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HomeMy WebLinkAbout1985-12-10 - City Commission Special Meeting Minutes0 El MAIL REPLY TO- P.Q. BOX 25010 TAMARAC. FLORIDA 33320 5811 NORTHWEST 88TH AVENUE TAMARAC, FLORIDA 33321 TELEPHONE (305) 722-5900 December 6, 1985 NOTICE OF SPECIAL MEETING CITY COUNCIL TAMARAC. FLORIDA Please be advised of a Special City Council Meeting to be held on Tuesday, December 10, 1985, at 10:00 A.M. in the Council Chambers of City Hall, 5811 NW 88 Avenue, Tamarac, Florida. The purpose of this meeting is to discuss and take action on the following items: 1. AUTHORIZATION RESOLUTION - Temp. Reso. #3942 - Discussion and possible action to authorize the issuance of up to 15 million dollars of water and sewer utility revenue and refunding bonds by amending and restating Authorization Resolution 85-21. 2. AWARD RESOLUTION,- Temp. Reso. #3943 - Discussion and possible action to provide for the issuance of water and sewer utility revenue and refunding bonds, pursuant to Resolution 85-21 as amended and restated. The public is invited to attend. Marilyn Bertholf, CMC City Clerk Pursuant to Section 286.0105, Florida Statutes If a person decides to appeal any decision made by the city Council with respect to any matter considered at such meeting or hearing, he will need a record of the proceedings and for such purpose, he may need to ensure that a verbatim record includes the testimony and evidence upon which the appeal is to be based. AN EQUAL OPPORTUNITY EMPLOYER POLICY OF NONDISCRIMINATION ON THE BASIS OF HANDICAPPED STATUS CITY OF TAMARAC, FLORIDA SPECIAL CITY COUNCIL MEETING BONDS DECEMBER 10, 1985 Tape CALL TO DER: Mayor Philip B. Kravitz called the meeting 1 to order on Tuesday, December 10, 1985 at 10:10 A.M. in the Council Chambers of City Hall. ROLL -CALL: PRESENT: Mayor Philip B. Kravitz Vice Mayor Helen Massaro Councilman Arthur H. Gottesman ABSENT: Councilman Raymond J. Munitz Councilman Sydney M. Stein ALSO PRESENT: Acting City Manager Larry Perretti City Attorney Jon M. Henning V. Diane Williams, Secretary MEDITATION AND PLEDGE ,QF ALLEGIANCE,: Mayor Kravitz called for a Moment of Silent Meditation followed by the Pledge of Allegiance. 1. Authorization Resolution -- Temp. Reso. #3942 - Discussion and possible action to"authorize the issuance of up to 15 million dollars of water and sewer utility revenue and refunding bonds by amending and restating Authorization Resolution 85-21. SYNQPgIS OF ACTION: APPROVED AS AMENDED RESOLUTION NO. 85-436 PASSED The City Attorney acknowledged Council's receipt of the resolutions this morning by Gerald Heffernan, Bond Counsel. Mr. Henning read TemR, Resg,394 by title. The City Attorney recognized the presence of a number of experts who have been working diligently to reach the dead- line necessary for these bonds and acknowledged that they started work immediately upon being hired a few weeks ago. He said they were prepared, as staff and consultants, to spend as much time as Council needed for explanation of these items, and asked for Council's guidance as to how much of an explana- tion was needed. The Vice Mayor suggested that a presentation be made focusing on the pertinent information. Walter Rekuc, resident, asked how Council could consider having a public hearing when the resolutions on the agenda were not available to the citizens of Tamarac in the City Clerk's Office. The City Attorney said the meeting was not a public hearing but that copies would be made available. Mr. Rekuc questioned Council's transaction of twenty-eight million dollars in bonds and the fact that the public would not know anything about it until it was presented. Gerald Heffernan, Bond Counsel, summarized that the bonds were not here for the first time today but the bond resolution was passed last January and validated by the Circuit Court; he said the time for appeal of the validation has expired. He said the citizens were notified of the validation and all the proper procedures were followed. Mr. Heffernan explained the resolution was restated, which was passed last January, mainly to comply with requirements by AMBAC insurance and also be- cause the underwriters advised that it would be a better structuring for the transaction. The Bond Counsel stated that none of the changes were substantive except for the fact 1 12/10/85 r /vdw v that the amount was changed from a thirty million -dollar transaction, at this time, to not to exceed fifteen million dollars and the purpose was to refund the City's outstanding water and sewer utility bonds. He said, in essence, they were substituting the new bonds in debt service for the old bonds, which are currently outstanding. Mr. Heffernan said that was the purpose for the new resolution with the only difference being that they have now provided for the very initial series of bonds to be refunding bonds only and in an amount not to exceed fifteen million dollars with the actual amount being $12.6 million which will be explained in detail when the Award Resolution is discussed. The Bond Counsel said they hoped, within the next six months under this resolution, to do a new series of bonds for new money which is necessary for improve- ments to the utility. I Mr. Heffernan reiterated that the bonds have already been validated for thirty million; therefore, when they do the new money issue, there would be no need to revalidate. He said an additional requirement, upon his review of the Charter, was that the City Manager needed to execute the bonds as well as the Mayor. V/M Massaro asked if the resolution provided for the new rate of funds which must be accumulated to retire the debt service. She said, originally, 125 per cent was required, and then a resolution was passed indicating 110 percent which violated the bond issue of which Council was not cognizant. The Vice Mayor asked if that correction was included. Mr. Heffernan said the resolution included a test based on what the consultants and AMBAC felt was best for the City; he explained that instead of 125 coverage, they are currently using 110 and 120 coverage. Mr. Heffernan stated that there were two different covenants: the rate covenant which appeared on page 22, under Section 502, second paragraph. The Vice Mayor stated that it called for 120 percent. The Bond Counsel said that was when they used pledged impact fees; he said the net revenues have to be a minimum of 110 per cent and if there are pledged impact fees, it could be 120 per cent. V/M Massaro referred to the title stating that all monies have to come from rates and questioned why they were pledging something else. Mr. Heffernan explained that the title indicated that the City was not pledging any ad valorem taxes but pledging monies from the utility and pledged impact fees become equi- valent to revenues at a certain point and time upon eligibi- lity. The Vice Mayor said she did not understand why the 120 per cent was included. The City Attorney referenced the defini- tion of revenues on page 7, "The term rev— e— nueS shall mean all monies, fees, charges and other income received by the City or accrued to the City in connection with or as a result of its ownership and operation of the water and sewer utility, and income from investments made under this resolution except payments on special assessments for water and sewer improve- ments, contributions -in -aid of construction and income from investments...". The Vice Mayor said that was the CIAC money. Mr. Heffernan reiterated impact fees could not be pledged to pay debt service unless the City reaches the point where the impact fees are eligible or improvements are being made and the impact fees are eligible to be used for debt service le- gally. Mr. Henning said under the definition of revenues the Bond Counsel has deleted impact fees; Mr. Heffernan concurred. V/M Massaro said it was the deletion of CIAC money which was proper. Mr. Heffernan said 110 has to be the net revenues which was minus the CIAC funds, and the City could maintain 120 per cent coverage when impact fees were used which were eligible to be pledged. He expounded that impact fees were either eligible or ineligible and, at some point and time, they become eligi- ble based on the use. Mr. Henning asked if he was saying that once the City has a plan for those impact fees, CIAC funds, 2 12/10/85 /vdw and have been identified to go to a particular project, then they were no longer eligible. The Bond Counsel said impact fees could be used for determination of rate coverages but it does not mean that they will be used for anything; he said it was just a matter of maintaining a certain rate covenant under this document. He recalled a previous discussion in which the City decided this was the way to go to be able to use some of the impact fees to help offset the requirement on their rate covenant. Mr. Heffernan explained as opposed to having 120 per cent on net revenues and not having any CIAC included in that and having 120 per cent on net revenues, which was a higher amount to maintain, the City was maintaining 110 per cent. The Vice Mayor said there would be no point in refund- ing if the City had to maintain 120 per cent because the City was operating the utility, presently, on 110 per cent and dial not understand why the 120 per cent was included. The City Attorney asked the Bond Counsel to explain the dif- ference between eligible and ineligible impact fees because he had stated that some could be pledged if they were eligible and some could not be pledged if they were ineligible. The Vice Mayor stated that Mr. Heffernan had said that the CIAC was not included and the City would have to maintain 110 per cent. Mr. Heffernan agreed. V/M Massaro said the CIAC funds would be kept where they belong for improvements and there must be a minimum rate of 110 per cent in the rate structure which would take care of everything; Mr. Heffernan concurred. She asked where the 120 came into the picture and why. The Bond Counsel said the 120 per cent was included because the Financial Adviser felt it would help the City in marketing the bonds if the City was able to include in the rate cove- nant not just net revenues but those funds that become eligible to be concluded in utility as available monies. Mr. Heffernan said, if the City did a new project and had CIAC money available, the money can only be expended for the new project and cannot be used to pay off a previous debt or as a pledge toward a bond transaction. He said, however, the money could be bonded for new improvements and use the CIAC toward the bonding to do the improvements. Mr. Heffernan said the City`s Financial Adviser felt that when those monies were eli- gible for a bond transaction involving new improvements that those monies are available to be bonded and should be included in the rate covenant. He said it was easier to maintain 120 per cent coverage when the impact fees are used if they are eligible to be pledged. The Bond Counsel asked Frank Etheredge, Finance Director, the coverage of the eligible impact fees. Mr. Heffernan explained that the Finance Director determines when those monies are to be used for construction. The Vice Mayor asked if they were tying up those impact fees in any way; Mr. Heffernan said they were not. The Finance Director said the money collected in impact fees, once added to net revenues, has to be 120% of debt service coverage. He said Council would not be restricting nor pledging but saying that when those two numbers are added together, they would exceed 120 per cent. The Vice Mayor asked if that was how they arrived at the eligible amount. Mr. Henry Channing, Smith Barney, explained that the question of eligibility was the result of State statutes and Court decisions which have been adopted. He exampled that if some one were doing a project in a certain area who had paid CIAC funds, and a totally separate project was being done for a separate part of the utility system in another area, the City could not use those CIAC funds for this project nor to pay for bonds. Mr. Channing said, in other words, if someone has contributed money to the system because they are going to benefit from improvements, the City could use that money to construct those improvements or to pay debt service on bonds that were issued to construct those improvements. The Vice Mayor acknowledged that the City received CIAC funds for the entire system and was not pledged for different projects. 3 12/10/85 /vdw Mr. Channing said all of the CIAC revenues, for the most part, received in the City of Tamarac were eligible. He said, however, that the City's existing bonds dictated that 125 per cent net revenues of debt service must be collected; he said the City has been operating at 110 which was in violation of the old bond covenant. Mr. Channing said the idea of doing the refunding was to restate the rate covenant in order that the City could operate at 110 whereby they would be asking the insurance company to accept a change from 125 to 110. In re- turn for their acceptance, Mr. Channing said since the City had been collecting the CIAC funds anyway, they would simply pledge them to the bond issue and stated that they would never need them because they were getting 110 per cent already from rates. He said that additional pledge makes up for the fact that the rate covenant was dropped from 125 to 110. The City Attorney said it would also allow the City to obtain insu- rance. Mr. Channing informed that Mr. Etheredge had spoken with AMBAC this morning because they had been waiting for them to commit for insurance on this issue; he reported AMBAC has committed but have listed a couple of changes they want within the docu- ment, none of which are anything other than cosmetic except that they have asked that the rate covenant be 115 instead of 110. V/M Massaro asked the Finance Director if the rates the City had now would cover 115. Mr. Etheredge answered that they would cover 115 for this issue. Mr. Channing said he would call AMBAC and negotiate with them to accept the 110 but stated that he could not guarantee that he would be successful in those negotiations. He said the existing rates as far as these bonds were concerned were more than adequate to support 115 coverage; Mr. Channing said as far as the fifteen million dollars in new money, which Council is contemplating doing next year, 115 as a requirement would be a little short and the City may not be able to issue the entire fifteen million at once. The Vice Mayor said she was not happy with pledging the CIAC money and asked Mayor Kravitz to recess the meeting so that she could confer with the City Attorney. Mayor Kravitz calle a ten-minute recess at 10:40 a.m. Tape Mayor Kravitz reconvened the meeting at 10:50 a.m.. 2 The City Attorney said during the recess there was discussion on the term of pledged impact fees and its connection with the CIAC fund; he said it was suggested, to alleviate confusion, that the term "pledged impact fees" should be changed to read "available impact fees" at the top of page 7. Mr. Heffernan said the change was acceptable and that he would advise AMBAC of the change. Mr. Henning acknowledged that the correction would be effective throughout the resolution. The Bond Counsel said the word "unpledged" on the top of page 8 would be changed to read "unavailable". Mr. Heffernan said he was certain that AMBAC would have other minor adjustments for the resolution and that he would probably have to return for Council's consideration of those changes before closing. Mr. Heffernan said Council needed to award the bonds today because they have to make an application to the federal government for securities to be placed in the escrow and to- day was the last day it could be made within the 20-day period. The Vice Mayor indicated that a special meeting could be called for Council to consider any requests for changes by AMBAC. C/M Gottesman MOVED that TeMpRgsox_#3942 be ADOPTED AS AMENDED. SECONDED by V/M Massaro. 4 12/10/85 ` /vdw J 2. Award Resolution - Temp. Reso. #3943 - Discussion and ion to provide for the issuance of water and sewer utility revenue and refunding bonds, pursuant to Resolution 85-21 as amended and restated. ayNOPSIS QF,,,A9T1QHe APPROVED as submitted RESOLUTION NO. R-85-437 PASSED Mr. Henning read T s 3 4 by title. Mr. Heffernan referenced page 3, Section 1, which showed the bond size as $12,600,000. He cautioned Council that the numbers they have were "last-minute numbers" prepared by Smith Barney to get the City the best interest rate possible and also to obtain the best debt service schedule. Mr. Henry Channing, Smith Barney representative, recapped the purpose of their engagement which was to get the refunding completed before the end of the year and was to replace the existing debt with new debt and, hopefully, to do it at the same cost to the City and to perform those services at a reasonable cost to the City. Mr. Channing acknowledged that they have accomplished all those things. He explained the first schedule as providing information as to the sources and uses of funds. Mr. Channing said the City was issuing $12.6 million in bonds, at this time; the bulk of the proceeds would be deposited into an escrow account that will serve to pay off the outstanding bonds. Mr. Channing advised that the deposit would need to be made to the bond reserve account, and there was some accrued interest which has to go into the debt service account, then, the cost of the insurance policy, the City's cost of issuance and the underwriters' discount, Mr. Channing referenced the next page of the schedule which depicted the bonds maturing from 1986 to 2010 and the interest rate on the bonds range from 5.25 per cent for the first year up to 9.1 per cent in 2010. He said it would provide an effective interest cost on the bond issue of 9.09 per cent. He said the first column of the table labeled Calculation of Pro osed Bond Issue provided the outstanding debt service which is the City's obligation for the 1980 bonds and noted that they calculated the debt service on this issue. He said the City would save $1041000 in Paymentsr the issue after all costs have been paid. EVenethoughlife the of the of doing this refunding was not to achieve savings becausepose interests are basically the same now as they were in 1980, he said there was the benefit to the City of $104,000 in reduced debt service costs. Mr. Channing said Section II indicated market conditions and included a graph for 1985 which depicted that the rates are now lower than they have been this year so it is a good time to get into the market. He said he antici- pated rates dropping even further after the first of the year so that when the City is ready to do the new money issue, they should do equally as well, The Smith Barney representative indicated a breakdown of ex- penses including their underwriters' discount. He said the detail resolution will be completed from the information out- lined in the schedules. Mr. Heffernan said a form of a Bond Purchase Agreement was also attached to the Award Resolution and a form of the Official Statement and would be completed by staff before closing. He said the Bond Purchase Agreement was an agreement to award the bonds to the underwriters which he and the City Attorney have reviewed and required execution by the Mayor today, Mr. Channing said he contacted AMBAC by phone and informed that AMBAC has agreed, upon review of past impact fees, to accept the 110 on net revenues with the stipulation that, if at some time in the future, those available impact fees fall below a very minimum level and cannot generate 120 with the impact fees, the rote covenant would increase to 115. Council agre-ed with--,,AMBAC's proposal, Mr. Heffernan said the resolution- would be -adjusted and presented to Council at a 5 12/10/85 /vdw special meeting. The City Attorney indicated that the 11/10/85 Summary and Analysis of Bond Sale prepared by Smith Barney would be an exhibit to the Award Resolution. Mr. Heffernan identified the Smith Barney Summary as Schedules I and II as stipulated in the Award Resolution. The City Attorney indicated the following as exhibits to the Award Resolution: Exhibit A - Disclosure Letter Exhibit B -- Bond Purchase Agreement Exhibit C - Official Statement Exhibit D - Escrow Deposit Agreement Smith Barney's Schedules I and II Mr. Henning referenced a letter from Touche Ross regarding their proposed fee of $8500 to be paid at closing for them to prepare the calculations to verify and audit the figures pro- posed by Smith Barney. The City Attorney said he was assured that this was a competitive rate as compared to other bond closings but asked for clarification as to who was responsible for payment. Mr. Channing said there were a group of fees called "Costs of Issuance" which are the City's fees to pay for professional services and the Touche Ross expense would be one of those. He said their experiences, recently, have been that verification fees have ranged from $7500 to $15,000 and felt that $8500 was very reasonable. Mr. Channing said be- cause Touche Ross was involved with the City as its auditor, it would be a good idea to use them. The City Attorney sug- gested that Council agendize by consent the Touche Ross item at tomorrow's regular meeting. V/M Massaro MOVED the ADOPTION of Temp. Reso. #3943 as presented with attachment of exhibits. SECONDED by C/M Gottesman. VQTE: ALL VOTED AYE The City Attorney asked the experts present to place their names and firms on the record so there would be an indication of who was present to assist Council. Clark Bennett, William R. writers; Paul Goldberg, Counsel to Melissa McDonnell, Smith Jim David, Smith Barney Hough & Company, joint under - the Underwriters; Barney Mayor Kravitz adjourned the meeting at 11:20 a.m. NCITY CLERK This public document was promulgated at a cost of $58.63 or , $ 1�_ per copy to inform the general public and public officers and employees about recent opinions and considerations by the City Council of the City of Tamarac. CITY OF TAMARAC APP OVED AT ME ,11G UE Ci*- Clerk 1-1 1 6 12/10/85 /vdw