RESOLUTION NO. 2010-23
A Resolution of the City of Hood River, Oregon Authorizing the Refinancing of Outstanding Obligations of the City.
WHEREAS, the City of Hood River, Oregon (the “City”) is authorized by Oregon Revised Statutes Section 271.390 to enter into financing agreements to finance or refinance real or personal property which the City Council determines is needed; and
WHEREAS, the City previously entered into a loan with the State of Oregon Economic and Community Development Department (now known as the Oregon Business Development Department) (“OBDD”) that financed an upgrade to the City’s wastewater treatment plant (the “OBDD Wastewater Loan”); and
WHEREAS, $2,762,461 of the OBDD Wastewater Loan is still outstanding; and
WHEREAS, the City previously entered into a loan with the OBDD that financed a portion of the acquisition of the City’s Fifth and Cascade parking lot (the “OBDD Parking Lot Loan”); and
WHEREAS, $303,739 of the OBDD Parking Structure Loan is still outstanding; and
WHEREAS, the OBDD Wastewater Loan is currently paid from net revenues of the City’s wastewater system, and the OBDD Parking Lot Loan is currently paid from tax increment revenues of the Columbia Cascade Urban Renewal Area; and
WHEREAS, both the OBDD Wastewater Loan and the OBDD Parking Lot Loan are secured by a pledge of the City’s full faith and credit; and
WHEREAS, current interest rates are lower than the interest rates that are payable on the OBDD Wastewater Loan and the OBDD Parking Lot Loan (collectively, the “Refundable Obligations”), and the City may be able to reduce debt service costs by refunding the Refundable Obligations; and
NOW, THEREFORE, the City Council of the City of Hood River, Oregon, resolves as follows:
1. Authorization of Financing Agreements.
The City is hereby authorized to enter into one or more financing agreements to refinance all or any portion of the Refundable Obligations pursuant to ORS 271.390 and ORS 287A.360. However, the City shall not refinance the Refundable Obligations unless the refinancing produces net debt service savings. The net proceeds of the financing agreements that are executed to refinance the Refundable Obligations shall not exceed the amount required to refinance the Refundable Obligations and pay estimated costs of the refinancing.
The financing agreements authorized by this Section 1 are referred to in this Resolution as the “Financing Agreements.”
2. Determination of Need.
The City hereby determines that the wastewater treatment plant and the parking lot financed with the Refundable Obligations is needed.
The Mayor, the City Manager, the City Finance Director, or the person designated by the Mayor, the City Manager or the City Finance Director to act on behalf of the City under this resolution (each of whom is referred to in this resolution as a “City Official”) may, on behalf of the City and without further action by the City Council:
Negotiate, execute and deliver one or more escrow agreements or similar documents (the “Escrow Agreements”) that provide for the issuance of one or more series of “certificates of participation” or “full faith and credit obligations” (the “Obligations”) that represent ownership interests in the loan payments due from the City under the Financing Agreements. Subject to the limitations of this resolution, the Escrow Agreements and each series of Obligations may be in such form and contain such terms as the City Official may approve.
Select one or more commercial banks with which to negotiate and execute each Financing Agreement, solicit competitive bids for the purchase of each series of the Obligations and award their sale to the bidder offering the most favorable terms to the City, or select one or more underwriters, negotiate the terms of the sale of each series of Obligations, and sell that series to those underwriters.
Deem final and authorize the distribution of a preliminary official statement for each series of Obligations, authorize the preparation and distribution of a final official statement or other disclosure document for each series of Obligations, and enter into agreements to provide continuing disclosure for owners of each series of Obligations.
Apply for ratings for each series of Obligations, determine whether to purchase municipal bond insurance or obtain other forms of credit enhancements for each series of Obligations, enter into agreements with the providers of credit enhancement, and execute and deliver related documents.
Engage the services of escrow agents or trustees and any other professionals whose services are desirable for the financing.
Determine the final principal amount, interest rates, payment dates, prepayment rights and all other terms of each Financing Agreement. Subject to the limitations of this resolution, each Financing Agreement may be in such form and contain such terms as the City Official may approve.
Negotiate, execute and deliver notes to evidence amounts due under the Financing Agreements.
Covenant for the benefit of the banks providing the Financing Agreements or the owners of Obligations to comply with all provisions of the Internal Revenue Code of 1986, as amended (the “Code”) which are required for the interest paid under the Financing Agreements to be excluded from gross income for federal income tax purposes.
Designate each Financing Agreement as a “qualified tax-exempt obligation” pursuant to Section 265(b)(3) of the Code.
Enter into an intergovernmental agreement with the City’s urban renewal agency that obligates the agency to pay the debt service on the portion of the Financing Agreements that refinance the OBDD Parking Structure Loan from the tax increment revenues of the Columbia Cascade Urban Renewal Area.
Execute and deliver any other certificates or documents and take any other actions which the City Official determines are desirable to carry out this resolution.
Each Financing Agreement shall constitute an unconditional obligation of the City, which is payable from all legally available funds of the City. The City Official may pledge the City’s full faith and credit and taxing power within the limitations of Sections 11 and 11b of Article XI of the Oregon Constitution.
5. Effective Date.
This resolution shall be effective upon its adoption by a majority of the City Council.
PASSED, ADOPTED AND EFFECTIVE this 28 day of June 2010, by a majority of the Hood River City Council.
ABSENT: Arthur Babitz, Mayor
ATTEST: Approved as to form:
Jennifer McKenzie, City Recorder Daniel Kearns, City Attorney