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HomeMy WebLinkAboutRes 1991-21RES0LiTTION NO. 1991 -21 RESOLUTION AUTHORIZING THE ISSUANCE AND SALE OF TOWN OF FOUNTAIN HILLS, ARIZONA GENERAL OBLIGATION BONDS, SERIES 1991, IN THE TOTAL AGGREGATE PRINCIPAL AMOUNT OF $3,530,000 AND DECLARING AN EMERGENCY. WHEREAS, at a special bond election held in and for the Town of Fountain Hills, Arizona (the "Town "), on March 12, 1991, there was submitted to the qualified electors thereof the following question: Shall the Mayor and Common Council of the Town of Fountain Hills, Arizona, be authorized to incur indebtedness by the issuance and sale of general obligation bonds of the Town in the maximum aggregate principal amount of not to exceed $3,53 0 , 000 to provide funds for the pur- pose of improvement, construction, reconstruc- tion and maintenance of Town streets and high- ways and to pay all legal, financial, engineer- ing and other necessary costs and expenses in connection therewith and with the issuance and sale of such bonds, such bonds to bear interest at a rate or rates of not to exceed twelve per- cent (120) per annum, provided that each bond may be evidenced by one instrument or a succes- sion of instruments and the interest may be payable or compounded semiannually or more or less frequently than semiannually and at a variable rate or rates, none of which shall exceed twelve percent (12 %) per annum; to mature over a period of not to exceed twenty (2 0 ) years from the date of their issuance and to be in the denomination of $1,000 each or multiples thereof at maturity? WHEREAS, the returns of the special bond election were duly canvassed by the Mayor and Common Council of the Town and a certificate disclosing the purpose of the special bond election held on March 12, 1991, the total number of votes cast thereat, the total number of votes for and against the issuance of the bonds, and stating that the creation of the indebtedness by the issuance of the bonds in accordance with the questions was ordered and has been filed and recorded in the office of the County Recorder of Maricopa County, Arizona; and WHEREAS, a majority of the qualified electors of the Town, voting at the special bond election held on March 12, 1991, voted "For the Bonds ", in answer to such question; and WHEREAS, general obligation bonds issued for street and highway improvements in the amount of $3,530,000 shall increase the bonded indebtedness of the Town not in excess of six percent (6 %) of the valuation of the taxable property in the Town, as ascer- tained by the last assessment for State and County purposes, previous to incurring such indebtedness; and WHEREAS, all things required to be done preliminary to the authorization and issuance of general obligation bonds have been duly done and performed in the manner required by law, and the Mayor and Common Council of the Town are now empowered to proceed with the issuance and sale of general obligation bonds, NOW, THEREFORE, BE IT RESOLVED BY THE MAYOR AND COMMON COUNCIL OF THE TOWN OF FOUNTAIN HILLS, ARIZONA, THAT: Section 1. There shall be issued General Obligation Bonds, Series 1991, of the Town in a principal amount of $3,530,000 (the "Bonds ") to provide funds for the purposes set forth in the above - mentioned form of ballot question submitted to the qualified electors of the Town on March 12, 1991. Section 2. The Bonds herein authorized to be issued by the Town constitute the first and only series of bonds of a total authorized issue of not to exceed $3,530,000 principal amount of bonds of the Town approved by the qualified electors of the Town at a special bond election duly called and held in and for the Town on March 12, 1991, under the provisions of Title 35, Chapter 3, Article 3, Arizona Revised Statutes, as amended. Section 3. The proceeds from the sale of the Bonds shall be credited against the total principal amount of bonds so approved and against the specific amount of bonds so authorized by the qual- ified electors of the Town at the special bond election called and held on March 12, 1991, and for the purpose set forth in such ques- tion on the official form of ballot and the proceeds of the Bonds shall be applied to such purpose described in such question. Section 4. (a) The Bonds shall be dated May 1, 1991, shall be numbered, by maturity, from 1 consecutively upwards, shall be fully registered Bonds without coupons, shall be in the denomination of $5,000 or any integral multiple thereof, shall bear interest from the most recent January 1 or July 1 to which interest has been paid or duly provided for or, if no interest has been paid or duly provided for, from their date, which interest shall be pay- able on January 1, 1992, and semiannually thereafter on January 1 and July 1 of each year during the term of each of the Bonds. The principal of the Bonds shall be payable upon presentation and sur- render thereof at the principal corporate trust office of First Interstate Bank of Arizona, N.A., in Phoenix, Arizona, as Bond Registrar and Paying Agent. Interest on the Bonds shall be payable by check or draft mailed to the registered owner thereof, as shown on the registration books for this series maintained by the Bond Registrar and Paying Agent at the address appearing therein at the close of business on the 15th day of the calendar month next preceding that interest payment date (the "regular record date "). Any interest which is not timely paid or duly provided for shall 2 cease to be payable to the registered owner thereof (or of one or more predecessor Bonds) as of the regular record date, and shall be payable to the registered owner thereof (or of one or more predecessor Bonds) at the close of business on a special record date for the payment of that overdue interest. The special record date shall be fixed by the Bond Registrar and Paying Agent whenever moneys become available for payment of the overdue interest, and notice of the special record date shall be given to the registered owners of the Bonds not less than ten (10) days prior thereto. The principal of and interest on the Bonds shall be payable in lawful money of the United States of America, the Bonds to mature on July 1 in the years and in the amounts as follows: Maturity Date 1992 1993 1994 1995 1996 1997 1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 (b) The Bonds shall bear rates fixed by the accepted bid but in no rate on the Bonds exceed twelve percent Amount $ 50,000.00 100,000.00 100,000.00 100,000.00 125,000.00 125,000.00 150,000.00 150,000.00 175,000.00 175,000.00 175,000.00 200,000.00 225,000.00 225,000.00 250,000.00 275,000.00 300,000.00 300,000.00 330,000.00 interest at the rate or event shall the interest (12 %) per annum. (c) First Interstate Bank of Arizona, N.A. is hereby appointed as Bond Registrar and Paying Agent, and the Mayor and the Clerk of the Town are hereby authorized and directed to enter into a contract with said bank covering such services. The Bond Registrar shall maintain the books of the Town for the regis- tration of ownership of each Bond. A Bond may be transferred on the registration books upon delivery of the Bond to the Bond Registrar, accompanied by a written instrument of transfer in form and with guaranty of signature satisfactory to the Bond Registrar, duly executed by the registered owner of the Bond to be transferred or his attorney -in -fact or legal representative, containing written instructions as to the details of the transfer of such Bond. No transfer of any Bond shall be effective until entered on the registration books. 3 (bV (d) In all cases upon the transfer of a Bond, the Bond Registrar shall enter the transfer of ownership in the regis- tration books and shall authenticate and deliver in the name of the transferee or transferees a new fully registered Bond or Bonds of the denominations of $5,000 or any integral multiple thereof (except that no Bond shall be issued which relates to more than a single principal maturity) for the aggregate principal amount which the registered owner is entitled to receive at the earliest prac- ticable time in accordance with the provisions of this Section. All costs and expenses of initial registration and payment shall be borne by the Town, but the Town or the Bond Registrar shall charge the registered owner of such Bond, for every such transfer of a Bond, an amount sufficient to reimburse them for any transfer fee, tax or other governmental charge required to be paid with respect to such transfer, and may require that such transfer fee, tax or other governmental charge be paid before any such new Bond shall be delivered. (e) The Town and the Bond Registrar shall not be required (i) to issue or transfer any Bonds during a period begin- ning with the opening of business on the fifteenth (15th) business day next preceding either any interest payment date or any date of selection of Bonds to be redeemed and ending with the close of business on the interest payment date or day on which the appli- cable notice of redemption is given or (ii) to transfer any Bonds which have been selected or called for redemption. (f) (i) Bonds maturing on or before July 1, 2000 are not subject to call for redemption prior to maturity. Bonds maturing on or after July 1, 2001 are subject to call for redemp- tion prior to maturity, in whole or in part on July 1, 2000, or on any interest payment date thereafter, at the option of the Town, by the payment of the principal amount of each Bond called for redemption plus interest accrued to the date fixed for redemption plus a premium payable from any source lawfully available therefor, the premium to be computed as follows: Redemption Dates Premium July 1, 2000 and January 1, 2001 1� July 1, 2001 and January 1, 2002 July 1, 2002 and thereafter, without premium (ii) Not more than forty -five (45) nor less than thirty (30) days before any redemption date, the Bond Regis- trar shall cause a notice of any such redemption to be mailed by first class mail, postage prepaid, to the registered owner of each Bond to be redeemed at the address shown on the registration books maintained by the Bond Registrar. Failure to mail notice to any registered owner of Bonds shall not affect the validity of the proceeding for the redemption of Bonds with respect to the registered owners of other Bonds. 4 Section 3. The Bonds shall be executed on behalf of the Town by the Mayor of the Town and attested by the Clerk of the Town with their manual or facsimile signatures and by the imprinting of a facsimile of the seal of the Town thereon, and such officials are hereby authorized and directed to execute the Bonds as aforesaid. Section 4. The Bonds shall be in substantially the fol- lowing form, allowing those executing the Bonds to make the inser- tions and deletions necessary to conform the Bonds to this Resolu- tion and the Notice Inviting Proposals For Purchase Of Bonds: REGISTERED STATE OF ARIZONA (Form of Bond) (Form of Face of Bond) UNITED STATES OF AMERICA REGISTERED $0000..... COUNTY OF MARICOPA TOWN OF FOUNTAIN HILLS, ARIZONA GENERAL OBLIGATION BOND, SERIES 1991 Interest Rate: Maturity Date: Dated as of: CUSIP: 0000 per annum May 1, 1991 00000 REGISTERED OWNER :.............................. PRINCIPAL AMOUNT :.............................. THE TOWN OF FOUNTAIN HILLS, ARIZONA, a body politic and corporate, duly created and existing under the laws of the State of Arizona (the "Town "), for value received, hereby promises to pay to the Registered Owner indicated above, or registered assigns, the Principal Amount indicated above on the aforesaid Maturity Date, and to pay interest on the principal amount at the aforesaid Interest Rate on January 1, 1992 and on January 1 and July 1 of each year thereafter ( "each an interest payment date ") from the date of this Bond to its maturity or its redemption prior to maturity. The principal of this Bond is payable upon presentation and surrender hereof at the principal corporate trust office of First Interstate Bank of Arizona, N.A., in Phoenix, Arizona, as Bond Registrar and Paying Agent. Interest on this Bond is payable by check or draft mailed to the registered owner hereof, as shown on the registration books for this series maintained by the Bond Registrar and Paying Agent at the address appearing therein at the close of business on the 15th day of the calendar month next pre- ceding that interest payment date (each a "regular record date "). Any interest which is not timely paid or duly provided for shall cease to be payable to the registered owner hereof (or of one or more predecessor Bonds) as of the regular record date, and shall 5 C.r J be payable to the registered owner hereof (or of one or more pred- ecessor Bonds) at the close of business on a special record date for the payment of that overdue interest. The special record date shall be fixed by the Bond Registrar and Paying Agent whenever moneys become available for payment of the overdue interest, and notice of the special record date shall be given to the registered owners of the Bonds not less than 10 days prior thereto. The principal and interest on this Bond are payable in lawful money of the United States of America, on the respective dates when princi- pal and interest become due. REFERENCE IS HEREBY MADE TO THE FURTHER PROVISIONS OF THIS BOND SET FORTH ON THE REVERSE HEREOF. THOSE PROVISIONS SHALL HAVE THE SAME EFFECT FOR ALL PURPOSES AS IF SET FORTH ON THE FACE HEREOF. It is hereby certified, recited and declared ( i ) that all conditions, acts and things required by the Constitution and laws of the State of Arizona to happen, to be done, to exist and to be performed precedent to and in the issuance of this Bond and of the series of which it is one, have happened, have been done, do exist and have been performed in regular and due form and time as required by law; (ii) that the obligation evidenced by the series of Bonds of which this is one, together with all other existing indebtedness of the Town, does not exceed any applicable constitu- tional or statutory limitation; and (iii) that due provision has been made for the levy and collection of a direct annual ad valorem tax upon taxable property within the Town over and above all other taxes authorized or limited by law, sufficient to pay the principal hereof and the interest hereon as each becomes due. IN WITNESS WHEREOF, the TOWN OF FOUNTAIN HILLS, ARIZONA, has caused this Bond to be executed in the name of the Town by the facsimile signature of its Mayor and attested by the facsimile signature of its Clerk, and has caused the facsimile of the seal of the Town to be reproduced hereon. TOWN OF FOUNTAIN HILLS, ARIZONA By (Facsimile) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Mayor [SEAL] ATTEST: (Facsimile) ............................... Clerk (Form of Certificate of Authentication) CERTIFICATE OF AUTHENTICATION This Bond is one of the Bonds described in the within - mentioned Resolution and is one of the Town of Fountain Hills, Arizona General Obligation Bonds, Series 1991. Date of Authentication: ........................... FIRST INTERSTATE BANK OF ARIZONA, N.A., as Bond Registrar By.... ............................... Authorized Officer (Form of Reverse Side of Bond) This Bond is one of a series of bonds (the "Bonds ") which represent the first and only installment of an aggregate voted issue of $3,530,000 principal amount voted at a special bond elec- tion duly called and held in and for the Town on March 12, 1991, for the purpose of providing funds for street and highway improve- ments. The Bonds are so issued by virtue of a resolution (the "Resolution "), duly adopted prior to the issuance hereof, and pursuant to and in conformity with the Constitution and the laws of the State of Arizona, including, particularly, Article 3 of Chapter 3 of Title 35 of the Arizona Revised Statutes, as amended, and all other laws of the State of Arizona relating thereto. For the punctual payment of this Bond, and the interest hereon and for the levy and collection of taxes sufficient for that purpose, the full faith and credit of the Town are hereby irre- vocably pledged. Bonds maturing on or before July 1, 2000 are not subject to call for redemption prior to maturity. Bonds maturing on or after July 1, 2001, are subject to call for redemption prior to maturity, in whole or in part on July 1, 2000, or on any interest payment date thereafter, at the option of the Town, by the payment of the principal amount of each Bond called for redemption plus interest accrued to the date fixed for redemption plus a premium payable from any source lawfully available therefor, the premium to be computed as follows: Redemption Dates Premium July 1, 2000 and January 1, 2000 1� July 1, 2001 and January 1, 2002 July 1, 2002 and thereafter, without premium Not more than 45 nor less than 30 days before any redemption date, the Bond Registrar shall cause a notice of any 7 Cav such redemption to be mailed by first class mail, postage prepaid, to the registered owner of each Bond to be redeemed at the address shown on the registration books maintained by the Bond Registrar. Failure to mail notice to any registered owner of Bonds shall not affect the validity of the proceeding for the redemption of Bonds with respect to the registered owners of other Bonds. The Bond Registrar shall maintain the books of the Town for the registration of ownership of each Bond as provided in the Resolution. This Bond may be transferred on the registration books upon delivery hereof to the Bond Registrar, accompanied by a writ- ten instrument of transfer in form and with guaranty of signature satisfactory to the Bond Registrar, duly executed by the registered owner of this Bond or his attorney -in -fact or legal representative, containing written instructions as to the details of the transfer. No transfer of this Bond shall be effective until entered on the registration books. In all cases upon the transfer of a Bond, the Bond Regis- trar shall enter the transfer of ownership in the registration books and shall authenticate and deliver in the name of the trans- feree or transferees a new fully registered Bond or Bonds of the denominations of $5,000 or any integral multiple thereof (except that no Bond shall be issued which relates to more than a single principal maturity) for the aggregate principal amount which the registered owner is entitled to receive at the earliest practicable time in accordance with the provisions of the Resolution. All costs and expenses of initial registration and payment shall be borne by the Town, but the Town or the Bond Registrar shall charge the registered owner of such Bond, for every such transfer of a Bond, an amount sufficient to reimburse them for any transfer fee, tax or other governmental charge required to be paid with respect to such transfer, and may require that such transfer fee, tax or other governmental charge be paid before any such new Bond shall be delivered. The Town and the Bond Registrar shall not be required (a) to issue or transfer any Bonds during a period beginning with the opening of business on the 15th business day next preceding either any interest payment date or any date of selection of Bonds to be redeemed and ending with the close of business on the interest payment date or day on which the applicable notice of redemption is given or (b) to transfer any Bonds which have been selected or called for redemption. This Bond shall not be entitled to any security or benefit under the Resolution or be valid or become obligatory for any purpose until the certificate of authentication hereon shall have been signed by the Bond Registrar. (LEGAL OPINION) 8 (Ww� (FORM OF ASSIGNMENT) Assignment For value received, the undersigned sells, assigns and transfers unto .. ............................... the within Bond and irrevocably constitutes and appoints ................. attorney to transfer this Bond on the books kept for registration thereof, with full power of substitution in the premises. Dated: ........................ Signature Guaranteed: . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (Commercial Bank, Trust Company or Member of a National Securities Exchange) ............................. Notice: The assignor's signature to this assignment must correspond with the name as it appears upon the face of the within Bond in every particular, without alteration or any change whatever. ALL FEES AND COSTS OF TRANSFER SHALL BE PAID BY THE TRANSFEROR The following abbreviations, when used in the inscription on the face of the within Bond, shall be construed as though they were written out in full according to applicable laws or regulation. TEN COM - as tenants in common TEN ENT - as tenants by the entireties JT TEN - as joint tenants with right of survivorship and not as tenants in common UNIF TRANS MIN ACT - .............. Custodian ....... (Cust) (Minor) under Uniform Transfers to Minors Act ................. (State) Additional abbreviations may also be used though not included in the above list. D Section 5. In each year while any of the Bonds shall be outstanding, there shall be and hereby is levied upon all taxable property within the Town a continuing, direct, annual, ad valorem tax over and above all other taxes authorized or limited by law, which tax, together with other funds then on hand and available for such purposes, shall be sufficient to pay the principal of and interest on the Bonds as the same become due. The tax shall be extended and collected for the Town, and the officials of the Town and Maricopa County, Arizona charged with the annual extension and collection of taxes, without further instructions from the Mayor and Common Council of the Town, shall extend and collect the tax upon issuance of the Bonds. All moneys collected through such tax shall be paid into the treasury of the Town, to the credit of the "General Obligations, Series 1991 Bond Fund" of the Town, from which fund the Bonds shall be payable, which tax moneys shall be held in subfunds to be known as the "Interest Fund" and the "Redemption Fund ", which funds shall be kept separate and apart from and not commingled with any other funds or moneys and which shall be used solely for, respectively, payment of interest on and principal of, and premium, if any, on the Bonds. Section 6. In consideration of the purchase and accep- tance of any and all of the Bonds issued hereunder by those who shall be the registered owners of the same from time to time, this Resolution shall be deemed to be and shall constitute a contract among the Town and the registered owners of the Bonds. Section 7. The Bonds shall be sold to the bidder whose offer results in the lowest net interest cost to the Town in accor- dance with the Notice Inviting Proposals For Purchase Of Bonds set forth in Resolution No. 1991 -14 passed and adopted by the Mayor and Common Council of the Town on April 4, 1991. Section 8. Upon the sale of and payment for the Bonds in accordance with the accepted bid and the provisions of this Resolution, the Mayor, the Clerk or the Town Manager of the Town, or any of them, are hereby authorized and directed to deliver the Bonds to the purchaser thereof upon receipt of payment therefor. Section 9. The proceeds derived from the sale of the Bonds shall be deposited in the treasury of the Town to the credit of the "General Obligations, Series 1991 Construction Fund" to be used solely for the purposes specified in the aforementioned ballot question submitted to the qualified electors of the Town on March 12, 1991; provided, however, that (a) such proceeds may be invested in the manner and under the circumstances allowed by law and (b) any moneys remaining in such fund after such purposes shall have been accomplished shall be transferred to the Redemption Fund and the Interest Fund of the Town in the same fashion as taxes. Section 10. (a) In consideration of the purchase and Cw,-, acceptance of the Bonds by the registered owners thereof from time to time, and as authorized by Title 35, Chapter 3, Article 7, Arizona Revised Statutes, as amended, and in consideration of retaining the exemption from federal income taxes of the interest 10 (u) income on the Bonds, the Town covenants and agrees, and the appro- priate officials of the Town are hereby directed, to take all action required, or to refrain from taking any action prohibited, by the Internal Revenue Code of 1986, as amended (the "Code "), including, without limitation (i) to meet the arbitrage rebate provisions of the Code ( Section 148 (f ) of the Code) , ( ii) to make the required information filing pursuant to the Code (Section 149(e) of the Code), (iii) to make the required expenditures so that the bonds will not be deemed to be "hedge bonds" within the meaning of the Code (Section 149(g) of the Code) and (iv) to do all other things necessary to preserve the tax exempt status of the interest income on the Bonds. (b) At least 75% of the "available construction proceeds" of the Bonds are to be used for "construction expendi- tures" with respect to property which is to be owned by the Town as provided in the Code. At least 10% of the available construc- tion proceeds of such amount of the Bonds shall be spent for the governmental purposes of the issue within the six -month period beginning on the date the Bonds are issued, at least 45% of such proceeds shall be spent for such purposes within the one -year period beginning on such date, at least 75% of such proceeds shall be spent for such purposes within the 18 -month period beginning on such date and at least 100% of such proceeds shall be spent for such purposes within the two -year period beginning on such date. At least 100% of the available construction proceeds of such amount of the Bonds shall be treated as spent for the governmental pur- poses of the Bonds within the two -year period beginning on the date the Bonds are issued if such requirement is met within the three - year period beginning on such date and such requirement would have been met within such two -year period but for a reasonable retainage (not exceeding five percent of the available construction proceeds of such amount of the Bonds). The Town hereby elects the applica- tion of the option to pay a penalty in lieu of rebate to the United States pursuant to Section 14 8 (f) (4 ) ( C) (vii) (I ) of the Code with regard to the Bonds. The term available construction proceeds shall not include earnings on any reserve fund for the Bonds pur- suant to Section 148 (f) (4) (C) (vi) (IV) of the Code. (c) The Town hereby designates the Bonds as "quali- fied tax - exempt obligations" within the meaning of and pursuant to the provisions of Section 265(b) of the Code, and the Town repre- sents and warrants that the reasonably anticipated amount of "qual- ified tax - exempt obligations" (other than private activity bonds) which shall be issued by the Town during the 1991 calendar year shall not exceed $10,000,000. Section 11. The immediate operation of this Resolution is necessary for the preservation of the public health and welfare; an emergency is hereby declared to exist; and this Resolution shall be in full force and effect from and after its passage and approval by the Mayor and Common Council of the Town as required by law. The Resolution is hereby exempt from the referendum provisions of the Constitution and laws of the State of Arizona. 11 PASSED, ADOPTED AND APPROVED by the Mayor and Common Council of the Town of Fountain Hills, Arizona, on May 2, 1991. ATTEST: Clerk, w Ton of•Fountain Hills, Arizona APPROVED AS TO FORM: VV� Y O' Connor, 4*anag), Anderson, Westover, Killinsworth & Beshears, P.A., Ejpnd Counsel Mayor, To of ountain Hills, Arizona` Fw%