HomeMy WebLinkAboutRES 091223-5.K - Defeaseance & RedemptionRESOLUTION NO. 091223-5.K
RESOLUTION AUTHORIZING THE DEFEASANCE AND
REDEMPTION OF CERTAIN OF THE CITY'S OUTSTANDING OBLIGATIONS AND
OTHER RELATED MATTERS
WHEREAS, the City of Georgetown, Texas (the "City") has duly issued and there is now
outstanding the following obligations:
City of Georgetown, Texas General Obligation Bonds, Series 2013, dated April 15,
2013 (the "Series 2013 Bonds"); and
City of Georgetown, Texas Combination Tax and Revenue Certificates of
Obligation, Series 2014, dated April 15, 2014 (the "Series 2014 Certificates"); and
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 portions of the Series
2013 Bonds and Series 2014 Certificates forth in Exhibit "A" hereto (collectively, the "Defeased
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 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 the Defeased Obligations. Attached
to this Resolution as I;xhibit "A" and made a part hereof for all purposes, is a copy of the Notices
of Defeasance and Partial Redemption for the Defeased Obligations in substantially final form
with such changes and additions approved by the Finance Director or the City Manager (each an
"Authorized Official"), including such changes as may be made pursuant to Sections 5 and 6
hereof. Each Authorized Official, the City's Financial Advisor, the City's Bond Counsel and/or any
paying agent/registrar for the Defeased Obligations are hereby authorized to take all actions
necessary to effectuate and call for the redemption of such obligations, including finalizing the
notices of defeasance and redemption and sending all notices of such defeasance and redemption
required by the ordinance(s) 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 notices 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 2024 and that
such notices 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
defeasance and redemption of the Defeased Obligations. The City hereby determines and
Georgetown I Defeasance & Redemption 2023 1 Resolution
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, including paying the costs of the
defeasance and redemption.
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 Notices of Defeasance and Partial 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 of the City 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 2013 Bonds and Series 2014 Certificates 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 ordinance(s) 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 I Defeasance & Redemption 2023 1 Resolution
PASSED AND ADOPTED this the 12th day of September, 2023.
ATTEST:
/"Md L .��/I .1
' . U ZI �
APPROVED AS TO FORM:
�k e y asso ,City Attorney
Georgetown I Defeasance & Redemption 2023 1 Resolution
CITY OF GEORGETOWN, TEXAS
EXHIBIT "A"
NOTICE OF DEFEASANCE AND PARTIAL REDEMPTION
NOTICE IS HEREBY GIVEN that the City of Georgetown, Texas (the "City") has called for
redemption on . 2024 (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:
City of Georgetown, Texas General Obligation Bonds, Series 2013, dated April 15, 2013,
in the principal amount of $1,470,000 maturing on August 15 in the years 2032 through
and including 2034 and 2037, as further described below (collectively, the "Defeased
Obligations")
Current
Maturity
Principal
Principal
Principal Amount
New
New CUSIP*
CUSIP
Date
Amount
Amount Being
Outstanding After
Interest
CUSIP*
Non-Defeased
Number*
(August 15)
Outstanding
Defeased
Defeasance
Rate
Defeased
Portion
Portion
373028Q51
2032
$495,000
$185,000
$310,000
3.150%
373028_
373028_
373028Q69
2033
510,000
510,000
3.250
N/A
N/A
373028Q77
2034
185,000
185,000
3.250
N/A
N/A
3730281126
2037
590,000
590,000
3.375
N/A
N/A
* 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.
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.
First Class/Ruistere&Certi/ied Mai! By Overnieht or Courier B1, Nan
The Bank of New York Mellon The Bank of New York Mellon The Bank of New York Mellon
Global Corporate Trust Global Corporate Trust Global Corporate Trust
P.O. Box 396 111 Sanders Creek Parkway Corporate Trust Window
East Syracuse, New York 13057 East Syracuse, New York 13057 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
A-1
Georgetown I Defeasance & Redemption 2023 1 Resolution
NOTICE OF DEFEASANCE AND PARTIAL REDEMPTION
NOTICE IS HEREBY GIVEN that the City of Georgetown, Texas (the "City") has called for
redemption on . 2024 (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:
City of Georgetown, Texas Combination Tax and Revenue Certificates of Obligation,
Series 2014, dated April 15, 2014, in the principal amount of $925,000 maturing on August
15 in the years 2027 through and including 2034, as further described below (collectively,
the "Defeased Obligations")
Current
CUSIP
Number*
Maturity
Date
(August 15)
Principal
Amount
Outstanding
Principal
Amount Being
Defeased
Principal Amount
Outstanding After
Defeasance
Interest
Rate
New
CUSIP*
Defeased
Portion
New CUSIP*
Non-Defeased
Portion
3730283L1
2027
$125,000
$100,000
$25,000
3.000%
373028_
373028_
3730283M9
2028
130,000
100,000
30,000
3.125
373028_
373028_
3730283N7
2029
140,000
110,000
30,000
3.250
373028_
373028_
3730283P2
2030
145,000
115,000
30,000
3.375
373028_
373028_
3730283QO
2031
145,000
115,000
30,000
3.375
373028_
373028_
3730283118
2032
155,000
120,000
35,000
3.500
373028_
373028_
3730283S6
2033
165,000
130,000
35,000
3.625
373028_
373028_
3730283T4
2034
170,000
135,000
35,000
3.625
373028_
373028_
* 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.
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.
First Clacs/Reelstered/Cerlifred Mail By Overnight or Courier By Hand
The Bank of New York Mellon The Bank of New York Mellon The Bank of New York Mellon
Global Corporate Trust Global Corporate Trust Global Corporate Trust
P.O. Box 396 111 Sanders Creek Parkway Corporate Trust Window
East Syracuse, New York 13057 East Syracuse, New York 13057 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
A-2
Georgetown I Defeasance & Redemption 2023 1 Resolution