HomeMy WebLinkAbout2024-08-12 24-251 OrderCITY COUNCIL ACTION
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24-251
AUGUST 12,2024
authorization and approval of the general obligation bonds to be issued for the William S. Cohan,
James F. Doughty, and Bangor High School Air Quality and Curtain Wall Projects are and shall be
excepted from the referendum approval requirements of Article VIII, Section 19(a)(1) of the City
Charter.
THAT the estimated weighted period of utility for the property constituting the Projects to be
financed with the proceeds of the bonds and notes is hereby determined to be the period of time
indicated above for said Projects.
THAT the bonds and notes shall be executed in the name of 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, is authorized, in the
name of and on behalf of the City, to establish, determine and approve the time of the sale,
award and settlement of the bonds and notes, which may be issued at one time or from time-to-
time, through a public offering or a private sale (on a competitive or negotiated basis or a
combination thereofi�, through the Maine Municipal Bond Bank (the ��Bond Bank") general
resolution or SRF borrowing programs or with and to another qualified purchaser, or a
combination thereof, and such bonds and notes may be issued in serial form or as term debt, or
some combination thereof, such establishment, determination and approval to be made in his
sole discretion, all in such manner as the Finance Director deems appropriate and in the best
interest of the City, and to be conclusively evidenced by his execution thereof.
THAT the Finance Director, with the approval of the Finance Committee, is authorized, in the
name of and on behalf of the City, to establish, determine and approve the form, date, maturities
(not to exceed the maximum term permitted by law), denominations, interest rates, payment
dates, provisions for redemption prior to the stated maturity date, with or without a premium, as
provided in Title 30-A, §5772(6) of the Maine Revised Statutes, as amended, and all other details
of the bonds and notes, such establishment, determination and approval to be conclusively
evidenced by his execution thereof.
THAT in each of the years during which any of the bonds 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
in such years.
THAT the Finance Director is authorized, in the name of and on behalf of the City, to do or cause
to be done all such acts and things, including to approve, execute and deliver all contracts,
agreements, loan agreements (including but not limited to one or more loan agreements between
the City and the Bond Bank, with such usual and customary terms and provisions, not contrary
to the general tenor hereof, as the Bond Bank may require), investment agreements, bond
purchase agreements, continuing disclosure agreements, tax compliance agreements, official
statements or other offering documents, instruments, a Letter of Representation or other
agreement required to allow the bonds or notes to be issued through the Depository Trust
Company Book-Entry Only System, and such other documents and closing certificates, as may be
necessary or desirable in order to accomplish the issuance of the bonds and notes and the
24-251
AUGUST 12,2024
investment of the proceeds thereof (the�� Bond Documents'�, which Bond Documents may 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 of sovereign or governmental immunity is hereby authorized, confirmed
and approved, and such other details as he shall establish, determine and approve, such
establishment, determination and approval to be conclusively evidenced by his execution thereof.
THAT if the bonds or notes (or any portion thereof)are issued on a tax-exempt basis, the Finance
Director is authorized, 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 notes shall be used directly or indirectly,
in such a manner as would cause such bonds or 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 the Finance Director is authorized, in the name of and on behalf of the City:
• To covenant and agree (i) that no part of the proceeds of the bonds or notes, or the
Projects, shall be used directly or indirectly in any manner that would cause the bonds or
notes to be ��private activity bonds" or `�arbitrage bonds" within the meaning of Sections
141 or 148 of the Internal Revenue Code of 1986, as amended (the��Code"), and (ii) that
the City will take all such action as may be necessary to ensure that interest on the bonds
or 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 notes to be subject to federal
income taxation; and
• To designate such bonds or notes as qualified tax-exempt obligations for purposes of
Section 265(b)(3) of the Code, to the extent such designation is available and permissible
under said Section 265(b)(3).
THAT the Finance Director is authorized, 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 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 Projects, or any portion thereof,
includes, but is not limited to: (1) the purchase price or acquisition cost of all or any portion of
the Projects; (2) the cost to design, construct or reconstruct, renovate, improve, repair, furnish
and equip the Projects; (3) the cost of demolition, disposal, site preparation, permitting and
environmental remediation in connection with the Projects; (4) the cost of land, easements and
other real property interests, landscaping and site preparation, 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 Projects; (5)the cost of feasibility studies, surveys,environmental
studies and assessments, engineering, plans and specifications, legal and other professional
services associated with the Projects; (6) issuance costs, bond insurance, capitalized interest and
24-251
AUGUST 12,2024
other costs, fees and expenses relating to the financing transaction and issuance of the bonds
and notes, and (7) other costs of the Projects ancillary or related to the foregoing costs.
THAT the proceeds of the bonds and notes (including premium, if any, and any investment
earnings thereon), are appropriated for the following purposes, to be selected by the Finance
Director:
1. To the cost of the Projects;
2. In accordance with applicable terms and provisions of the Arbitrage and Use of
Proceeds Certificate delivered in connection with the sale of the bonds or notes
including, to the extent permitted thereunder, to the City's General Fund;
3. To pay debt service on the bonds or notes.
THAT if the actual cost of any Project differs from the estimated cost, whether due to completion,
delay or abandonment of such Project, or for any other reason,the Finance Director is authorized,
in his sole discretion, to reallocate proceeds of the bonds or notes to any other Project or 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 if the Finance Director, Chair of the City Council, or Clerk are for any reason unavailable to
approve and execute the bonds or notes or any related Bond Document, the person or persons
then acting in any such capacity, whether on an interim or acting or temporary basis, as an
assistant, a deputy, or otherwise, is authorized to act for such official, in the name of and on
behalf of the City, with the same force and effect as if such official had himself or herself
performed such act.
THAT if the Finance Director, Chair of the City Council, or Clerk who have signed or sealed the
bonds or notes shall cease to be such officers or officials before the bonds or notes so signed and
sealed shall have been actually authenticated or delivered by the City, such bonds or 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 notes had not ceased to be such
officer or official; and also any such bonds or notes may be signed and sealed in the name of and
on behalf of the City by those persons who, at the actual date of the execution of such bonds or
notes, shall be the proper officers and officials of the City, although at the nominal date of such
bonds or notes any such person shall not have been such officer or official.
THAT while any of the bonds remain outstanding, the Finance Director is authorized, in the name
of 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 determine the date,
form, interest rate, maturities (not to exceed the maximum term permitted by law), and all other
details of such refunding bonds, which may be made callable, with or without premium, prior to
their stated date(s) of maturity, and to determine the form and manner of their sale and award,
which refunding bonds shall be signed in like manner as the bonds.
24-251
AUGUST 12,2024
THAT if, following issuance of some but less than all of the bonds authorized hereby, the Finance
Director determines, in his sole discretion, that the remaining authorized but unissued bonds will
not be issued in furtherance of the Projects, then the Finance Director is authorized, in the name
of and on behalf of the City, to note on the financial books and records of the City, in the form
and manner as he shall determine to be appropriate, that such authorized but unissued bonds
will not be issued, following which notation the remaining unissued bonds shall not thereafter be
issued and the authority established pursuant to this Order to issue such remaining unissued
bonds shall be extinguished and of no further force and effect.
THAT the City may pay certain costs of the Projects prior to the issuance of the bonds and
notes authorized hereby (referred to as��original expenditures"); to that end, the City hereby
declares its official intent to reimburse itself for such original expenditures from the proceeds of
such bonds and notes, and this Order shall constitute the City's declaration of official intent
pursuant to Treasury Regulation §1.150-2.
IN CITY COUNCIL
AUGUST 12, 2024
COrd 24-251
First Reading
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CITY CLERK
IN CITY COUNCIL
AUGUST 26, 2024
COrd 24-251
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
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CITY CLERK