit "). If a financial surety bond is used, it must be from an insurance company licensed to issue such a bond in the State of Arizona and such bond must be submitted to Peacock, Hislop, Staley & Given, Inc., prior to the opening of the bids. The financial surety bond must identify each bidder whose Deposit is guaranteed by such financial surety bond. If the Bonds are awarded to a bidder using a financial surety bond, then that purchaser is required to submit its Deposit to the District in the form of a certified & cashier's check or wire transfer as instructed by Peacock, Hislop, Staley & Given, Inc., or the Town not later than 1:00 p.m., Mountain Standard Time, on the next business day following the award. If such Deposit is not received by that time, the financial surety bond may be drawn by the Town to satisfy the Deposit requirement. All checks of the unsuccessful bidders will be returned upon the award of the Bonds to the successful bidder. The Deposit of the successful bidder will be applied to the purchase price of the Bonds or retained and forfeited as liquidated damages in the event such bidder does not take up and pay for the Bonds immediately upon their issuance or in -3- SWR:gmh 308065.01 5/28/99 the event the Net Premium would exceed $28,000. No interest will be paid on the Deposit of any (146V bidder. The financial consultant to the Town has received permission from the Town to submit a bid on the Bonds. CUSIP NUMBERS: CUSIP numbers will be placed on the Bonds, but neither failure to print such numbers on any Bond nor any error with respect thereto shall constitute cause for a failure or refusal by the purchaser thereof to accept delivery of and pay for the Bonds in accordance with the terms of the sale. No CUSIP number will be deemed to be part of any Bond or of the contract evidenced thereby. RIGHT OF REJECTION: The Town reserves the right in its discretion to reject any and all bids received and to waive any irregularity or informality in the bids, except that the time for receiving bids shall be of the essence. COST OF BOND FORMS: The Town will bear the cost of printing the Bonds and will furnish fully executed Bonds, registered in the name of the purchaser, to the purchaser upon payment therefor. AWARD AND DELIVERY: Unless all bids are rejected, the Bonds will be awarded to the bidder whose proposal results in the lowest net interest cost to the Town. The net interest cost will be determined by computing the aggregate amount of interest payable on the Bonds from their date to their respective maturity dates and by deducting therefrom any premium. Delivery of the Bonds will be made to the purchaser upon payment in Federal or immediately available funds at the offices of Gust Rosenfeld P.L.C., Phoenix, Arizona, or, at the purchaser's request and expense, at any other place mutually agreeable to both the Town and the purchaser. CANCELLATION: Bidders are to take notice that, pursuant to Arizona law, if, within three (3) years from the award of the contract to purchase the Bonds, any person who was significantly involved in initiating, negotiating, securing, drafting or creating the contract for the purchase of the Bonds on behalf of the Town becomes an employee or agent of the winning bidder in any capacity or a consultant to the winning bidder with respect to the contract for the purchase of the Bonds, the Town may cancel the contract without penalty or further obligation by the Town. In addition to such cancellation, the Town may recoup any fees or commissions paid or due to any person who was significantly involved in initiating, negotiating, securing, drafting or creating the contract for the purchase of the Bonds on behalf of the Town. LEGAL OPINION: The Bonds are sold with the understanding that the Town will furnish the purchaser with the approving opinion of Gust Rosenfeld P.L.C., Phoenix, Arizona. An undated copy of such opinion will be printed on the reverse side of each Bond. Said attorneys have been retained by the Town as Bond Counsel and in such capacity are to render their opinion only upon the legality of the Bonds under Arizona law and on the exemption of the interest income on such Bonds from Federal and State of Arizona income taxes (see "Tax - Exempt Status" below). Fees of Gust Rosenfeld, P.L.C. for services rendered in connection with such approving opinion are expected to be paid from Bond proceeds. Except to the extent necessary to issue its approving opinion as to validity of the Bonds, Gust Rosenfeld, P.L.c. has not been requested to examine or review and has not examined or reviewed any financial -4- SWR:gmh 308065.015/28/99 documents, statements or materials that have been or may be furnished in connection with the cw�, authorization, issuance or marketing of the Bonds and accordingly will not express any opinion with respect to the accuracy or completeness of any such financial documents, statements or materials. In submitting a proposal for the Bonds, the bidder agrees to the representation of the Town by Gust Rosenfeld, P.L.C. as bond counsel. TAX - EXEMPT STATUS: The opinion of Bond Counsel will state in part: Under existing laws, regulations, rulings and judicial decisions, the interest income on the Bonds is excluded from gross income for the purpose of calculating federal income taxes and is exempt from Arizona income taxes. Interest income on the Bonds is not an item of tax preference to be included in computing the alternative minimum tax of individuals or corporations; however, such interest income must be taken into account for federal income tax purposes as an adjustment to alternative minimum taxable income for certain corporations, which income is subject to federal alternative minimum tax. The Bonds are not private activity bonds within the meaning of Section 141 of the Internal Revenue Code of 1986, as amended (the "Code "). We express no opinion regarding other federal tax consequences arising with respect to the Bonds. The Code imposes various restrictions, conditions and requirements relating to the continued exclusion of interest income on the Bonds from gross income for federal income tax purposes, including a requirement that the Town rebate to the federal government certain of the investment earnings with respect to the Bonds. Failure to comply with such restrictions, conditions and requirements could result in the interest income on the Bonds being included as gross income for federal income tax purposes from their date of issuance. The Town has covenanted to comply with the restrictions, conditions and requirements of the Code necessary to preserve the tax- exempt status of the Bonds. For purposes of this opinion we have assumed continuing compliance by the Town with such restrictions, conditions and requirements. Should changes in the law cause Bond Counsel's opinion to change prior to delivery of the Bonds to the purchaser, the purchaser will not be obligated to pick up and pay for the Bonds, and the bid check will be returned. INFORMATION FROM PURCHASER: The successful bidder for the Bonds will be required to provide the Town with a certificate in a form acceptable to Bond Counsel, which certificate shall state the initial offering prices at which each maturity of the Bonds were offered to the public (excluding bond houses, brokers and other intermediaries) and at which a substantial amount of the Bonds of each maturity were sold. PRELIMINARY OFFICIAL STATEMENT DEEMED FINAL, PREPARATION OF FINAL OFFICIAL STATEMENT: The Town deems the Preliminary Official Statement provided in connection with the sale of the Bonds to be final as of its date (1tv except for the omission of offering prices, selling compensation, delivery dates, terms to be -5- SWR:gmh 308065.015/28/99 A specified in the winning bidder's proposal, ratings, other terms depending on such matters and the identity of the winning bidder. The winning bidder must provide the Town, within twenty -four hours after the award of the Bonds, with all necessary offering price information, selling compensation information, all other terms of the sale which are depending on such matters and any underwriter information, all as may be necessary to complete the final Official Statement. Promptly after receiving the necessary information from the winning bidder, the Town will prepare a final Official Statement in substantially the same form as the Preliminary Official Statement with such additions, deletions or revisions as the Town deems necessary. NO LITIGATION AND NON - ARBITRAGE: The Town will deliver a certificate to the effect that no litigation is pending affecting the issuance and sale of the Bonds. The Town will also deliver an arbitrage certificate covering its reasonable expectations concerning the Bonds. ADDITIONAL INFORMATION: Copies of this Notice and the Preliminary Official Statement relating to the Bonds will be furnished to any bidder upon request made to the Clerk of the Town of Fountain Hills, Arizona; or to Peacock, Hislop, Staley & Given, Inc., 2999 North 44th St., Suite 100, Phoenix, AZ 85018, telephone (602) 952 -6800; Financial Consultant to the Town with respect to the Bonds. DATED: June 3, 1999. SWR:gmh 308065.015/28/99 (�,�Q46 �L� Clerk, Town of Fountain Hills, Arizona I In