Title
An Ordinance of the Lexington-Fayette Urban County Government authorizing the issuance of its Various Purpose General Obligation Bonds, Series 2021A, in one or more subseries, in an aggregate principal amount of $28,500,000 (which amount may be increased by an amount of up to ten percent (10%) or decreased by an unlimited amount); approving a form of Series 2021A Bonds; authorizing designated officers to execute and deliver the Series 2021A Bonds; authorizing and directing the filing of notice with the State Local Debt Officer; providing for the payment and security of the Series 2021A Bonds; creating a sinking fund; creating a Bond Payment Fund for the Series 2021A Bonds; authorizing acceptance of the bid(s) of the Bond Purchaser of the Series 2021A Bonds; and repealing inconsistent Ordinances. [Dept. of Finance, Hensley]
Summary
Authorization to approve the sale and issuance of the Lexington-Fayette Urban County Government Various Purpose General Obligation, Series 2021A in an aggregate Principle amount not to exceed $28,500,000 (which May be increased by 10%). Budgetary impact for FY22 is 1,600,000. (L1140-21) (Hensley)
Budgetary Implications: Yes
Advance Document Review:
Law: Yes, Completed by David Barberie, 10/29/2021
Risk Management: No
Fully Budgeted: Yes
Account Number: 1101-141401-1680-78402
This Fiscal Year Impact: $1,600,000
Annual Impact: $2,900,000
Project:
Activity:
Budget Reference:
Current Balance: $1,643,755.97
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) repairs and upgrades and equipping of fire stations, safety operations, new firetrucks and other fire safety related projects, new police equipment, new police cars, road resurfacing, road maintenance, road upgrades, streetscapes and sidewalk improvements, pedestrian safety improvements, renovations, repairs and upgrades related to public buildings, park playground equipment and various other improvements within departments of the Lexington-Fayette Urban County Government, (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 2021A Project”); and
WHEREAS, pursuant to the Constitution and laws of the Commonwealth of Kentucky, and particularly KRS 66.011 et. seq. (the “Act”), an urban county government may issue bonds, subject to the requirements of the Act, to pay all or any portion of the costs of the Series 2021A Project; and
WHEREAS, the Lexington-Fayette Urban County Government has determined that it is in the best interests of the Lexington-Fayette Urban County Government that the Series 2021A Project should be financed and refinanced through the issuance of Lexington-Fayette Urban County Government Various Purpose General Obligation Bonds, Series 2021A, in one or more subseries on a tax-exempt or taxable basis as hereinafter provided, in an aggregate principal amount of $28,500,000 (which amount may be increased by an amount of up to ten percent (10%) or decreased by an unlimited amount) (the “Series 2021A Bonds”) to be sold and awarded to the successful bidder(s) (the “Purchaser(s)”) at public, competitive sale in accordance with the provisions of Chapter 424 of the Kentucky Revised Statutes, as amended;
NOW, THEREFORE, BE IT ORDAINED BY THE COUNCIL OF THE LEXINGTON-FAYETTE URBAN COUNTY GOVERNMENT, AS FOLLOWS:
SECTION 1. Necessity, Authorization and Purpose of General Obligation Bonds. The Lexington-Fayette Urban County Government hereby declares that it is necessary to issue and authorizes the issuance of its Various Purpose General Obligation Bonds, Series 2021A, in one or more subseries, on a tax-exempt or taxable basis, in a principal amount of $28,500,000 (which amount may be increased by an amount of up to ten percent (10%) or decreased by an unlimited amount) (the "Permitted Adjustment"). The exact principal amount of the Series 2021A Bonds and the designation of one or more subseries, on a taxable or tax-exempt basis, shall be set forth the Certificate of Award to be executed by the Mayor of the Lexington-Fayette Urban County Government (the “Certificate of Award”) awarding the Series 2021A Bonds to the Purchaser and establishing the interest rate or rates on the Series 2021A Bonds. The Series 2021A Bonds are being issued for the purpose of (i) financing the Series 2021A Project and (ii) paying certain costs of issuance with respect to the Series 2021A Bonds.
The Series 2021A Bonds shall be offered for sale in accordance with the provisions hereof, and the determination of the best bids for the Series 2021A Bonds shall be made on the basis of all bids submitted for $28,500,000 principal amount of Series 2021A Bonds; provided however, the Permitted Adjustments are reserved by the Lexington-Fayette Urban County Government hereunder, with such increases to be made in any principal maturity so that the total principal amount of Series 2021A Bonds awarded to the best bidder may be a maximum of $31,350,000. In the event of any such Permitted Adjustment, no rebidding or recalculation of a submitted bid will be required or permitted; the price at which such adjusted principal amount of Series 2021A Bonds will be sold shall be at the same price per $1,000 of Series 2021A Bonds as the price per $1,000 of the $28,500,000 of Series 2021A Bonds bid.
SECTION 2. Form. The Series 2021A Bonds shall be issued in fully registered form, shall be designated “Various Purpose General Obligation Bonds, Series 2021A,” shall express upon their faces the purpose for which they are issued and that they are issued under the Act and shall be substantially in the form set forth in Annex A, in accordance with the terms set forth in the Certificate of Award.
The Series 2021A Bonds shall be in denominations as requested by the Purchaser, which shall be in multiples of five thousand dollars ($5,000) or any integral multiple thereof. The Series 2021A Bonds shall be dated their date of issuance and delivery or such other date as is determined in the Certificate of Award.
Interest on the Series 2021A Bonds shall be payable no less frequently than semi-annually on the dates set forth in the Certificate of Award (an “Interest Payment Date”) at the stated interest rate or rates on the principal amount thereof. The Series 2021A Bonds shall be serial or term bonds maturing, or subject to optional and/or mandatory sinking fund redemption annually on the dates, in the years and in the amounts to be established in the Certificate of Award after advertised competitive sale of the Series 2021A Bonds based on the interest rates bid in the successful bids (the “Bids”) and the provisions of this Section 2, provided that the final maturity date of the Series 2021A Bonds shall be as set forth in the Certificate of Award but shall be no later than twenty years from their date of initial issuance. The interest rate or rates on the Series 2021A Bonds shall be determined in the Certificate of Award based on the Bids; provided that the aggregate net interest cost of the Series 2021A Bonds shall not exceed six percent (6.00%).
The Series 2021A Bonds may contain such additional extraordinary optional or mandatory redemption provisions as may, upon the advice of the Lexington-Fayette Urban County Government's municipal advisors and bond counsel, be necessary to accomplish the financial objectives of the Lexington-Fayette Urban County Government and/or achieve compliance with any provisions of the Internal Revenue Code of 1986, as amended. The Mayor is hereby authorized and directed to administratively approve any such additional extraordinary optional or mandatory redemption provisions, and the execution of the Certificate of Award shall constitute conclusive evidence of the approval of such additional provisions.
At least thirty (30) days before the redemption date of any Series 2021A Bonds subject to optional or mandatory redemption, a financial institution as provided in the Certificate of Award (the “Paying Agent and Registrar”) shall cause a notice of such redemption either in whole or in part, signed by the Paying Agent and Registrar (as hereinafter defined), to be mailed, first class, postage prepaid, to all registered owners of the Series 2021A Bonds to be redeemed in whole or in part at their addresses as they appear on the registration books kept by the Paying Agent and Registrar, but failure to mail any such notice shall not affect the validity of the proceedings for such redemption of Series 2021A Bonds for which such notice has been sent. Each such notice shall set forth the date fixed for redemption, the redemption price to be paid and, if less than all of the Series 2021A Bonds of a subseries being payable by their terms on a single date then outstanding shall be called for redemption, the distinctive number or letters, if any, of such Series 2021A Bonds to be redeemed.
On the date so designated for redemption, notice having been mailed in the manner under the conditions hereinabove provided and moneys for payment of the redemption price being held in the applicable bond payment fund by the Paying Agent and Registrar for the registered owners of the Series 2021A Bonds to be redeemed, the Series 2021A Bonds so called for redemption shall become and be due and payable at the redemption price provided for redemption of such Series 2021A Bonds on such date, interest on the Series 2021A Bonds so called for redemption shall cease to accrue, and the registered owners of such Series 2021A Bonds shall have no right in respect thereof except to receive payment of the redemption price thereof.
SECTION 3. Execution and Delivery. The Series 2021A Bonds shall be executed by the manual or facsimile signature of the Mayor and duly attested by the manual or facsimile signature of the Urban County Council Clerk (which, together with any other person as may be authorized by resolution are referred to as “Designated Officers”) and shall bear the manual authenticating signature of an authorized representative of the Paying Agent and Registrar for the Series 2021A Bonds. The Designated Officers are further authorized and directed to deliver the Series 2021A Bonds to the Purchaser, upon the terms and conditions provided herein, in the Certificate of Award and in the Bids, receive the proceeds therefor, execute and deliver such certificates and other closing documents and take such other action as may be necessary or appropriate in order to effectuate the proper issuance, sale and delivery of the Series 2021A Bonds.
The Lexington-Fayette Urban County Government authorizes and directs the Paying Agent and Registrar to authenticate the Series 2021A Bonds and to deliver the Series 2021A Bonds to the Purchaser following execution of the Certificate of Award and payment of the purchase price thereof.
SECTION 4. Payment. Payment of or on account of the interest on and principal of the Series 2021A Bonds shall be made directly to the Paying Agent and Registrar for the account of the registered owner. Interest on the Series 2021A Bonds shall be payable by check, mailed to the person whose name appears on the fifteenth day preceding an Interest Payment Date on the bond registration records as the registered owner, on each Interest Payment Date or by other transfer of funds acceptable to such registered owner and the Paying Agent and Registrar. Principal shall be payable in such coin or currency of the United States of America as shall be legal tender for the payment of public and private debts at the time and place of payment upon delivery of the Series 2021A Bonds to the Paying Agent and Registrar or by other transfer of funds acceptable to the Paying Agent and Registrar and such registered owner. All such payments shall be valid and effectual to satisfy and discharge the liability upon such Series 2021A Bonds to the extent of the sum or sums so paid.
SECTION 5. Filing and Approvals. The Designated Officers are hereby authorized to undertake and cause all filings of notices or information, which may be required by law to be filed or obtained by the Lexington-Fayette Urban County Government, including, but not limited to, filings with the State Local Debt Officer as required by law.
SECTION 6. Bond Payment Fund, Payment of Series 2021A Bonds. There is hereby established with the Paying Agent and Registrar a bond payment fund in the name of the Lexington-Fayette Urban County Government to be known as Various Purpose General Obligation Bonds, Series 2021A Bond Payment Fund (the “Bond Payment Fund”), into which the Lexington-Fayette Urban County Government covenants to deposit, and into which the Designated Officers are hereby authorized and directed to deposit from the Sinking Fund (hereinafter defined), on or before the twenty-fifth day of each month which precedes an Interest Payment Date, the amount required to pay principal of and interest due on the Series 2021A Bonds on such Interest Payment Date. The Paying Agent and Registrar is further directed to establish such additional subaccounts within the Bond Payment Fund as may be necessary in connection with the issuance of multiple subseries of the Series 2021A Bonds. The Paying Agent and Registrar shall, without further authorization from the Lexington-Fayette Urban County Government, withdraw from the Bond Payment Fund, on such Interest Payment Date, the amounts necessary to pay principal of, and interest on the Series 2021A Bonds to the registered owners of the same.
The Paying Agent and Registrar is hereby appointed depository of the Bond Payment Funds with respect to the Series 2021A Bonds.
If the Lexington-Fayette Urban County Government shall fail or refuse to make any required deposit in the Bond Payment Fund from the Sinking Fund, the Paying Agent and Registrar shall (i) notify any agency of the Commonwealth of Kentucky or any political subdivision thereof which may collect and distribute taxes or revenues for the Lexington-Fayette Urban County Government to seek any available necessary or proper remedial action; and (ii) upon being indemnified against cost and expense, exercise any remedy provided in the Act or at law or in equity for the benefit of the owner of the Series 2021A Bonds or its assignee, and shall disburse all funds so collected to the owners of the Series 2021A Bonds as payment of the Series 2021A Bonds.
SECTION 7. General Obligation; Maintenance of Sinking Fund. The Series 2021A Bonds shall be full general obligations of the Lexington-Fayette Urban County Government and, for the payment of said Series 2021A Bonds and the interest thereon, the full faith, credit and revenue of the Lexington-Fayette Urban County Government are hereby pledged for the prompt payment thereof. During the period the Series 2021A Bonds are outstanding, there shall be and there hereby is levied on all the taxable property in Lexington, Fayette County, Kentucky in addition to all other taxes, without limitation as to rate, a direct tax annually in an amount sufficient to pay the principal of and interest on the Series 2021A Bonds when and as due, it being hereby found and determined that current tax rates are within all applicable limitations. Said tax shall be and is hereby ordered computed, certified, levied and extended upon the tax duplicate and collected by the same officers in the same manner and at the same time that taxes for general purposes for each of said years are certified, extended and collected. Said tax shall be placed before and in preference to all other items and for the full amount thereof provided, however, that in each year to the extent that the other lawfully available funds of the Lexington-Fayette Urban County Government are available for the payment of the Series 2021A Bonds and are appropriated for such purpose, including the proceeds of the Series 2021A Bonds, the amount of such direct tax upon all of the taxable property in the Lexington-Fayette Urban County Government shall be reduced by the amount of such other funds so available and appropriated.
There is hereby established with the Lexington-Fayette Urban County Government a sinking fund (the “Sinking Fund”). The funds derived from said tax levy hereby required or other lawfully available funds shall be placed in the Sinking Fund and, together with interest collected on the same, are irrevocably pledged for the payment of the interest on and principal of all bonds issued under the Act and Tax-Supported Leases, as defined in the Act, when and as the same fall due. Amounts shall be transferred from the Sinking Fund to each Bond Payment Fund at the times and in the amounts required by Section 7.
SECTION 8. Sale of Bonds; Certificate of Award. The Designated Officers are hereby directed to sell the Series 2021A Bonds to the Purchasers at advertised competitive sale, the final principal amount of, the principal amortization of and the interest rate or rates on the Series 2021A Bonds to be established in accordance with the requirements of Sections 1, 2 and 3 hereof and the Certificate of Award.
SECTION 9. Registered Owner; Transfer; Exchange. As long as the Series 2021A Bonds executed and delivered hereunder shall remain outstanding, the Paying Agent and Registrar shall maintain an office for the registration of such Series 2021A Bonds and shall also keep at such office books for such registration and transfers. The registered owner of the Series 2021A Bonds, as set forth in the registration books maintained by the Paying Agent and Registrar on the fifteenth day preceding an Interest Payment Date, or its assignees, for purposes of this Bond Ordinance, to the extent of its interest, shall be treated as the owner of the Series 2021A Bonds and shall be entitled to all rights and security of the owner of the Series 2021A Bonds hereunder.
Upon surrender for registration of transfer of the Series 2021A Bonds at the office of the Paying Agent and Registrar with a written instrument of transfer satisfactory to the Paying Agent and Registrar, duly executed by the registered owner or the registered owner's duly authorized attorney, the Paying Agent and Registrar shall execute and deliver, in the name of the designated transferee or transferees, one or more Series 2021A Bonds of the same series or subseries of any authorized denomination and of a like tenor and effect.
All Series 2021A Bonds, upon surrender thereof at the office of the Paying Agent and Registrar, may, at the option of the registered owner thereof be exchanged for an equal aggregate principal amount of Series 2021A Bonds of the same series or subseries of any authorized denomination.
In all cases in which the privilege of exchanging or transferring Series 2021A Bonds is exercised, the Paying Agent and Registrar shall execute and deliver Series 2021A Bonds in accordance with the provisions of this Section. Every such exchange or transfer of Series 2021A Bonds, whether temporary or definitive, shall be without charge; provided that the Paying Agent and Registrar may impose a charge sufficient to reimburse it for any tax, fee or other governmental charge required to be paid with respect to such exchange or transfer, which sum or sums shall be paid by the person requesting such exchange or transfer as a condition precedent to the exercise of the privilege of making such exchange or transfer.
SECTION 10. Book-entry System. For purposes of this Bond Ordinance, the following terms shall have the following meanings:
“Book entry form” or “book entry system” means a form or system under which (i) the beneficial right to payment of principal of and interest on the Series 2021A Bonds may be transferred only through a book entry, and (ii) physical Bond certificates in fully registered form are issued only to the Depository or its nominee as registered owner, with the Series 2021A Bonds “immobilized” to the custody of the Depository, and the book entry maintained by others than the Lexington-Fayette Urban County Government or the Paying Agent and Registrar is the record that identifies the owners of beneficial interests in those Bonds and that principal and interest.
“Depository” means any securities depository that is a clearing agency under federal law operating and maintaining, together with its Participants or otherwise, a book entry system to record ownership of beneficial interests in Series 2021A Bonds or principal and interest, and to effect transfers of Series 2021A Bonds, in book entry form, and includes and means initially The Depository Trust Company (a limited purpose trust company), New York, New York.
“Participant” means any participant contracting with a Depository under a book entry system and includes security brokers and dealers, banks and trust companies, and clearing corporations.
All or any portion of the Series 2021A Bonds may be initially issued to a Depository for use in a book entry system, and the provisions of this Section 10 shall apply to such Series 2021A Bonds, notwithstanding any other provision of this Bond Ordinance. If and as long as a book entry system is utilized with respect to any such Bonds: (i) there shall be such number of Series 2021A Bonds of each maturity as the Depository shall specify; (ii) those Series 2021A Bonds shall be registered in the name of the Depository or its nominee, as registered owner, and immobilized in the custody of the Depository; (iii) the beneficial owners of Series 2021A Bonds in book entry form shall have no right to receive Series 2021A Bonds in the form of physical securities or certificates; (iv) ownership of beneficial interests in any Series 2021A Bonds in book entry form shall be shown by book entry on the system maintained and operated by the Depository and its Participants, and transfers of the ownership of beneficial interests shall be made only by book entry by the Depository and its Participants; and (v) the Series 2021A Bonds as such shall not be transferable or exchangeable, except for transfer to another Depository or to another nominee of a Depository, without further action by the Urban County Council. Debt service charges on Series 2021A Bonds in book entry form registered in the name of a Depository or its nominee shall be payable in the manner provided in the Lexington-Fayette Urban County Government's agreement with the Depository to the Depository or its authorized representative (i) in the case of interest, on each Interest Payment Date, and (ii) in all other cases, upon presentation and surrender of Series 2021A Bonds as provided in this Bond Ordinance.
The Paying Agent and Registrar may, with the approval of the Lexington-Fayette Urban County Government, enter into an agreement with the beneficial owner or registered owner of any Bond in the custody of a Depository providing for making all payments to that owner of principal and interest on that Series 2021A Bond or any portion thereof (other than any payment of the entire unpaid principal amount thereof) at a place and in a manner (including wire transfer of federal funds) other than as provided in this Bond Ordinance, without prior presentation or surrender of the Series 2021A Bond, upon any conditions which shall be satisfactory to the Paying Agent and Registrar and to the Lexington-Fayette Urban County Government. That payment in any event shall be made to the person who is the registered owner of that Series 2021A Bond on the date that principal is due, or, with respect to the payment of interest, as of the applicable date agreed upon as the case may be. The Paying Agent and Registrar shall furnish a copy of each of those agreements, certified to be correct by the Paying Agent and Registrar, to any other paying agents for Series 2021A Bonds and to the Lexington-Fayette Urban County Government. Any payment of principal or interest pursuant to such an agreement shall constitute payment thereof pursuant to, and for all purposes of, this Bond Ordinance.
The Mayor of the Lexington-Fayette Urban County Government is authorized and directed to execute, acknowledge and deliver, in the name of and on behalf of the Lexington-Fayette Urban County Government a letter agreement among the Lexington-Fayette Urban County Government, the Paying Agent and Registrar and The Depository Trust Company, as Depository, to be delivered in connection with the issuance of the Series 2021A Bonds to the Depository for use in a book entry system.
If any Depository determines not to continue to act as depository for the Series 2021A Bonds for use in a book entry system, the Lexington-Fayette Urban County Government and the Paying Agent and Registrar may attempt to establish a securities depository/book entry relationship with another qualified Depository under this Bond Ordinance. If the Lexington-Fayette Urban County Government and the Paying Agent and Registrar do not or are unable to do so, the Lexington-Fayette Urban County Government and the Paying Agent and Registrar, after the Paying Agent and Registrar has made provision for notification of the beneficial owners by the then Depository, shall permit withdrawal of the Series 2021A Bonds from the Depository and authenticate and deliver Series 2021A Bond certificates in fully registered form to the assigns of the Depository or its nominee, all at the cost and expense (including costs of printing definitive Series 2021A Bonds), if the event is not the result of action or inaction by the Urban County Council or the Paying Agent and Registrar, of those persons requesting such issuance.
SECTION 11. Disposition of Proceeds. The proceeds of the sale of the Series 2021A Bonds shall be deposited, together with other available funds of the Lexington-Fayette Urban County Government, as follows: (a) accrued interest, if any, shall be deposited to the Series 2021A Bond Payment Fund created in Section 7 hereof; (b) into an acquisition account for the Series 2021A Bonds (the “Lexington-Fayette Urban County Government Series 2021A Acquisition Account”) to be held by the Lexington-Fayette Urban County Government and used to pay the costs of the Series 2021A Project; (c) an amount sufficient to pay the costs of issuing the Series 2021A Bonds shall be deposited to a special cost of issuance fund hereby directed to be established and designated as the “Lexington-Fayette Urban County Government Various Purpose General Obligation Bonds, Series 2021A Cost of Issuance Fund” (the “Series 2021A Cost of Issuance Fund”), hereby authorized and directed to be established and held by the Paying Agent and Registrar and used to pay the costs of issuance of the Series 2021A Bonds. In the event of the issuance of the Series 2021A Bonds in multiple subseries, the depository of the Cost of Issuance Fund shall establish subaccounts within the Cost of Issuance Fund to distinguish the sources of funds therein deposited by subseries of the Series 2021A Bonds.
SECTION 12. Appointment and Engagement of Bond Counsel. This Urban County Council hereby retains Dinsmore & Shohl, LLP, as its bond counsel (“Bond Counsel”), to provide the Issuer with its services in connection with the issuance, sale, and delivery of the Series 2021A Bonds. Bond Counsel shall be paid a fee of $2.50 per $1,000 of Series 2021A Bonds issued, inclusive of related expenses, provided, however, that publication expenses and transcripts incurred by Bond Counsel shall be reimbursed separately. Such services as Bond Counsel shall include the additional research, tax analysis and drafting memorandum with respect to certain private business use and other debt related research for the Lexington-Fayette Urban County Government. A Designated Officer is hereby authorized and directed to execute and deliver on behalf of the Issuer any appropriate agreements and/or engagement letters in connection with such appointment.
SECTION 13. Municipal Advisor. Robert W. Baird & Co. Incorporated (the “Municipal Advisor”) is hereby appointed Municipal Advisor to the Lexington-Fayette Urban County Government in connection with the issuance, sale and delivery of the Series 2021A Bonds. The Municipal Advisor shall be paid a fee of $1.00 per $1,000 of Series 2021A Bonds issued, inclusive of related expenses. A Designated Officer is hereby authorized and directed to execute and deliver on behalf of the Issuer any appropriate agreements and/or engagement letters in connection with such appointment.
SECTION 14. Discharge of Bond Ordinance. If the Lexington-Fayette Urban County Government shall pay or cause to be paid, or there shall otherwise be paid, to the owners of the Series 2021A Bonds the total principal and interest due or to become due thereon through maturity, in the manner stipulated therein and in this Bond Ordinance, then the pledges made under this Bond Ordinance, and all covenants, agreements and other obligations of the Lexington-Fayette Urban County Government hereunder, shall thereupon cease, terminate and become void and be discharged and satisfied.
SECTION 15. Restriction on Use of Proceeds. This Urban County Council for and on behalf of the Lexington-Fayette Urban County Government hereby covenants that it will restrict the use of the proceeds of the Series 2021A Bonds hereby authorized in such manner and to such extent, if any, and take such other action as may be necessary, after taking into account reasonable expectations at the time the debt is incurred, so that they will not constitute obligations the interest on which is subject to federal income taxation or “arbitrage bonds” under Sections 103(b)(2) and 148 of the Code, and the regulations prescribed thereunder. The Mayor or any other officer having responsibility with respect to the issuance of the certificates, is authorized and directed to give an appropriate certificate on behalf of the Lexington-Fayette Urban County Government, on the date of delivery of the Series 2021A Bonds, for inclusion in the transcript of proceedings, setting forth the facts, estimates and circumstances and reasonable expectations pertaining to the use of the proceeds thereof and the provisions of said Sections 103(b)(2) and 148 and regulations thereunder.
These Series 2021A Bonds are not designated “qualified tax-exempt obligations” for the purposes set forth Section 265(b)(3) of the Internal Revenue Code of 1986, as amended.
SECTION 16.
Severability. If any one or more of the provisions of this Bond Ordinance should be determined by a court of competent jurisdiction to be contrary to law, then such provisions shall be deemed to be severable from all remaining provisions and shall not affect the validity of such other provisions.
SECTION 17. Inconsistent Actions. All prior ordinances, resolutions or parts thereof inconsistent herewith are hereby repealed.
SECTION 18. Open Meetings Compliance. All meetings of the Urban County Council Court and of its committees and any other public bodies, at which the formal actions in connection with the issuance of the Series 2021A Bonds were taken, or at which deliberations that resulted in such formal actions were held, were open meetings, and such formal actions were taken and any such deliberations took place while such meetings, after proper notice, were open to the public, in compliance with all legal requirements including KRS Sections 61.810, 61.815, 61.820 and 61.825.
SECTION 19. Effective Date. This Ordinance shall become effective immediately upon adoption and publication of a summary thereof, as provided by law.
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INTRODUCED AND GIVEN FIRST READING at a duly convened meeting of the Urban County Council of the Lexington-Fayette Urban County Government on the ____ day of _________________________, 2021.
GIVEN SECOND READING, ENACTED AND ADOPTED at a duly convened meeting of the Urban County Council of the Lexington-Fayette Urban County Government on the _______ day of __________________________, 2021.
LEXINGTON-FAYETTE URBAN COUNTY GOVERNMENT
By:
ATTEST:
By:
|
|
Abigail Allan Urban County Council Clerk |
CERTIFICATION
I, the undersigned, do hereby certify that I am the duly qualified and acting Urban County Council Clerk of the Lexington-Fayette Urban County Government, and as such Urban County Council Clerk, I further certify that the foregoing is a true, correct and complete copy of a Bond Ordinance duly enacted by the Urban County Council of the Lexington-Fayette Urban County Government at a duly convened meeting held on the ____ day of ______________, 2021, 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.
WITNESS my hand and the seal of said Urban County Government as of the ____ day of ______________, 2021.
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Urban County Council Clerk |
[SEAL]
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
By:
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John C. Merchant, Esq. Attorney at Law |
ANNEX A
FORM OF SERIES 2021A BOND
COMMONWEALTH OF KENTUCKY
LEXINGTON-FAYETTE URBAN COUNTY GOVERNMENT
VARIOUS PURPOSE GENERAL OBLIGATION BOND,
SERIES 2021A
No. R-__
|
Maturity Date |
CUSIP Number |
Interest Rate |
Bond Date |
Interest Payment Dates |
|
August 1, _____ |
________ |
_____% |
______________, 2021 |
[February 1 and August 1] |
REGISTERED HOLDER: ____________________________________________
PRINCIPAL AMOUNT: $________
_______________ DOLLARS
KNOW ALL PERSONS BY THESE PRESENTS: That the Lexington-Fayette Urban County Government for value received, hereby acknowledges itself obligated to, and promises to pay to the registered holder identified above, or registered assigns, the principal sum identified above (or, if any part thereof has been paid, the balance thereof remaining unpaid), on the maturity date specified above, and to pay interest on said principal sum (or, if any part thereof has been paid, the balance thereof remaining unpaid) from the date hereof, payable each February 1 and August 1, commencing February 1, 2022, at the Interest Rate per annum identified above, except as the provisions hereinafter set forth with respect to prior redemption may be and become applicable hereto. The principal of and interest on this bond are payable, without deduction for exchange, collection, or service charges, in lawful money of the United States of America. Principal is payable at the principal office of the ________________________________________________, or another financial institution as provided in the Certificate of Award or any successor (the “Paying Agent and Registrar”) or by other transfer of funds acceptable to the Paying Agent and Registrar and such owner. All interest on this bond and principal payable prior to the final maturity date shall be payable by check or draft mailed or via wire transfer to the record date registered holder hereof at the address shown on the registration records kept by the Paying Agent and Registrar or by other transfer of funds acceptable to the Paying Agent and Registrar and such owner. The record date shall be the fifteenth day of the month preceding each interest payment date.
This bond is one of an issue of Various Purpose General Obligation Bonds, Series 2021A (the “Series 2021A Bonds”) of like tenor and effect, except as to denomination and maturity, numbered from R-1 upward, inclusive, of the denomination of $5,000 or any integral multiple thereof originally aggregating __________________________________ dollars ($_________) in principal amount, issued for the purpose of financing the acquisition of various projects for departments within the Lexington-Fayette Urban County Government, including, but not limited to (i) repairs and upgrades and equipping of fire stations, safety operations, new firetrucks and other fire safety related projects, new police equipment, new police cars, road resurfacing, road maintenance, road upgrades, streetscapes and sidewalk improvements, pedestrian safety improvements, renovations, repairs and upgrades related to public buildings, park playground equipment and various other improvements within departments of the Lexington-Fayette Urban County Government, (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 2021A Project”), and (ii) paying the costs of issuance of the Series 2021A Bonds, all pursuant to and in full compliance with the general laws of the Commonwealth of Kentucky and particularly Chapter 66 of the Kentucky Revised Statutes, and pursuant to an ordinance duly adopted by the Urban County Council of the Lexington-Fayette Urban County Government on the ____ day of _____________, 2021 (the “Bond Ordinance”) upon the affirmative vote of at least a majority of the members of its Urban County Council at a public meeting duly and regularly held and after filing proper notice with the State Local Debt Officer of the Commonwealth of Kentucky.
This Series 2021A Bond and the issue of which it forms a part is a general obligation of the Lexington-Fayette Urban County Government and the full faith, credit and revenue of the Lexington-Fayette Urban County Government are pledged to the payments due hereunder. THIS SERIES 2021A BOND IS CONTINUALLY SECURED BY THE FAITH, CREDIT AND REVENUE OF THE LEXINGTON-FAYETTE URBAN COUNTY GOVERNMENT.
The Series 2021A Bonds mature on the first day of August of the following years, in the principal amounts and bear interest at the following rates of interest:
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Year (August 1) |
Amount |
Interest Rate |
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2022 |
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2023 |
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2024 |
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2025 |
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2026 |
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2027 |
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2028 |
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2029 |
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2030 |
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2031 |
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2032 |
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2033 |
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2034 |
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2035 |
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2036 |
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2037 |
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2038 |
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2039 |
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2040 |
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TOTAL |
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Optional Redemption. The Series 2021A Bonds maturing on and after August 1, 20___ shall be subject to optional redemption prior to their maturity on any date on or after August 1, 20___, in whole or in part, in inverse order of maturity and by lot within a maturity, at the election of the Lexington-Fayette Urban County Government upon 45 days' written notice to the Paying Agent and Registrar at a redemption price equal to 100% of the principal amount redeemed plus accrued interest to the date fixed for redemption.
Notice of Redemption. At least thirty (30) days before the optional redemption date of any Series 2021A Bonds the Paying Agent and Registrar shall cause a notice of such redemption signed by the Paying Agent and Registrar, to be mailed, first class, postage prepaid, to all registered owners of the Series 2021A Bonds to be redeemed at their addresses as they appear on the registration books kept by the Paying Agent and Registrar, but failure to mail any such notice shall not affect the validity of the proceedings for such redemption of Series 2021A Bonds for which such notice has been sent. Each such notice shall set forth the date fixed for redemption, the redemption price to be paid and, if less than all of the Series 2021A Bonds being payable by their terms on a single date then outstanding shall be called for redemption, the distinctive number or letters, if any, of such Series 2021A Bonds to be redeemed.
On the date so designated for redemption, notice having been published in the manner under the conditions hereinabove provided and moneys for payment of the redemption price being held in the Series 2021A Bond Payment Fund by the Paying Agent and Registrar for the registered owners of the Series 2021A Bonds to be redeemed, the Series 2021A Bonds so called for redemption shall become and be due and payable at the redemption price provided for redemption of such Series 2021A Bonds on such date, interest on the Series 2021A Bonds so called for redemption shall cease to accrue, and the registered owners of such Series 2021A Bonds shall have no right in respect thereof except to receive payment of the redemption price thereof.
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No recourse shall be had for the payment of the principal of or the interest on this Series 2021A Bond, or for any claim based hereon, against any officer, agent or employee, past, present or future, of the Lexington-Fayette Urban County Government, as such, either directly or through the Lexington-Fayette Urban County Government, whether by virtue of any constitutional provision, statute or rule of law, or by the enforcement of any assessment or penalty, or otherwise; all such liability of such officers, agents or employees is hereby renounced, waived and released as a condition of and as consideration for the issuance, execution and acceptance of this Series 2021A Bond.
It is hereby certified that all acts, conditions and things required to be done, to occur or be performed precedent to and in the issuance of this Series 2021A Bond, or in the creation of the obligations of which this Series 2021A Bond is evidence, have been done, have occurred and have been performed in regular and due form and manner as required by law; that the faith, credit and revenue of the Lexington-Fayette Urban County Government are hereby irrevocably pledged for the prompt payment of the principal hereof and interest hereon; that the repayment obligation represented by this Series 2021A Bond is not in excess of any constitutional or statutory limitation; and that due provision has been made for the levy and collection of a tax sufficient in amount to pay the interest on this Series 2021A Bond as it falls due and to provide for the redemption of this Series 2021A Bond at maturity or upon earlier redemption.
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IN WITNESS WHEREOF, the Lexington-Fayette Urban County Government has caused this Series 2021A Bond to be signed either manually or by facsimile in its name by its Mayor and duly attested either manually or by facsimile by its Urban County Council Clerk and an impression or facsimile of the Lexington-Fayette Urban County Government's seal to be imprinted hereon, as of the date set forth above.
LEXINGTON-FAYETTE URBAN COUNTY GOVERNMENT
By:
(SEAL)
Attest:
By:
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Abigail Allan Clerk of the Urban County Council |
CERTIFICATE OF AUTHENTICATION
This is to certify that this Series 2021A Bond is one of the Series 2021A Bonds described hereinabove.
_______________________________________ __________________,
___________, ____________
By:
Date of Authentication: _____________
Unless this certificate is presented by an authorized representative of The Depository Trust Company to the Issuer or its agent for registration of transfer, exchange or payment, and any certificate issued is registered in the name of CEDE & Co or such other name as requested by an authorized representative of The Depository Trust Company and any payment is made to CEDE & Co, ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL since the registered owner hereof, CEDE & Co, has an interest herein.
CERTIFICATE
It is hereby certified that the following is a correct and complete copy of the text of the legal opinion of Dinsmore & Shohl LLP, Attorneys, Lexington, Kentucky, regarding the issue of which the within Series 2021A Bond is one, the original of which opinion was manually executed, dated and issued as of the date of delivery of and payment for said issue and a copy of which is on file with the undersigned.
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Urban County Council Clerk |
[INSERT FORM OF APPROVING OPINION]
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers unto:
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(please print or typewrite social security number or other identifying number and name and address of transferee) |
the within Series 2021A Bond and does hereby irrevocably constitute and appoint ________________________________________ or its successor as Paying Agent and Registrar to transfer the said Series 2021A Bond on the books kept for registration thereof with full power of substitution in the premises.
Dated: _________
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Notice: The signature to this assignment must correspond with the name of the registered owner as it appears upon the face of the within Series 2021A Bond in every particular, without alteration or enlargement or any change whatever. |