RESOLUTION NO. 784 OF 2012
RESOLUTION NO. 784 OF 2012
RESOLUTION GIVING PRELIMINARY APPROVAL TO THE ISSUANCE OF NOT EXCEEDING FIFTEEN MILLION TWO HUNDRED THOUSAND DOLLARS($15,200,000) OF REVENUE REFUNDING BONDS OF THE CITY OF RUSTON, STATE OF LOUISIANA; PROVIDING CERTAIN TERMS OF SAID BONDS; MAKING APPLICATION TO THE STATE BOND COMMISSION FOR APPROVAL OF THE ISSUANCE OF SAID BONDS; AND PROVIDING FOR OTHER MATTERS IN CONNECTION THEREWITH WHEREAS, the City of Ruston, State of Louisiana (the “Issuer”), presently has outstanding $16,043,606.60 principal amount of an outstanding Utilities Revenue Bond, Series 2005, bearing interest at the rate of 3.45% per annum and further subject to administrative fee of 0.50% per annum, final maturity, October 1, 2027, issued pursuant to an ordinance adopted by this Mayor and Board of Aldermen on June 6, 2005 (the “Refunded Bond”); and, WHEREAS, the Issuer wishes to obtain debt service savings through the prepayment of the Refunded Bond and further wishes to pledge a new source of revenue for the payment of the Bond authorized herein which will be issued to prepay the Refunded Bond; and, WHEREAS, Chapter 14-A of Title 39 of The Louisiana Revised Statutes of 1950, as amended (the “Act”), authorizes the Issuer to issue bonds for the purpose of prepaying outstanding securities in an amount to effectuate the purposes for which the refunding bonds are being issued and in the manner provided by the governing authority of the Issuer; and, WHEREAS, the Budget of the Issuer for the fiscal year ending September 30, 2012, shows an aggregate excess of revenues over statutory, necessary and usual charges and all other expenses for such fiscal year (including balances brought forward) in the General Fund, the Electric System Fund, the Water System Fund and the Sewer System Fund greater than the maximum principal and interest payable in any year on the Bonds authorized herein (the “Bonds”); and, WHEREAS, the Issuer now desires to incur debt and issue Fifteen Million Two Hundred Thousand Dollars ($15,200,000) of its Refunding Bonds in the manner authorized and provided by the Act as hereinafter provided; and, WHEREAS, the Issuer is not now a party to any contract pledging or dedicating its excess annual revenues above statutory, necessary and usual charges except for its Refunding Bonds, Series 2003, presently outstanding in the principal amount of $195,000, final maturity October 1, 2012 (the “Outstanding Bonds”); and, WHEREAS, the Issuer hereby makes application to the State Bond Commission for approval of the issuance of the Bonds hereinafter authorized; NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF ALDERMEN OF THE CITY OF RUSTON, LOUISIANA:
§1. Preliminary Approval of Refunding Bonds. Preliminary approval is given to the issuance of not exceeding $15,200,000 principal amount of Refunding Bonds of the City of Ruston, State of Louisiana, to be issued for the purpose of prepaying the Issuer's outstanding Utilities Revenue Bond, Series 2005. The Refunding Bonds will be secured by and payable solely from a pledge and dedication of the excess of annual revenues of the Issuer above statutory, necessary and usual charges in each of the fiscal years during which the Bonds are outstanding until the Bonds have been paid in full in principal and interest. This Governing Authority will obligate the Issuer, itself and its successors in office, to budget annually a sum of money sufficient to pay the Bonds and the interest thereon as they respectively mature, including any principal and/or interest theretofore matured and then unpaid, and to levy and collect in each year taxes and to collect other revenues, including revenues from rates and charges for services and facilities provided by the Issuer's sewer and sewage treatment system, water plant and distribution system and electric light and power plant system, within the limits prescribed by law sufficient to pay the principal of and interest on the Bonds after payment in such years of all the said statutory, necessary and usual charges of the Issuer for the then current year, and if not issued on a parity with the Outstanding Bonds or should the Outstanding Bonds not be paid in full prior to the delivery of the Bonds, subject to making all payments as the same fall due on the Outstanding Bonds. The Bonds shall bear interest at a rate or rates not to exceed three and three-eights per centum (3-3/8%) per annum and shall mature in annual principal payments falling due no later than October 1, 2026. The Refunding Bonds shall be issued in fully registered form, shall be sold to the purchaser thereof at a price of not less than par, plus accrued interest, if any, and shall have such additional terms and provisions as may be determined by this Governing Authority at the time of sale thereof.
§2. Employment of Bond Counsel. This Governing Authority finds and determines that a real necessity exists for the employment of special counsel in connection with the issuance of the Bonds, and accordingly, Foley & Judell, LLP, of New Orleans, Louisiana, as Bond Counsel, is hereby employed to do and perform work of a traditional legal nature as bond counsel with respect to the issuance and sale of said Bonds. Said Bond Counsel shall prepare and submit to this Governing Authority for adoption all of the proceedings incidental to the authorization, issuance, sale and delivery of such Bonds, shall counsel this Governing Authority as to the issuance thereof and shall furnish its opinions covering the legality of the issuance of the Bonds. The fee of Bond Counsel is fixed at a sum not exceeding the fee allowed by the Attorney General's fee guidelines for such bond counsel work in connection with the issuance of revenue bonds and based on the amount of said bonds actually issued, sold, delivered and paid for, plus "out-of-pocket" expenses, said fees to be contingent upon the issuance, sale and delivery of said bonds. A certified copy of this resolution shall be submitted to the Attorney General of the State of Louisiana for his written approval of said employment and of the fees herein designated.
§3. Employment of Financial Advisor. Government Consultants of Louisiana, Inc., has served and will serve as financial advisor to the Issuer. The financial advisor is not a public accounting firm and has not been engaged by the Issuer to compile, review, examine or audit any information which has or may be provided to potential purchasers of the Bonds in accordance with accounting standards. The Financial Advisor is an independent advisory firm and will not participate in the underwriting of the Bonds.
§4. State Bond Commission. Application is hereby made to the State Bond Commission, Baton Rouge, Louisiana, for approval of the issuance and sale of the Refunding Bonds, subject to the terms, conditions and restrictions described above. Bond Counsel is directed to make application to the State Bond Commission in accordance with the foregoing on behalf of this Governing Authority.
§5. Compliance with State Bond Commission Regulation. By virtue of Issuer's application for, acceptance and utilization of the benefits of the Louisiana State Bond Commission's approval(s) resolved and set forth herein, the Issuer resolves that it understands and agrees that such approval(s) are expressly conditioned upon, and it further resolves that it understands, agrees and binds itself, its successors and assigns to, full and continuing compliance with the “State Bond Commission Policy on Approval of Proposed Use of Swaps, or other forms Derivative Products Hedges, Etc.”, adopted by the Commission on July 20, 2006, as to the borrowing(s) and other matter(s) subject to the approval(s), including subsequent application and approval under said Policy of the implementation or use of any swap(s) or other product(s) or enhancement (s) covered thereby.
§6. This Resolution shall become effective upon final adoption and signature of the Mayor. This Resolution after having been read and considered by a quorum of the Board of Aldermen, on motion to adopt by Alderman Jim Pearce and seconded by Alderman Jedd Lewis, a record vote was taken and the following result was had:
YEA: ALDERWOMAN GLENDA HOWARD
ALDERMAN JEDD LEWIS
ALDERMAN JIM PEARCE
ALDERWOMAN MARIE S. RIGGS
ABSENT: ALDERMAN ELMORE MAYFIELD
WHEREUPON, the presiding officer declared the above Resolution duly adopted in full on this the 2nd day of April, 2012.
EMMETT GIBBS, CLERK
DAN HOLLINGSWORTH, MAYOR
1td: April 6, 2012