84-PP A
RESOLUTION
AUTHORIZING THE ISSUANCE OF
AGGREGATE PRINCIPAL AMOUNT OF CITY OF BOYNTON BEACH, FLORIDA
WATER AND SEWER UTILITY REVENUE BONDS, SERIES 1954A; FINDING
THE NECESSITY FOR A NEGOTIATED SALE OF SUCH BONDS; APPROVING
THE 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 1984A
BONDS; APPLYING THE SERIES 1984A BOND PROCEEDS AND OTHER
MONEYS; FI'XING CERTAIN DETAILS OF SUCH BONDS; APPROVING AN
ESCROW DEPOSIT AGREEMENT AND APPOINTING AN ESCROW AGENT, ALL
IN CONNECTION WITH THE ISSUANCE AND SALE BY THE CITY OF SUCH
BONDS; PROVIDING FOR THE DISPOSITION OF FUNDS IN EXISTING
FUNDS AND ACCOUNTS; RATIFYING CERTAIN ACTIONS HERETOFORE
TAKEN BY THE CITY COUNCIL; 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
I947, as amended and supplemented and by Chapter 166, Florida
Statutes (collectively the "Act") to issue revenue bonds of the
City for the purpos~ of refunding its outstanding six series of
revenue bonds (the "Outstanding Bonds") issued under authority of
Resolution No. 64-FF adopted by the City Council on July 30, 1964,
as supplemented (the "Original Resolution"); and
WHEREAS, the City Council by Resolution No. 84-E, adopted on
January 3, 1984, as amended by Resolution No. 84-~, adopted'on
May 9, 1954 (collectively the "Bond Resolution") has heretofore
authorized the issuance at on~~ time or in series from time to time
of $50,000,000 Water and Sewer Utility Revenue Bonds for the
purpose of providing funds, together with any other available
funds, for paying the cost of paying at their respective
maturities or redeeming the Outstanding Bonds and acquiring and
constructing the Project (as defined in the Bond Resolution); and
maturities or redeeming the Outstanding Bonds and acquiring and
constructing the Project (as defined in the Bond Resolution); and
WHEREAS, the City Council has determined and does hereby
determine that it is necessary at this time to issue
Water and Sewer Utility Revenue Bonds of the City (the "Series
1984A Bonds!') for the purpose of providing funds, together with
any other available funds, to pay at their respective maturities
the Outstanding Bonds; and
WHEREAS, the Series 1984A Bonds were validated by judgment of
the Circuit Court for Palm Beach County, Florida on March 16,
5984, and the time for taking an appeal therefrom to the Florida
Supreme Court has expired; and
WHEREAS, the City Council has determined that, due to the
complicated nature of a revenue bond advance refunding, the sale
of the Series 1984A Bonds through negotiation is necessary in
order to assure that the Series 1984A Bonds will be actively
marketed, thereby producing the best terms obtainable; and
WHEREAS, due to the reason mentioned above, the City Council
has determined that the sale of the Series 198~A Bonds through
negotiation with the Underwriters named in the within-mentioned
Bond Purchase Contract is in the best interest of the City; and
WHEREAS, there have been presented at this meeting the
following documents relating to the issuance of the Series 19B~A
Bonds: (a) the Bond Purchase Contract, dated May 9, 1984 (the
"Bond Purchase Contract"), by and between the City and Arch W.
o
Roberts & Co., William R. Hough & Co. and Prudential-Bache
Securities, Inc. (the"Un~aerwrl~e' ' rs"), (b) an Escrow Deposit
Agreement, dated as of May 1, 1984, (the "Escrow Agreement"), by
and between the City and the Escrow Agent (hereinafter mentioned),
(d) the Preliminary Official StaTement, dated May p~, 1984 (the
"Preliminary Official Statement"); and (e) the Official Statement,
dated May ~, 1984 (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
reaffirmed. The forms, terms and provisions of the Escrow
Agreement presented-to the City Council, together with such inser-
tions, changes, modifications and deletions not inconsistent with
the general tenor of said document as, on the advice of counsel,
are deemed necessary or appropriate, are hereby approved and
authorized in all respects, and the Mayor or the Vice-Mayor and to
the extent required, the City Clerk, are hereby authorized and
directed to execute and deliver, on behalf of the City, the Escrow
Agreement in substantially the form presented to the City Council
together with such insertions, changes, modifications and dele-
tions not inconsistent with the general tenor of said documents as
they, with the advice of counsel, may deem necessary and appro-
priate, such execution and delivery to be conclusive evidence of
the authorization and approval thereof by the City.
o
Section 2. The form and content of the official Statement
presented to the City Council, together with such changes,
modifications and deletions may be deemed necessary and
appropriate, are hereby approved and authorized in all 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 and deletions 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 Preliminary
Official Statement, the Official Statement, the Bond Resolution
and the Escrow Agreement by the Underwriters in connection with
the marketing of the Series 198~A Bonds are hereby ratified,
approved and authorized.
Section 4. For the purposes of providing funds to realize
the purposes set forth in the third preamble of this Resolution,
the City Council, pursuan~ to the authority granted to it by the
Act, hereby authorizes the issuance of revenue bonds of the City
to be designated City of Boynton Beach Water and Sewer Utility
Revenue Bonds, Series 1984A, to be dated May 1, 1984 in the
aggregate principal amount of $~ consisting of Serial
~, ~o 0o
Bonds in the aggregate principal amount of $~y6~-~-maturing on
November 1 in each of the years, in the amounts and at the
interest rates as-shown below:
PrinciPal Interest
Maturity Amount Rate
1987 $100,000
1988 125,000
1989 150,000 7, 7~0
1991 -215,
1992 ~ 5 AS/o OD ~ ,,~
1993 ~ ~A,~o~O
1994 -~5,
1995 ~
1996 zcc
1997 ~I0,
1999 ~
and of /~),i$6'% Term Bonds in the aggregate principal amount of
~ maturing-on November 1, 2005.
The Series 1984A Bonds shall be issued as fully registered
Bonds in the denomination of $5,000 or any integral multiple
thereof; interest on the Series 1984A Bonds shall be paid November
1, 1984, and thereafter semiannually on each May 1 and November 1;
principal of the Series 1984A Bonds shall be payable at the
principal office of Barnett Banks Trust Company, N.A. (the "Bond
Registrar"), in the City of Jacksonville, Florida and interest on
the Series 1984A Bonds shall be paid by check mailed to the
registered owner at the address shown on the registration books
kept by the Bond Registrar.
Any registered Series 1984A Bond may be transferred in such
manner and at such times as set forth in the Bond Resolution.
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Section 5. The Series 198~A Bonds maturing on or after
November 1, 1993 are subject to redemption prior to their maturity
at the option of the City in whole~ p~, ....
~r Nove~er 1 1992 or ~-n--p~ any interest payment ate~~
' ' d ~
~~-~'- ~ '-'---' - -- ~r~s~a~.~, in the inverse order of maturity
and by lot within a maturity as the Director of Finance in his
discretion, may determine. Series 198~A Bonds, if so redeemed,
shall be redeemed at the redemption prices set forth below
(expressed as percentages of the principal amount of the Series
198~A Bonds to be redeemed) plus accrued interest thereon to the
date fixed for redemption.
Redemption Period Redemption Price
.(both dates inclusive) (percentage of
principal amount)
~November 1, 1992 to 4~e~e~, 199~ ..... 103~
~~emtm~r 1 199~to/'$ctcbe~r_~2H~, 1995 102
~ 1, 199~t~e~e~_34), 1996 ..... 101
~r 1, 199~and thereafter .......... 100
The Series 198~A Bonds maturing on November 1, 2005 (the
"Series 198~A Term Bonds")shall be subject to mandatory
redemption in part by lot beginning on November 1, 2000 and on
each November 1 thereafter in the amounts set forth below at a
price equal to 100~ of the principal amount of Series 198~A Term
Bonds being redeemed plus accrued interest to the date of
redemption and without premium:
Series 1984A Term Bonds
Due November 1, 2005
Principal
November 1 Amount
2000 $ 660,000
2001 725,000
2002 ~0~,000
2003 ~O~.7~,000
2004
,ooo
2005 !0~01~i~,000
(Final Maturity)
Section 6. Simultaneously with the delivery of the Series
1984A Bonds, the proceeds (including accrued interest) and certain
other moneys received by the City Manager shall be applied by the
City Manager as follows:
(1) The amount received as accrued interest on the
Series 1984A Bonds shall be deposited to the credit of the
Bond Service Account in the Sinking Fund;
(2) A sum equal to Reserve Account Requirement on the
Series 1984A Bonds shall be deposited to the credit of the
Reserve Account;
(3) A sum equal to the financing expenses attributable
to the issuance of the Series 1984A Bonds shall be deposited
in a special bank account by the City Manager and applied to
the payment of such expenses;
(4) A sum equal to the MBIA insurance premium and any
associated costs shall be paid by the City Manager in such
manner as required to cause the Series 1984A Bonds to be
covered by MBIA insurance; and
(5) a sum sufficient to purchase United States Treasury
Obligations (the "Government Securities")~ the principal of
which, together with the interest to be earned thereon, will
be sufficient to pay when due the principal of and interest
on the Outstanding Bonds will be applied to the purchase of
the Government Securities, which Government Securities shall
thereupon be transferred to the Escrow Agent for deposit
pursuant to the Escrow Agreemen~ and to be held under the
conditions and terms thereof.
The amounts required under subparagraphs (1), (3) and (4)
above shall be provided from Series 1984A Bond proceeds. The
amount required under subparagraph (2) above shall be provided
from funds transferred from the Reserve Accoun~ created under the
Original Resolution. The amount required under subparagraph (5)
above shall be provided from both Series 1984A Bond proceeds and
the funds on deposit in the Water and Sewer System Revenue Fund
and the Principal and Interest Account created under the Original
Resolution.
Section 7. Simultaneously with the delivery of the Series
1984A Bonds, the amount on deposit in the following funds and
accounts created by the Original Resolution relating to the
Outstanding Bonds shall be transferred as indicated:
Fund or Accoun~ under the
Fund or Account under
the Original Resolution
Bond Resolution or the
Escrow Deposit Agreement
Water and Sewer System
Revenue Fund
Principal and Interest
Account
Reserve Account
Renewal and Replacement
Fund
City of Boynton Beach Water
and Sewer Utility Escrow Fund
City of Boynton Beach Water
and Sewer Utility Escrow Fund
Reserve Account
Boynton Beach Water and
Sewer Utility Renewal and
Replacement Fund
Section 8. The form of the Series 198%A Bonds set forth in
the Bond Resolution, with such insertions, changes and other
modifications, not i'nconsistent with the general tenor or said
forms or with the Bond Resolution and as may be deemed necessary
or appropriate, is hereby approved and authorized in all respects;
and the Mayor and the City Clerk, are hereby authorized and
directed to execute either manually or by facsimile signature, as
provided in the Bond Resolution, and to deliver to the Bond
Registrar for authentication on behalf of the City, the Series
1984A Bonds in definitive form~, in the form presented, as a part
of the Bond Resolution, to this meeuing together with such
changes, modifications and deletions as they, with the advice of
counsel, may deem necessary or appropriate, not inconsistent with
the Bond Resolution, such execution and delivery to be conclusive
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evidence of the approval and authorization thereof by the City
Council.
Section 9. The following banks or trust companies in the
indicated cities are each hereby appointed for the functions
indicated for the Series A Bonds:
Name of Bank or
Trust Company
Barnett Banks Trust
Company, N.A.
Florida National Bank
Function Location
Bond Registrar
Jacksonville, Florida
~~~ Escrow Agent Miami, Florida
Section 10. The City Council hereby awards the Series 1984A
Bonds to the Underwmiters in the amounts, at the interest rates
as set forth in Section 4 of this Resolution and at the prices
set forth in the Official Statement and the Bond Purchase
Contract, plus accrued interest from May 1, 1984. 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 1984A
Bonds, such execution and delivery to be conclusive evidence of
the approval and authorization hereof by the City Council.
Section 11. The Series 1984A Bonds, upon their execution in
the form and manner set forth in the Bond Resolution, shall be
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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
and the Escrow Agreement by the proper parties thereto, to
deliver said Series 1984A Bonds to the Underwriters against
payment therefor in accordance with and subject to the provisions
of Section 207 of the Bond Resolution and in accordance with the
Bond Purchase Contract.
Section 12. 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, delivery and recordation of any required financing
statements, termination statements or continuation statements,
required of them by the provision of the Series 1984A Bonds, the
Escrow Agreement 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.
Section 13. The Mayor, the City Clerk or the City Manager,
or any of them, are further a~thorized 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, under-takings, agreements or other instruments as
they, with the advice of counsel, may deem necessary and
appropriate in order to effect the transactions contemplated by
11.
the Series 198~A Bonds, the Bond Resolution, the Escrow Agreement
and the Bond Purchase Contract.
Section 1~. This Resolution becomes effective immediately
upon its passage.
PASSED AND ADOPTED this~_~day
1984.~,
ATTEST:
- /- City Clerk-
I Hereby Certify That I
Have Approved The Form And
Correctness of this Resolution
City Attorney
12.