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86-ZZZRESOLUTION NO. 86-ZZZ A SUPPLEMENTAL RESOLUTION PROVIDING FOR THE ISSUANCE OF $11,650,000 AGGREGATE PRINCIPAL AMOUNT OF PUBLIC SERVICE TAX REVENUE BONDS, SERIES 1986, OF THE CITY OF BOYNTON BEACH, FLORIDA AUTHORIZED IN RESOLUTION NO. 86-XXX TO BE ISSUED IN AN AGGREGATE PRINCIPAL AMOUNT OF NOT EXCEEDING $11,650,000; FIXING AND DETERMINING THE PRINCIPAL AMOUNT, INTEREST RATES, MATURITY DATES, REDEMPTION PROVISIONS AND OTHER DETAILS OF SAID BONDS; FINDING THE NECESSITY FOR A NEGOTIATED SALE OF SUCH BONDS; APPROUING AND AUTHORIZING THE DISTRIBUTION OF AN OFFICIAL STATEMENT IN CONNECTION WITH SUCH BONDS; AUTHORIZING THE EXECUTION AND DELIVERY OF A BOND PURCHASE CONTRACT TO BE EXECUTED BY AND BETWEEN THE CITY AND THE UNDERWRITERS OF SUCH BONDS AND AWARDING THE SERIES 1986 BONDS; PROVIDING FOR THE APPLICATION OF THE PROCEEDS RECEIVED FROM THE SALE OF SAID BONDS; AUTHORIZING THE PURCHASE OF A BOND INSURANCE POLICY; DESIGNATING THE BOND REGISTRAR FOR SAID BONDS; PROVIDING A COVENANT AS TO COMPLIANCE TAX LAWS; RATIFYING CERTAIN TAKEN BY THE CITY COUNCIL AND THE : DIRECTOR; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the City of Boynton Beach, Florida (the "City") is authorized by its Charter (Chapter 24398, Laws of Florida, Acts of 1947, as amended and supplemented and by Chapter 166, Florida Statutes (collectively the "Act") to issue revenue bonds of the City payable from Designated Revenues (as described in the Bond Resolution hereinafter mentioned), for the purpose of paying the cost of acquiring and constructing capital projects; and WHEREAS, pursuant to Resolution No. 84-TTT, adopted by the City Council. of the City (the "City Council") on September 5, 1984 (the "1984 Resolution"), the City has heretofore issued -1- $4,000,000 aggregate principal amount of its Recreational Facilities Revenue Bonds, Series 1984 (the "1984 Bonds") for the purpose of refunding $4,000,000 aggregate .principal amount of Recreational Facilities Revenue Bonds, Series 1982; and WHEREAS, on October 21, 1986, the City Council adopted Resolution No. 86-XXX (the "Bond Resolution"), authorizing the issuance of not exceeding $11,650,000 aggregate principal amount of Public Service Tax Revenue Bonds, Series 1986, of the City for the purpose of providing funds, together with other available funds, for paying the cost of the 1986 Projects described in the Bond Resolution °(the "1986 Projects"); and WHEREAS, as provided in the Bond Resolution, the principal of, premium, if any, and interest on said Bonds are to be payable solely from the proceeds received from Designated Revenues after all payments and deposits, if any, required by the 1984 Resolution to be made from said proceeds have been made; WHEREAS, the City Council has determined that because of the unsettled nature of the municipal bond market and the subordinate lien of said bonds, the sale of said Bonds through negotiation is in the best interest of the City and that the sale of said Bonds through negotiation with the Underwriters named in the Bond Purchase Contract (hereinafter mentioned) is in the best interest of the City; and -2- WHEREAS, the City Council has received from William R. Hough & Co. and Smith Barney, Harris, Upham & Co. Incorporated (the "Underwriters") a proposal in the form of a Bond Purchase Contract, to be dated October 30, 1986, by and between the City and the Underwriters, relating to the sale of $11,650,000 of said bonds (the "Series 1986 Bonds") and the City Council has determined that the acceptance of such proposal and the award to the Underwriters of the Series 1986 Bonds is in the best interests of the City and will effect the purposes set forth in the Bond Resolution; and WHEREAS, there have been presented to the City Council at this meeting the following documents relating to the issuance of the Series 1986 Bonds: (a) the Bond Purchase Contract and (b) the form of an Official Statement, to be dated October 30, 1986 (the "Official Statement"); NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF BOYNTON BEACH, FLORIDA: Section 1. The determinations referred to in the preambles to this Resolution are hereby specifically redetermined and affirmed. All terms used herein but not defined herein have the meanings set forth in the Bond Resolution. Section 2. The form and content of the Official Statement presented to the City Council, together with such changes, modifications, deletions and additions as may be deemed necessary and appropriate, are hereby approved and authorized in all -3- respects, and the Mayor and the City Manager are hereby authorized and directed to execute and deliver such Official Statement in the form presented to the City Council together with such changes, modifications, deletions and additions as they, with the advice of counsel, may deem necessary or appropriate, such execution and delivery to be conclusive evidence of the approval and authorization thereof by the City. Section 3. The use and distribution of the Official Statement and the Bond Resolution by the Underwriters in connection with the marketing of the Series 1986 Bonds are hereby ratified, approved and authorized. Section 4. For the purpose of providing funds for paying the Cost of the 1986 Projects, including the costs of issuing the Series 1986 Bonds, the cost of a bond insurance policy and for making a deposit to the Reserve Subaccount created by the Bond Resolution, the City Council, pursuant to the authority granted to it by the Act and as provided in Section 208 of the Bond Resolution, hereby authorizes the issuance of $11,650,000 aggregate principal amount of revenue bonds of the City, designated "City of Boynton Beach Public Service Tax Revenue Bonds, Series 1986." The Series 1986 Bonds shall be Current Interest Bonds, shall be dated as of November 1, 1986 and shall consist of Serial Bonds maturing in the amounts on November 1 in each of the years, and bearing interest at the rates shown below: -4- Maturity Principal Amount Interest Rate 1987 1988 1989 1990 1991 1992 1993 1994 1995 1996 1997 1998 1999 2000 2001 $325,000 340,000 355 000 375 000 390 000 415 000 435 000 460 000 490,000 520,000 550,000 585,000 625,000 670,000 715,000 4.0% 4.5 5.0 5.2 5.4 5.6 5.75 5.90 6.10 6.30 6.50 6.60 6.70 6.80 6.90 and Term Bonds maturing on November 1, 2006, bearing interest at the rate of 7.125% per annum and having the Amortization Requirements (as defined in the Bond Resolution) shown below: Year Amortization Requirement 2002 765,000 2003 815,000 2004 875,000 2005 940,000 2006 1,005,000 The Series 1986 Bonds shall be issued as fully registered Bonds in the denomination of $5,000 or any integral multiple thereof; interest on the Series 1986 Bonds shall be paid on May 1, 1987, and semiannually thereafter on each November 1 and May 1; principal of the Series 1986 Bond shall be payable at the principal corporate trust office of Florida National Bank, (the "Bond Registrar"), in the City of St. Petersburg, Florida. Interest on -5- the Series 1986 Bonds shall be paid by draft or check mailed to the registered owner at the address shown on the registration books kept by the Bond Registrar as of the 15th calendar day prior to the interest payment date (the "Regular Record Date"). The Series 1986 Bonds may be exchanged and the transfer of the Series 1986 bonds may be registered in the manner and at the times as forth in the Bond Resolution. Section 5. The Series 1986 Bonds maturing in the years 1987 through 1996, both inclusive, are not redeemable prior to their respective stated dates of maturity. The Series 1986 Bonds maturing on or after November 1, 1997 are subject to redemption, a~ the option of the City, on or after November 1, 1996, as a whole on any date, or in part on any interest payment date, in inverse order of their maturities and by lot within a maturity if less than all of the Series 1986 Bonds of any one maturity shall be called for redemption, at the following redemption prices (expressed as a percentage of principal amount), plus accrued interest to the date of redemption: Redemption Period (Dates Inclusive) 11/1/96 through 10/31/97 11/1/97 through 10/31/98 11/1/98 and thereafter Redemption Price (percent of Principal Amount) 102 101 100 -6- The Series 1986 Bond maturing on November 1, 2006 are subject to mandatory redemption in part, by lot, on November 1, 2002 and on each November 1 thereafter in the year and amounts (Amortization Requirements) set forth below at a price equal to 100% of the principal amount of the Series 1986 Bonds being redeemed plus accrued interest to the redemption and without premium: Year Amount 2002 765,000 2003 815,000 2004 875,000 2005 940,000 2006 1,005,000 As provided in the Bond Resolution, notice of such redemption shall be made at least thirty (30) days prior to the redemption date, shall be signed by the Fiscal Agent, shall be filed with the Bond Registrar and the Fiscal Agent, and shall be mailed by the Bond Registrar, postage prepaid, to all registered owners of Series 1986 Bonds to be redeemed at their addresses as they appear on the registration books, but any defect in such notice or the failure to so mail any such notice to the owner of any Series 1986 Bond shall not affect the validity of the proceedings for redemption of any other Series 1986 Bonds. Section 6. Simultaneously with the delivery of the Series 1986 Bonds, the proceeds of the Series 1986 Bonds (including accrued interest) and certain other moneys received by the Fiscal Agent shall be applied by the Fiscal Agent as follows: -7- (1) The amount received as accrued interest on the Series 1986 Bonds shall be deposited to the credit of the Principal and Interest Subaccount in the Sinking Fund Account; (2) A sum equal to the amount set forth in a certificate of the Finance Director delivered on the date of delivery of the Series 1986 Bonds (such amount not to exceed $1,078,581.25) shall be deposited to the credit of the Reserve Subaccount; (3) A sum equal to all or a portion of the financing expenses attributable to the issuance of the Series 1986 Bonds shall be deposited in a special bank account and applied to the payment of such expenses; (4) A sum equal to the insurance premium and any associated costs incurred in connection with the purchase of the bond insurance policy hereinafter authorized shall be paid in the manner required by the Insurer; and (5) The balance of said proceeds shall be deposited to the credit of the Construction Account and shall be applied to the payment of the Cost of Projects in accordance with Article IV of the Bond Resolution. Section 7. The following bank[s] or trust compan[ies] in the indicated cit[ies]are] each hereby appointed for the functions indicated for the Series 1986 Bonds: -8- Name of Bank or Trust Company Florida National Bank Function Bond Registrar Location St. Petersburg, Florida Section 8. The City Council hereby authorizes the obtaining of, and payment of the premium for, a bond insurance policy (the "Bond Insurance Policy") to be issued by MBIA, White Plains, N.Y. with respect to the Series 1986 Bonds, which Bond Insurance Policy shall unconditionally and irrevocably guarantee to any owner of the Series 1986 Bonds, other than the City, the full and complete payment of the principal of and interest on the Series 1986 Bonds, as such payments shall become due. Section 9. Any notice, demand, direction, request or other instrument authorized or required by the Bond Resolution to be given or filed shall be deemed to have been sufficiently given or filed if and when sent by certified mail, return receipt requested (a) to the City, if addressed as set forth in Section 1202 of the Bond Resolution and (b) to the Bond Registrar [and Fiscal Agent], if addressed to Florida National Bank 424 Central Avenue St. Petersburg, Florida 33701 Attention: Telephone: Section 10. The City Council hereby awards the Series 1986 Bonds to the Underwriters in the amounts, maturing and bearing interest at the interest rates set forth in Section 4 of this -9- Resolution and at the prices set forth in the Official Statement and the Bond Purchase Contract. The form, terms and provisions of the Bond Purchase Contract presented to the City Council are hereby approved and authorized in all respects, and the Mayor and the City Clerk are hereby authorized and directed to execute and deliver, on behalf of the City, the Bond Purchase Contract effecting the award of the Series 1986 Bonds, such execution and delivery to be conclusive evidence of the approval and authorization hereof by the City Council. The receipt by the City of information required by the provisions of Section 218.385, Florida Statutes, as amended, is hereby acknowledged. Section 11. The Series 1986 Bonds, upon their execution in the form and manner set forth in the Bond Resolution, shall be deposited with the Bond Registrar for authentication, and the Bond Registrar is hereby authorized and directed to authenticate and, upon due and valid execution of the Bond Purchase Contract by the proper parties thereto, to deliver said Series 1986 Bonds to the Underwriters against payment therefor in accordance with the subject to the provisions of Section 208 of the Bond Resolution and in accordance with the Bond Purchase Contract. Section 12. The City covenants to comply with certain restrictions, contained in the Internal Revenue Code of 1986, as amended, as to the use, expenditure, and investment of proceeds of the Series 1986 Bonds and the rebate of a portion of investment earnings on certain amounts, including proceeds of the Series 1986 Bonds, to the federal government. -10- Section 13. The officers, agents and employees of the City and the officers and agents of the Bond Registrar are hereby authorized and directed to do all acts and things, including the execution and delivery of any certificates and the execution, delivery and recordation of any required financing statements, termination statements or continuation statements, required of them by the provision of the Series 1986 Bonds and the Bond Purchase Contract for the full, punctual and complete performance of the terms, covenants, provisions and agreements of the same and also to do all acts and things required of them by the provisions of this Resolution and the Bond Resolution. Section 14. The Mayor, the City Clerk or the City Manager, or any of them, are further authorized and directed (without limitation except as may be expressly set forth herein) to take such action and to execute and deliver any such documents, deeds, certificates, undertakings, agreements or other instruments as they, with the advice of counsel, may deem necessary and appropriate in order to effect the transactions contemplated by the Series 1986 Bonds, the Bond Resolution, this Resolution and the Bond Purchase Contract. Section 15. This Resolution shall become effective immediately upon its passage. -11- PASSED AND ADOPTED this 30th day of October, 1986. Mayor (Seal) ATTEST: - C~Clerk I Hereby Certify That I Have Approved The Form And Correctness Of This Resolution City 'Attorney