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Home My WebLink AboutRES 082217-W - Defeasance & RedemptionREs o8aa��-W RESOLUTION AUTHORIZING THE DEFEASANCE AND REDEMPTION OF THE CERTAIN 2009 SERIES OF THE CITY'S OUTSTANDING OBLIGATIONS; AND OTHER RELATED MATTERS THE STATE OF TEXAS COUNTY OF WILLIAMSON • CITY OF GEORGETOWN • WHEREAS, the City of Georgetown, Texas (the "City") has duly issued and there is now outstanding the following obligations: City of Georgetown, Texas Combination Tax and Revenue Certificates of Obligation, Series 2009, dated April 15, 2009, in the principal amount of $465,000 maturing on August 15, 2029 (the "Series 2009 Obligations"); WHEREAS, the City Council (the "City Council") of the City deems it to be in the best interest of the City to use lawfully available funds to defease and redeem the Series 2009 Obligations on the first available redemption date after the giving of notice and compliance with the provisions of the ordinance(s) authorizing the issuance of such obligations (collectively, the "Defeased Obligations") as further set forth in this Resolution. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF GEORGETOWN, TEXAS THAT: Section 1. The City hereby calls for redemption of the Defeased Obligations. Attached to this Resolution as Exhibit "A" and made a part hereof for all purposes, is a copy of the Notice of Defeasance and Redemption for the Defeased Obligations in substantially final form with such changes approved by the Finance Director or the Treasurer (each an "Authorized Official"), including such changes as may be made pursuant to Section 5 hereof. Each Authorized Official, Bond Counsel and the paying agent for the Defeased Obligations are hereby authorized to take all actions necessary to effectuate the redemption of such obligations, including sending all notices of such defeasance and redemption required by the ordinance authorizing the Defeased Obligations. Each Authorized Official is further authorized to determine the timing of the defeasance of the Defeased Obligations and the delivery of the notice once all requirements of this Resolution for such defeasance have been satisfied; provided that such defeasance must occur prior to the end of calendar year 2018 and that such notice in all events is to be given by the time and in the manner required in the ordinance(s) authorizing the issuance of the Defeased Obligations. Section 2. Each Authorized Official is hereby authorized to select an eligible bank or trust company to serve as escrow agent for the Defeased Obligations (the "Escrow Agent") and to execute and deliver an escrow agreement between the City and the Escrow Agent (the "Escrow Agreement") in substantially the form and substance approved by the City in conjunction with its most recent issuance of refunding bonds. Each Authorized Official is hereby authorized to complete, amend and modify the Escrow Agreement, as may be necessary to accomplish the GEORGETOWN\Defeasance & Redemption2017: Resolution REs 1 -7- VV defeasance and redemption of the Defeased Obligations. The City hereby determines and authorizes that lawfully available funds sufficient to defease the Defeased Obligations shall be deposited under the Escrow Agreement and used to redeem the Defeased Obligations. Section 3. Each Authorized Official and the Escrow Agent are each hereby authorized to subscribe for, agree to purchase, and purchase escrow securities that are permitted investments for a defeasance escrow established to defease Defeased Obligations, and to execute any and all subscriptions, purchase agreements, commitments, letters of authorization and other documents necessary to effectuate the foregoing. Section 4. Each Authorized Official is hereby authorized to transfer City funds as necessary to defease and redeem the Defeased Obligations. Section 5. In the event that an Authorized Official determines that it is more economically advantageous for the defeasance and refunding of the Defeased Obligations to occur in conjunction with an issuance of refunding bonds by the City, each Authorized Official is hereby authorized and directed to revise the Notice of Defeasance and Redemption attached hereto as Exhibit "A" as may be needed to take into account all obligations of the City that are defeased and refunded in such a transaction. Section 6. Notwithstanding any other provision of this Resolution to the contrary, effectuating the defeasance and redemption contemplated by this Resolution is subject to a determination by an Authorized Official that lawfully available funds are or will be on deposit in the applicable interest and sinking fund of the City sufficient to accomplish the defeasance of the Defeased Obligations at the time such defeasance occurs. Additionally, the amount of the Series 2009 Obligations to be defeased and redeemed that comprise the Defeased Obligations may be adjusted as approved by an Authorized Official based on available funds and final rates for any escrow securities. Section 7. The Mayor of the City Council, each Authorized Official and all other officers, employees and agents of the City, and each of them, shall be and they are hereby expressly authorized, empowered and directed from time to time and at any time to do and perform all such acts and things, including giving any notices as may be required by the City's continuing disclosure obligations, if any, with respect to the Defeased Obligations and all other instruments, whether or not herein mentioned, as may be necessary or desirable in order to carry out the terms and provisions of this Resolution or the ordinances authorizing the Defeased Obligations. Section 8. If any provision of this Resolution or the application thereof to any circumstance shall be held to be invalid, the remainder of this Resolution and the application thereof to other circumstances shall nevertheless be valid, and this governing body hereby declares that this Resolution would have been enacted without such invalid provision. Section 9. This Resolution shall be in full force and effect immediately upon its passage and approval. GEORGETOWN\Defeasance & Redemption2017: Resolution �,E5 osa-)-� -�- W PASSED AND ADOPTED this 22nd day of August, 2017. ATTEST: Shelley Now[ty Secretary APPROVED AS TO FORM: I Charlie McNabb, City Attorney GEORGETOWN\Defeasance & Redemption2017: Resolution CITY OF GEORGETOWN, TEXAS (A L C" .. Dale Ross, Mayor EXHIBIT "A" NOTICE OF PARTIAL DEFEASANCE AND REDEMPTION NOTICE IS HEREBY GIVEN that the City of Georgetown, Texas (the "City") has called for redemption on August 15, 2019 (the "Redemption Date") the outstanding obligations of the City described below at a price of par plus accrued interest to such date of redemption, to -wit: Combination Tax and Revenue Certificates of Obligation, Series 2009, dated April 15, 2009, in the principal amount of $465,000 maturing on August 15, 2029, inclusive, as further described below (collectively, the "Defeased Obligations") Original Maturity Principal Principal Principal Amount New CUSIP* New CUSIP* CUSIP Date Amount Amount Being Outstanding After Interest Defeased Non-Defeased Number* (August 15) Outstanding Defeased Defeasance Rate Portion Portion 373028WX3 2029 $5,400,000 $465,000 $4,935,000 5.00% * The CUSIP Numbers are provided for the convenience of the holders of the Defeased Obligations. The City and the paying agent do not warrant the accuracy of the CUSIP Numbers, and neither shall be responsible for any error of any nature relating to CUSIP Numbers. Additionally, the City has determined that the mandatory sinking fund installments related to the obligations maturing in the year 2029 which remain outstanding will be as follows: Term Bond Maturing, in 2029 Mandatory Redemotion Date August 15, 2024 August 15, 2025 August 15, 2026 August 15, 2027 August 15, 2028 August 15, 2029 Remaining Principal Amount Subiect to Mandatory Ri:de=tioll $310,000 325,000 340,000 360,000 305,000 The Defeased Obligations shall be redeemed upon presentation at a principal corporate offices of The Bank of New York Mellon Trust Company, N.A., as paying agent/registrar for the Defeased Obligations, at the addresses set forth below. Interest on the Defeased Obligations shall cease to accrue from and after the Redemption Date. Firsf Class/Reeisfered/Cerfified Marl The Bank of New York Mellon Global Corporate Trust P.O. Box 396 East Syracuse, New York 13057 Rv Over►►iehl or Courier The Bank of New York Mellon Global Corporate Trust 111 Sanders Creek Parkway East Syracuse, New York 13057 GEORGETOWMDefeasance & Redemption2017: Resolution A-1 13y Haid The Bank of New York Mellon Global Corporate Trust Corporate Trust Window 101 Barclay Street 1st Floor East New York, New York 10286 In compliance with section 3406 of the Internal Revenue Code of 1986, as amended, payors making certain payments due on debt securities may be obligated to deduct and withhold a portion of such payment from the remittance to any payee who has failed to provide such payor with a valid taxpayer identification number. To avoid the imposition of this withholding tax, such payees should submit a certified taxpayer identification number when surrendering obligations for redemption. CITY OF GEORGETOWN, TEXAS GEORGETOWN10cfeasance & Redemption2017: Resolution A-2