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Home My WebLink AboutA025 - Letter to Dorsey & Whiteney dated January 14, 2021 - Completed proceedings from January 12, 2021 Ames , Smart Choice January 14, 2021 Dorsey & Whitney LLP 801 Grand, Suite 4100 Des Moines, Iowa 50309 Attention Robert E. Josten RE: Ames, Iowa- $5,700,000 SRF Sewer Revenue Loan and Disbursement Agreement Your File No. 419370-63/1st '/2 Dear Mr. Josten: Enclosed please find: 1. Completed proceedings from the January 12, 2021, City Council meeting setting the date of hearing on the proposal to enter into an Amended SRF Sewer Revenue Loan and Disbursement Agreement. Thank you. Sincerely, Diane R. Voss City Clerk /dry Enclosures Ames/419370-63/1'%-Sewer Rev WRR SET DATE FOR HEARING ON ENTERING INTO AN AMENDED LOAN AND DISBURSEMENT AGREEMENT 419370-63 (SRF Sponsored Project) Ames, Iowa January 12, 2021 The City Council of the City of Ames, Iowa, met on January 12, 2021, at 6:00 p.m., at the City Hall Council Chambers, in the City. Due to federal and state government recommendations in response to COVID-19 pandemic conditions, public access to the meeting was provided electronically via Zoom, which was accessible at the following: DUE TO THE COVID-19 PANDEMIC, THIS CITY COUNCIL MEETING WILL BE CONDUCTED AS AN ELECTRONIC MEETING. IF YOU WISH TO PROVIDE INPUT ON ANY ITEM,YOU MAY DO SO AS A VIDEO PARTICIPANT BY GOING TO: https://zoom.us/i/826593023 OR BY TELEPHONE BY DIALING: US:1-312-626-6799 or toll-free: 1-888-475-4499 Zoom Meeting ID: 826 593 023 Electronic access information was included in the posted agenda of this public meeting. The Mayor presided and the roll was called showing the following members of the Council present and absent: Present: Beatty-Hansen, Betcher, Corrieri, Gartin, Junck, Martin Absent: None. Council Member Betcher introduced the resolution hereinafter next set out and moved its adoption, seconded by Council Member Junck; and after due consideration thereof by the Council, the Mayor put the question upon the adoption of the said resolution and the roll being called, the following named Council Members voted: Ayes: Beatty-Hansen, Betcher, Corrieri, Gartin, Junck, Martin Nays: None. The Mayor declared the resolution duly adopted as follows: -1- DORSEY&WHITNEY LLP,ATTORNEYS,DES MOINES, IOWA Ames/419370-63/1"%-Sewer Rev WRR RESOLUTION NO. 21-005 Resolution to fix a date for a public hearing on proposal to enter into an amended Sewer Revenue Loan and Disbursement Agreement and to borrow money thereunder in a principal amount not to exceed $6,075,000 WHEREAS,the City of Ames (the "City"), in Story County, State of Iowa, did heretofore establish a Municipal Sanitary Sewer System (the "Utility") in and for the City which has continuously supplied sanitary sewer service in and to the City and its inhabitants since its establishment; and WHEREAS,the management and control of the Utility are vested in the City Council (the "Council") and no board of trustees exists for this purpose; and WHEREAS, pursuant to a prior resolution of the Council, the City has heretofore issued its $3,121,000 Sewer Revenue Bond, SRF Series 2012, dated November 16, 2012 (the "Series 2012 Bond"), a portion of which remains outstanding; and WHEREAS, pursuant to a prior resolution of the Council, the City has heretofore issued its $797,000 Taxable Sewer Revenue Bond, SRF Series 2016, dated September 30, 2016 (the "Series 2016 Bond"), a portion of which remains outstanding; and WHEREAS, pursuant to a prior resolution of the Council, the City has heretofore issued its $1,001,000 Taxable Sewer Revenue Bond, SRF Series 2018, dated February 16, 2018 (the "Series 2018 Bond"), a portion of which remains outstanding; and WHEREAS,pursuant to the resolutions(the"Outstanding Bond Resolutions")authorizing the issuance of the Series 2012 Bond,the Series 2016 Bond and the Series 2018 Bond(collectively, the"Outstanding Bonds"),the City reserved the right to issue additional obligations payable from the net revenues of the Utility and ranking on a parity with the Outstanding Bonds under the terms and conditions set forth in the Outstanding Bond Resolutions; and WHEREAS, pursuant to a prior resolution of the Council (the "Series 2018-2 Bond Resolution"), the City has heretofore issued its $5,700,000 Taxable Sewer Revenue Bond, SRF Series 2018-2, dated October 19, 2018 (the "Series 2018-2 Bond")to the Iowa Finance Authority (the "Lender"), a portion of which remains outstanding; and WHEREAS,pursuant to the Series 2018-2 Bond Resolution,the City reserved the right to call the Series 2018-2 Bond for early redemption, subject to the conditions set forth in the Series 2018-2 Bond Resolution; and WHEREAS,the City will undertake the construction of a certain water resource restoration project(the "Project"); and WHEREAS, the Lender has agreed to provide financing for the Project by refinancing the Series 2018-2 Bond, increasing its principal amount and decreasing the interest rate thereon; and -2- DORSEY&WHITNEY LLP,ATTORNEYS,DES MOINES,IOWA Ames/419370-63/16"/2-Sewer Rev WRR WHEREAS, the City now proposes to enter into an amended Loan and Disbursement Agreement(the"Agreement")and to borrow money thereunder in a principal amount not to exceed $6,075,000,pursuant to the provisions of Section 384.24A of the Code of Iowa, for the purpose of paying the cost, to that extent, of (1) current refunding the Series 2018-2 Bond; and (2) constructing the Project, and it is necessary to fix a date of meeting of the Council at which it is proposed to take action to enter into the Agreement and to give notice thereof as required by such law; NOW, THEREFORE, Be It Resolved by the City Council of the City of Ames, Iowa, as follows: Section 1. This CityCouncil shall meet on January 26 2021 6:00 o'clock .m., at ary � p which time and place a hearing will be held and proceedings will be instituted and action taken to enter into the Agreement. DUE TO THE COVID-19 PANDEMIC, THIS CITY COUNCIL MEETING WILL BE CONDUCTED AS AN ELECTRONIC MEETING. IF YOU WISH TO PROVIDE INPUT ON ANY ITEM, YOU MAY DO SO AS A VIDEO PARTICIPANT BY GOING TO: https://zoom.us/j/826593023 OR BY TELEPHONE BY DIALING: US:1-312-626- 6799 or toll-free: 1-888-475-4499/Zoom Meeting ID: 826 593 023 Section 2. The City Clerk is hereby directed to give notice of the proposed action on the Agreement setting forth the amount and purpose thereof, the time when and place where the said meeting will be held, by publication at least once, not less than four (4) and not more than twenty (20) days before the meeting, in a legal newspaper which has a general circulation in the City. The notice shall be in substantially the following form: -3- DORSEY&WHITNEY LLP,ATTORNEYS,DES MOINES,IOWA Ames/419370-63/151%-Sewer Rev WRR NOTICE OF PROPOSED ACTION TO INSTITUTE PROCEEDINGS TO ENTER INTO AN AMENDED LOAN AND DISBURSEMENT AGREEMENT AND TO BORROW MONEY THEREUNDER IN A PRINCIPAL AMOUNT NOT TO EXCEED $6,075,000 (SEWER REVENUE) The City Council of the City of Ames, Iowa, will meet on January 26, 2021, at the City Hall Council Chambers, at 6:00 p.m., for the purpose of instituting proceedings and taking action to enter into a loan and disbursement agreement (the "Agreement") and to borrow money thereunder in a principal amount not to exceed $6,075,000 for the purpose of paying the cost, to that extent, of(1) current refunding the City's outstanding Taxable Sewer Revenue Bond, SRF Series 2018-2, dated October 19, 2018; and (2) undertaking the construction of a certain water resource restoration project. Due to federal and state government recommendations in response to COVID-19 pandemic conditions, public access to the meeting will provided electronically via Zoom, which will be accessible at the following: [Insert electronic access information] In addition to electronic access, written comments may be filed or made prior to the meeting and will be recorded in the minutes. The Agreement will not constitute a general obligation of the City, nor will it be payable g g tY� p Y i g , in an manner b taxation the Ci s outstanding Sewer Revenue Bond SRF o but together with , Y Y g tY g Series 2012, dated November 16, 2012; Taxable Sewer Revenue Bond, SRF Series 2016, dated September 30, 2016; Taxable Sewer Revenue Bond, SRF Series 2018, dated February 16, 2018; and any additional obligations of the City as may be hereafter issued and outstanding from time to time ranking on a parity therewith, will be payable solely and only from the Net Revenues of the Municipal Sanitary Sewer System of the City. At that time and place, oral or written objections may be filed or made to the proposal to enter into the Agreement. After receiving objections, the City may determine to enter into the Agreement, in which case, the decision will be final unless appealed to the District Court within fifteen(15) days thereafter. By order of the City Council of the City of Ames, Iowa. Diane Voss City Clerk -4- DORSEY&WHITNEY LLP,ATTORNEYS,DES MOINES,IOWA Ames/419370-63/1'%Z-Sewer Rev WRR Section 3. Pursuant to Section 1.150-2 of the Income Tax Regulations (the "Regulations") of the Internal Revenue Service, the City declares (a) that it intends to undertake the Project which is reasonably estimated to cost approximately $375,000, (b) that other than (i) expenditures to be paid or reimbursed from sources other than the issuance of bonds,notes or other obligations (the "Bonds"), or (ii) expenditures made not earlier than 60 days prior to the date of this Resolution or a previous intent resolution of the City, or (iii) expenditures amounting to the lesser of $100,000 or 5% of the proceeds of the Bonds, or (iv) expenditures constituting preliminary expenditures as defined in Section 1.150-2(f)(2) of the Regulations, no expenditures for the Project has heretofore been made by the City and no expenditures will be made by the City until after the date of this Resolution or a prior intent resolution of the City, and (c) that the City reasonably expects to reimburse the expenditures made for costs of the City out of the proceeds of the Bonds. This declaration is a declaration of official intent adopted pursuant to Section 1.150-2 of the Regulations. Section 4. All resolutions or parts of resolutions in conflict herewith are hereby repealed to the extent of such conflict. Section 5. This resolution shall be in full force and effect immediately upon its adoption and approval, as provided by law. Passed and approved January 12, 2021. Mayor Attest: City Clerk On motion and vote, the meeting adjourned. c I V . Mayor Attest: City Clerk -5- DORSEY&WHITNEY LLP,ATTORNEYS, DES MOINES,IOWA Ames/419370-63/151 Yz-Sewer Rev WRR ATTESTATION CERTIFICATE: STATE OF IOWA COUNTY OF STORY SS: CITY OF AMES I, the undersigned, City Clerk of the City of Ames, Iowa, do hereby certify that attached hereto is a true and correct copy of the proceedings of the City Council relating to fixing a date for hearing on the City Council's proposal to take action in connection with an amended Loan and Disbursement Agreement. WITNESS MY HAND this ,�- day of NA 2021. City Clerk -6- DORSEY &WHITNEY LLP,ATTORNEYS,DES MOINES,IOWA Ames/419370-63/1'%:-Sewer Rev WRR ORGANIZATION AND ESTABLISHMENT CERTIFICATE: STATE OF IOWA COUNTY OF STORY SS: CITY OF AMES I, the undersigned City Clerk, do hereby certify that the City of Ames, Iowa, is organized and operating under the provisions of Title IX of the Code of Iowa and not under any special charter and that the City is operating under the Mayor-Council form of government and that there is not pending or threatened any question or litigation whatsoever touching the incorporation of the City, the inclusion of any territory within its limits or the incumbency in office of any of the officials hereinafter named. And I do further certify that the following named parties are officials of the City as indicated: John A. Haila Mayor Steven L. Schainker City Manager Diane R. Voss City Clerk Roger Wisecup City Treasurer Duane Pitcher Finance Director Amber Corrieri Council Member/Mayor Pro Tern Bronwyn Beatty-Hansen Council Member Gloria Betcher Council Member Tim Gartin Council Member Rachel Junck Council Member David Martin Council Member I further certify that the City established the Municipal Sanitary Sewer System (the "Utility"), and that the Utility has been in continuous operation by the City since its establishment in supplying sanitary sewer service to the City and its inhabitants. -7- DORSEY &WHITNEY LLP,ATTORNEYS,DES MOINES,IOWA Ames/4193 70-63/1"%x-Sewer Rev WRR I further certify that the management and control of the Utility are vested in the Council of the City, and that no board of trustees exists which has any part of the control and management of such Utility. WITNESS MY HAND this 12th day of January, 2021. City Clerk -8- DORSEY&WHITNEY LLP,ATTORNEYS,DES MOINES,IOWA Ames/419370-63/1'"/2.-Sewer Rev WRR OUTSTANDING DEBT CERTIFICATE: STATE OF IOWA COUNTY OF STORY SS: CITY OF AMES I, the undersigned, City Clerk of the City of Ames, Iowa (the "City"), do hereby certify that the City has no bonds or other obligations of any kind now outstanding which are secured by and payable from the revenues derived from the operation of the Municipal Sanitary Sewer System (the "Utility"), except as follows: Principal Amount Date Type Outstanding Maturity 11-16-2012 Sewer Revenue $ 06-01-2033 09-30-2016 Sewer Revenue $ 06-01-2036 02-16-2018 Sewer Revenue $ 06-01-203 8 10-19-2018 Sewer Revenue $ 06-01-2038 (Attach here a separate sheet listing any other outstanding obligations of the City secured by and payable from the revenues of the Utility excluding the proposed issue.) WITNESS MY HAND this 12th day of January, 2021. City Clerk -9- DORSEY&WHITNEY LLP,ATTORNEYS,DES MOINES,IOWA