Title
A Resolution of the Lexington-Fayette Urban County Government authorizing the advertisement for bids and the distribution of a Preliminary Official Statement for the purchase of the principal amount of its (i) Various Purpose General Obligation Bonds, Series 2016C, in an aggregate Principal amount of $40,085,000 (which amount may be increased or decreased by an amount of up to ten percent (10%)); and (ii) General Obligation Refunding Bonds, series 2016D, in an aggregate Principal amount of $30,265,000 (which amount may be increased or decreased by an amount of up to ten percent (10%)). [Dept. of Finance, O'Mara]
Summary
Authorization to advertise bids and distribute of a Preliminary Official Statement for the purchase of the principal amount of its Various Purpose General Obligation Bonds, series 2016C in an aggregate Principle amount not to exceed 40,085,000(which may be increased or decreased by 10%) and GO Refunding bonds(Detention Center) which may not exceed 30,265,000(which may be increased or decreased by 10%). Department needs this action completed because: Required component of the Issuance of the FY 2017 GO2016C CIP Bonds and the GO Refunding 2016D Bonds. There will be no fiscal impact. (L0919-16)(O’Mara)
Budgetary Implications: No
Advance Document Review:
Law: Yes, Completed by Bond Counsel
Risk Management:
Fully Budgeted:
Account Number:
This Fiscal Year Impact: $0
Annual Impact: $
Project:
Activity:
Budget Reference:
Current Balance:
Body
WHEREAS, the Lexington-Fayette Urban County Government has previously determined the necessity of financing the acquisition of various projects for departments within the Lexington-Fayette Urban County Government, including, but not limited to, (i) the construction, installation and equipping of a new fire station, software system upgrades, safety operations and other safety related projects, road resurfacing, road maintenance, road upgrades, street scapes and sidewalk improvements, renovations, repairs and upgrades related to public buildings, renovations, repairs and upgrades related to park projects, and providing financial assistance to Lexington Center Corporation for the expansion and replacement of the Lexington Convention Center, and (ii) providing funding for a program to preserve and manage agricultural, rural and natural lands, including the purchase of conservation easements or development rights, (collectively, the “Series 2016C Project”); and
WHEREAS, the Lexington-Fayette Urban County Government, heretofore issued its $56,850,000 General Obligation Public Projects Refunding Bonds, Series 2006D), currently outstanding in the principal amount of $32,625,000, (the "Prior Bonds,") the proceeds of which were used to (i) currently refunding all the outstanding Lexington-Fayette Urban County Government Public Facilities Corporation Mortgage Revenue Bonds, Series 1995, the proceeds of which were used to finance the construction, renovation, installation and equipping of various pool and aquatic projects (the "1995 Project"); (ii) advance refunding a portion of the Lexington-Fayette Urban County Government General Obligation Bonds, Series 1999 (Lexington-Fayette County Detention Center Project), the proceeds of which were used to finance a project consisting of the acquisition, construction, installation and equipping of a detention center (the "1999 Project" and, together with the 1995 Project, the " Prior Project"); and
WHEREAS, the Lexington-Fayette Urban County Government has determined to proceed with the advertisement of bids for the purchase of its (i) Various Purpose General Obligation Bonds, Series 2016C, in one or more subseries in the principal of $40,085,000, (which amount may be increased or decreased by an amount of up to ten percent (10%)) (the “Series 2016C Bonds”), in order to (i) provide funds to finance a portion of the Series 2016C Project, and (ii) pay the costs of issuing the Series 2016C Bonds; and
WHEREAS, the Lexington-Fayette Urban County Government has determined that due to the present conditions of the municipal market it is advantageous and in the best interests of the Lexington-Fayette Urban County Government for the purpose of realizing interest cost savings (as determined by the Commissioner of Finance) to proceed with the advertisement of bids for the purchase of its Various Purpose General Obligation Refunding Bonds, Series 2016D (the "Series 2016D Bonds" and together with the Series 2016C Bonds, the "Series 2016 Bonds") in one or more subseries, in a principal amount of $30,265,000 (which amount may be increased or decreased by an amount of up to ten percent (10%)), in order to provide funds to (i) refund all or a portion of the Prior Bonds and (ii) pay the costs of issuing the Series 2016D Bonds;
NOW THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE LEXINGTON-FAYETTE URBAN COUNTY GOVERNMENT (THE "URBAN COUNTY COUNCIL"):
SECTION 1. The Lexington-Fayette Urban County Government, an urban county government and political subdivision of the Commonwealth of Kentucky, shall issue its Series 2016C Bonds in one or more subseries in the principal amount of $40,085,000, (which amount may be increased or decreased by an amount of up to ten percent (10%)), in order to provide funds for (i) the Series 2016C Project as identified above; and (ii) pay the costs of issuing the Series 2016C Bonds. The Lexington-Fayette Urban County Government shall also issue its Series 2016D Bonds in a principal amount of $30,265,000 (which amount may be increased or decreased by an amount of up to ten percent (10%)) (provided that the refunding of the Prior Bonds shall result in debt service savings for the Lexington-Fayette Urban County Government as determined by the Commissioner of Finance and the financial advisor to the Lexington-Fayette Urban County Government) in order to provide funds to (i) refund all or a portion of the Prior Bonds and (ii) pay the costs of issuing the Series 2016D Bonds.
SECTION 2. The Lexington-Fayette Urban County Government shall comply with the requirements of KRS Chapter 66 by advertising for bids for the purchase of the Series 2016 Bonds. The Mayor, the Clerk of the Urban County Council, the Commissioner of Finance and/or Chief Administrative Officer are hereby authorized to prepare such instruments and to distribute such information as shall be necessary to accomplish the foregoing, including preparation of a Preliminary Official Statement (the "Preliminary Official Statement") which Preliminary Official Statement is to be deemed final in accordance with Rule 15c2-12 of the Securities and Exchange Commission (the "Rule"). In order to enable prospective purchasers to submit bids for the purchase of the Series 2016 Bonds, the Lexington-Fayette Urban County Government hereby covenants and agrees that it will execute, comply with and carry out all of the provisions of a continuing disclosure certificate (the "Continuing Disclosure Certificate") in connection with the issuance of the Series 2016 Bonds. Failure to comply with any such provisions of the Continuing Disclosure Certificate shall not constitute a default on the Series 2016 Bonds; however, any holder of the Series 2016 Bonds, including the beneficial owners of the Series 2016 Bonds, may take such action as may be necessary and appropriate, including seeking specific performance, to cause the Lexington-Fayette Urban County Government to comply with its obligations under the Continuing Disclosure Certificate. Further, the Mayor is hereby authorized and directed on behalf of the Lexington-Fayette Urban County Government to execute all such instruments as shall be necessary to accomplish all of the foregoing.
SECTION 3. Such proposals shall be received and reviewed by the Commissioner of Finance and shall be acted upon by the Mayor on that same day in accordance with the terms of the bond ordinance with respect to the Series 2016 Bonds. The Lexington-Fayette Urban County Government hereby approves the "Notice of Bond Sale," substantially in the form attached hereto to be published as required by law.
SECTION 4. The Mayor shall, in a certificate of award accepting the successful bid for the Series 2016C Bonds and the Series 2016D Bonds (collectively, the "Certificate of Award"), determine the exact principal amount of Series 2016 Bonds to be issued, the subseries designations of the Series 2016 Bonds, the rate or rates of interest which said Series 2016 Bonds shall bear, redemption provisions and the interest rate or rates on said Series 2016 Bonds shall be automatically fixed at the rate or rates set out in the successful bid accepted by said Certificate of Award. The proceeds of the sale of the Series 2016C Bonds shall be applied to the costs of the Series 2016C Project and paying the costs of issuance of the Series 2016C Bonds, and shall be expended as provided in the bond ordinance authorizing the Series 2016C Bonds. The proceeds of the sale of the Series 2016D Bonds shall be applied to the costs of the refunding of all or a portion of the Prior Bonds and paying the costs of issuance of the Series 2016D Bonds, and shall be expended as provided in the bond ordinance authorizing the Series 2016D Bonds
SECTION 5. In the event that no bid shall be accepted for the purchase of the Series 2016 Bonds, bids may again be solicited for the purchase of the Series 2016 Bonds at a future date and hour at the discretion of the Mayor and the Commissioner of Finance, without the necessity of further authorization by the Urban County Council of the Lexington-Fayette Urban County Government.
SECTION 6. All resolutions or orders or parts thereof, if any, in conflict with the provisions of this Resolution, are to the extent of such conflict, hereby repealed.
SECTION 7. This Resolution shall become effective upon the date of its passage.
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INTRODUCED AND GIVEN FIRST READING AND SECOND READING AND ADOPTED at a duly convened meeting of Urban County Council of the Lexington-Fayette Urban County Government held on the _____ day of _________, 2016, signed by the Mayor, attested under seal by the Clerk of Urban County Council, and ordered to be published, filed and indexed as provided by law.
ATTEST:
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Martha Allen Urban County Council Clerk |
CERTIFICATE
I, the undersigned, Urban County Council Clerk of the Lexington-Fayette Urban County Government, do hereby certify that the foregoing Resolution is a true and complete copy of a certain Resolution duly adopted by the Urban County Council of said Lexington-Fayette Urban County Government at a lawfully convened meeting of the Urban County Council of the Lexington-Fayette Urban County Government held on ______________, 2016, signed by the Mayor and now in full force and effect, all as appears from the official records of the Lexington-Fayette Urban County Government in my possession and under my control.
I do hereby further certify that said Resolution has not been amended, modified, superseded or repealed and that same remains in full force and effect as of the date of this Certificate.
WITNESS my hand as of this ____ day of ________________, 2016.
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Martha Allen Urban County Council Clerk |
CERTIFICATE
I do hereby certify that the title to this enactment contains an accurate synopsis of the contents thereof and may be used to satisfy the reading and publication requirements of law.
DINSMORE & SHOHL, LLP
EXHIBIT A
FORM OF NOTICE OF BOND SALE
Notice is hereby given that electronic bids will be received by the Commissioner of Finance of the Lexington-Fayette Urban County Government (i) until 11:00 a.m., E.D.T. on Thursday, September 8, 2016 with respect to the principal amount of approximately $40,085,000 of Various Purpose General Obligation Bonds, Series 2016C, (the "Series 2016C Bonds"); and (ii) until 11:30 a.m., E.D.T. on Thursday, September 8, 2016 with respect to the principal amount of approximately $30,265,000 of Various Purpose General Obligation Refunding Bonds, Series 2016D, (the "Series 2016C Bonds" and together with the Series 2016D Bonds, the "Series 2016 Bonds") (or at such later time and date announced by noon, E.D.T. on the day preceding the Bid Opening via the Parity® system or the Thomson Municipal News wire) "). The Series 2016 Bonds will be dated their date of initial delivery, being fully registered bonds in denominations in multiples of $5,000 (within the same maturity). The Series 2016C Bonds mature as to principal in varying amounts on September 1 in varying amounts in each of the years 2017 through 2036. Electronic bids may be submitted via BiDCOMP™/PARITY™, in the manner described below. The Series 2016D Bonds mature as to principal in varying amounts on May 1 in varying amounts in each of the years 2017 through 2024. Electronic bids may be submitted via BiDCOMP™/PARITY™, in the manner described below.
Bids must be on the Official Bid Form contained in the Preliminary Official Statement, available from the undersigned, at www.idealprospectus.com, or from the Financial Advisor: J.J.B. Hilliard, W.L. Lyons, LLC, 500 West Jefferson Street, Louisville, Kentucky 40202, Attention Mr. Greg Phillips (502) 588-8462 or Mr. Chip Sutherland (502) 588-8462. The Preliminary Official Statement has been deemed "final" by the Corporation within the meaning of Securities and Exchange Commission Rule 15c2-12. For further information regarding PARITY®, potential bidders may contact PARITY®, telephone (800) 850-7422. In order to assist bidders in complying with the continuing disclosure requirements of the Rule, the Lexington-Fayette Urban County Government will undertake in a Continuing Disclosure Certificate to be delivered at closing, to provide to the applicable repositories annual reports and notices of certain material events with respect to the Series 2016 Bonds. Reference is made to the Official Terms and Conditions of Bond Sale contained in the Preliminary Official Statement for further details and bidding conditions.
Sale of the Series 2016 Bonds subject to the approving legal opinion of Dinsmore & Shohl LLP, Bond Counsel, Lexington, Kentucky. The Series 2016 Bonds have not been designated as "qualified tax-exempt obligations" within the meaning of §265(b)(3) of the Internal Revenue Code of 1986, as amended.
The Lexington-Fayette Urban County Government reserves the right to reject any and all bids or to waive informality.
LEXINGTON-FAYETTE URBAN COUNTY GOVERNMENT
By: /s/ Jim Gray