HomeMy WebLinkAbout2022-02-28 22-109 OrderCITY COUNCIL ACTION
Council Meeting Date:
Item No:
Responsible Dept:
Requested Action:
Summary
Committee Action
Meeting Date:
For: Against:
City Manager City Solicitor Finance Director
Map/Lot:
Introduced for:
Order
Committee:
Action:
Staff Comments & Approvals
Date:
Item No:
Assigned to Councilor:
22-109 02/28/2022
BE IT FURTHER ORDERED. -
THAT the City Council finds, determines and declares with respect to the Project that an emergency
exists within the meaning of Article VIII, Section 19(b)(vi) of the Charter as follows:
• Vine Street Schooll was constructed in 1954 and the industry standard usefull Ilife, of stream piping.
is 40-50 years;
• used on a report of Oak Point Associates and Carpenter Associates presented to the City Council,
the piping has far surpassed the recommended useful life and is showing signs of corrosion, Ileaks,
and is causing further damage to the other utility trench piping and conduits;;
These ciircumstances create an unacceptable risk to the health and safety of the residents of the
City andl the users of Vine Street School,
There its therefore a substantial public exigency to speedily acquire, install, replace and improve
the Vine Street School heating system in order to meet the needs of the residents of the City and
the users of Vine Street School,
Because there was and is an urgent and unavoidable need; for the Project to commence, proceed
and be completed in an expeditious manner, the City Council funds, determ,iines ands declares that
the above circumstances constitute emergency circumstances under Article VIII, Section I,9(b)(vil)
of the City Charter, and that the authorization and approval of the general) obligation bonds to be
issued for the Project are and shall be excepted from the referendum approval requirements of
Article VIII, Section 19(a)(1) of the City Charter.
THAT in each of the years during which any of the bonds authorized hereby are outstanding, there
shall be levied a tax in an amount that, with other revenues, if any, available for such purpose, shall be
sufficient to pay the interest on said bonds, payable in such years, and the principal of such bonds maturing or
redeemed in such years.
THAT pursuant to 30 A M.R.S.A. §5772, Section 15 of Article VIII of the City Charter and any other
authority thereto enabling, the Finance Director, with the approval of the Finance Committee, is hereby
authorized and empowered, in the name of and on behalf of the City, to issue temporary notes of the City in
anticipation of the bonds authorized hereby.
THAT the bonds and temporary notes authorized hereby shall be signed, in the name and on behalf of
the City, by the Finance Director, countersigned by the Chair of the City Council, sealed with the seal of the
City, attested by its Clerk.
THAT the Finance Director, with the approval of the Finance Committee, be and hereby is authorized
and empowered, in the name of and on behalf of the City, to establish, determine and approve the date(s),
maturity(ies) (not to exceed the maximum term permitted by law), denomination (s), interest rate(s), place(s)
of payment, and other details of the bonds and temporary notes authorized hereby, including the timing and
provision for their sale and award, and to provide that any of such bonds may be made subject to call for
redemption, with or without a premium, before the maturity date(s) of such bonds, as provided in 30 A
M.R.S.A. §5772(6), as amended.
THAT the Finance Director be and hereby is authorized and empowered, in the name of and on behalf
of the City, to execute and deliver all such contracts, agreements, investment agreements, tax compliance
agreements or arbitrage certificates, certificates, instruments and other documents as may be necessary or
advisable, with the advice of counsel for the City, in connection with the financing of the Project and the sale,
22-109 02/28/2022
execution, issuance, and delivery by the City of the bonds and temporary notes authorized hereby, and the
investment of the proceeds thereof (the "Bond Documents"), which Bond Documents shall be in such form and
contain such terms and provisions including, without limitation, the waiving of the City's sovereign or
governmental immunity with respect to the enforceability of any of the forgoing, which waiver is hereby
authorized, confirmed and approved, and such other details as she shall approve, her approval to be
conclusively evidenced by her execution thereof.
THAT the Finance Director be and hereby is authorized and empowered, in the name of and on behalf
of the City, to select the underwriter, registrar, paying agent and transfer agent, municipal or financial advisor,
and bond counsel for the bonds or temporary notes authorized hereby and to execute and deliver any
contracts or agreements as may be necessary or appropriate in connection therewith.
THAT the Finance Director be and hereby is authorized and empowered, in the name of and on behalf
of the City, to prepare, or cause to be prepared, a Preliminary Official Statement and an Official Statement for
use in the offering and sale of the bonds or temporary notes authorized hereby, such Preliminary Official
Statement and Official Statement to be in such form and contain such information as may be approved by the
Finance Director, and that the use and distribution of the Preliminary Official Statement and the Official
Statement in the name of and on behalf of the City in connection with any offering of the bonds or temporary
notes for sale be and hereby is approved.
THAT the bonds authorized hereby shall be transferable only on the registration books of the City kept
by the transfer agent, and said principal amount of the bonds of the same maturity (but not of other
maturity), upon surrender thereof at the principal office of the transfer agent, with a written instrument of
transfer satisfactory to the transfer agent duly executed by the registered owner or his or her attorney duly
authorized in writing.
THAT the Finance Director and Chair of the City Council from time to time, in the name and on behalf
of the City, shall execute such bonds as may be required to provide for exchanges or transfers of bonds as
heretofore authorized, and in case any officer of the City whose signature appears on any bond or note shall
cease to be such officer before the delivery of said bond or note, such signature shall nevertheless be valid
and sufficient for all purposes, the same as if such officer had remained in office until delivery thereof.
THAT upon each exchange or transfer of the bonds authorized hereby, the City and transfer agent may
make a charge sufficient to cover any tax, fee, or other governmental charge required to be paid with respect
to such transfer or exchange, and subsequent to the first exchange or transfer, the cost of which shall be
borne by the City, the cost of preparing new bonds upon exchanges or transfers thereof shall be paid by the
person requesting the same.
THAT in lieu of physical certificates of the bonds and temporary notes authorized hereby, the Finance
Director be and hereby is authorized and empowered, in the name of and on behalf of the City, to undertake
all acts necessary to provide for the issuance and transfer of such bonds and temporary notes in book -entry
form pursuant to the Depository Trust Company Book -Entry Only System, as an alternative to the provisions of
the foregoing paragraphs regarding physical transfer of bonds, and to enter into a Letter of Representation or
any other contract, agreement or understanding necessary or, in her opinion, appropriate in order to qualify
the bonds and temporary notes for and participate in the Depository Trust Company Book -Entry Only System.
THAT the bonds and temporary notes authorized hereby may be issued an either a taxable or a tax-
exempt basis, or a combination thereof, as determined by the Finance Director, with the approval of the
Finance Committee.
22-109 02/28/2022
THAT, if the bonds and temporary notes authorized hereby, or any part of them, are issued on a tax
exempt basis, the Finance Director be and hereby is authorized and empowered, in the name of and on behalf
of the City, to covenant and certify that no part of the proceeds of the issue and sale of the bonds or
temporary notes authorized to be issued hereunder and no part of the Project shall be used directly or
indirectly in any manner that would cause such bonds or temporary notes to be "private activity bonds" or
"arbitrage bonds" within the meaning of Sections 141 and 148 of the Internal Revenue Code of 1986, as
amended (the "Code').
THAT, if the bonds and temporary notes authorized hereby, or any part of them, are issued on a tax
exempt basis, the Finance Director be and hereby authorized and empowered, in the name of and on behalf of
the City, to covenant and agree, for the benefit of the holders of such bonds or temporary notes, that the City
will file any required reports and take any other action that may be necessary to ensure that interest on the
bonds or temporary notes will remain exempt from federal income taxation and that the City will refrain from
any action that would cause interest on the bonds or temporary notes to be subject to federal income
taxation.
THAT, if the bonds and temporary notes authorized hereby, or any part of them, are issued on a tax
exempt basis, the Finance Director be and hereby is authorized and empowered, in the name of and on behalf
of the City, to take all such action as may be necessary to designate the bonds or temporary notes as qualified
tax-exempt obligations for purposes of Section 265(b) of the Code, it being the City Council's intention that, to
the extent permitted under the Code, the bonds or temporary notes be Section 265(b) designated and that the
Finance Director, with the advice of bond counsel, make the required Section 265(b) election with respect to
such bonds or temporary notes to the extent that the election may be available and advisable as determined
by the Finance Director.
THAT the Finance Director be and hereby is authorized and empowered, in the name of and on behalf
of the City, to covenant, certify, and agree, for the benefit of the holders of such bonds or temporary notes,
that the City will file any required reports, make any annual financial or material event disclosure, and take any
other action that may be necessary to ensure that the disclosure requirements imposed by Rule 15c2-12 of the
Securities and Exchange Commission, if applicable, are met.
THAT the term "cost" or "costs" as used herein and applied to the Project, or any portion thereof,
includes, but is not limited to: (1) the cost to design, construct, renovate, refurbish, improve, acquire, replace,
furnish and equip the Project; (2) the cost of land, easements and other real property interests, landscaping
and site preparation, utility extensions, all appurtenances and other fixtures, facilities, buildings and structures
either on, above, or under the ground which are used or usable in connection with the Project; (3) the cost of
feasibility studies, surveys, environmental studies and assessments, engineering, plans and specifications, legal
and other professional services associated with the Project; (4) issuance costs, including premiums for
insurance, capitalized interest and other financing charges, fees and expenses relating to the financing
transaction.
THAT the investment earnings on the proceeds of the bonds and temporary notes authorized hereby, if
any, and the excess sale proceeds of such bonds and temporary notes (including premium), if any, be and
hereby are appropriated for the following purposes:
To any costs of the Project in excess of the principal amount of the bonds or temporary notes
authorized hereby;
22-109 02/28/2022
If the bonds or temporary notes are issued on a tax exempt basis, in accordance with applicable terms
and provisions of the Arbitrage and Use of Proceeds Certificate delivered in connection with the sale of such
bonds or temporary notes including, to the extent permitted thereunder, to the City's General Fund;
To pay debt service on such bonds.
THAT if the actual cost of the Project differs from the estimated cost set forth herein, whether due to
completion, delay or abandonment of the Project or for any other reason, the Finance Director is authorized
and empowered, in her discretion and in the name and on behalf of the City, to reallocate proceeds of the
bonds to any other project or improvement that the City Council has approved or may in the future approve as
part of the City's annual capital improvement plan.
THAT the Finance Director, Chair of the City Council, Clerk, and other proper officials of the City be,
and hereby are, authorized and empowered in the name of and on behalf of the City to do or cause to be
done all such acts and things as may be necessary or advisable, with the advice of counsel for the City, in
order to effect the sale, issuance, execution, and delivery by the City of the bonds and temporary notes
authorized hereby.
THAT if the Finance Director, Chair of the City Council, or Clerk are for any reason unavailable to
approve and execute the bonds or temporary notes authorized hereby, or any related Bond Documents, the
person or persons then acting in such capacity, whether as an assistant, a deputy, on an interim basis or
otherwise, is authorized to act for such official, and to approve and execute such bonds or temporary notes, or
any related financing documents, with the same force and effect as if such official had himself or herself
performed such act.
THAT if any of the officers or officials of the City who have signed or sealed the bonds or temporary
notes authorized hereby shall cease to be such officers or officials before such bonds or temporary notes so
signed and sealed shall have been actually authenticated or delivered by the City, such bonds and temporary
notes nevertheless may be authenticated, issued, and delivered with the same force and effect as though the
person or persons who signed or sealed such bonds or temporary notes had not ceased to be such officer or
official; and also any such bonds or temporary notes may be signed and sealed on behalf of the City by those
persons who, at the actual date of the execution of such bonds or temporary notes, shall be the proper
officers and officials of the City, although at the nominal date of such bonds or temporary notes, any such
person shall not have been such officer or official.
THAT the bonds authorized hereby may be consolidated with and issued at the same time as any other
issue of bonds authorized by the City Council, and the bonds authorized hereby may be divided into multiple
series and issued in separate plans of financing, with the approval of the Finance Committee
THAT during the term any of the bonds are outstanding, the Finance Director be and hereby is
authorized and empowered, in the name and on behalf of the City, to issue and deliver refunding bonds on
either a current or advance refunding basis, to refund some or all of the bonds then outstanding, and to
establish, determine and approve, in the name and on behalf of the City, the date(s), maturity(ies) (not to
exceed 30 years from the date of issuance of the original bonds), and all other details of such refunding bonds
including the form and manner of their sale and award, and to provide that any of such refunding bonds may
be made subject to call for redemption, with or without a premium, before the prior to their stated date(s) of
maturity, as provided in 30 A M.R.S.A. §5772(6), as amended, and that each such refunding bond shall be
signed by the Finance Director, countersigned by the Chair of the City Council, sealed with the seal of the City,
attested by its Clerk.
22-109 02/28/2022
THAT the City Council hereby declares its official intent pursuant to Section 1.150-2(e) of the Income
Tax Regulations that the City reasonably expects to use the proceeds of the bonds or temporary notes
authorized hereby and issued on a tax-exempt basis to reimburse certain original expenditures paid by the City
within 60 days prior to adoption of these resolutions or that are to be paid after adoption of this Order, which
original expenditures have been or will be incurred in connection with the Project, and that the City Council
reasonably expects that the maximum principal amount of tax-exempt obligations to be issued by the City to
finance the Project and related legal expenses will not exceed $2,569,000; and that this declaration of official
intent shall be kept in the permanent records of the City and shall be reasonably available for public
inspection.
IN CITY COUNCIL
FEBRUARY 28, 2022
CO 22-109
Motion made and seconded for First Reading
Vote: 8 — 0
Councilors Voting Yes: Davitt, Hawes, Okafor, Schaefer, Sprague, Tremble, Yacoubagha, Fournier
Councilors Voting No: None
Passed
CITY CLERK
IN CITY COUNCIL
MARCH 14, 2022
CO 22-109
Motion made and seconded to Open Public Hearing
Public Hearing Opened
Motion made and seconded to Close Public Hearing
Public Hearing Closed
Motion made and seconded for Passage
Passed
CITY CLERK