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Home My WebLink About2025-08-11 25-251 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: 25-251 08/11/2025 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 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/her 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/her 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/her execution thereof. THAT in each year during which any of the bonds remain 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 principal of and interest on said bonds that is due and payable in such year. 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 as may be necessary or advisable in order to accomplish the issuance of the bonds and notes and the investment of the proceeds thereof, 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), 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 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/her execution thereof. 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 Project, 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; • To designate such bonds or notes as qualified tax-exempt obligations for purposes of Section 265(b)(3) of the Code, to the e�ent such designation is available and permissible under said Section 265(b)(3); and • 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 25-251 08/11/2025 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 purchase price or acquisition cost of all or any portion of the Project; (2) the cost to design, construct or reconstruct, renovate, improve, repair, furnish and equip the Project; (3) the cost of demolition, disposal, site preparation, permitting and environmental remediation in connection with the Project; (4) the cost of land, easements and other real property interests, landscaping and site preparation, all appurtenances and other fi�ures, facilities, buildings and structures either on, above, or under the ground which are used or usable in connection with the Project; (5) the cost of feasibility studies, surveys, environmental studies and assessments, engineering, plans and specifications, legal and other professional services associated with the Project; (6) issuance costs, including premiums for insurance, capitalized interest and other fees and expenses relating to the financing transaction and issuance of the bonds and notes, and (7) other costs of the Project ancillary or related to the foregoing costs. THAT the proceeds of the bonds and notes (including premium and investment earnings thereon, if any), are appropriated for the following purposes, to be selected by the Finance Director, in his/her sole discretion: 1. To the cost of the Project; 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 e,xtent permitted thereunder, to the City's General Fund; 3. To pay debt service on the bonds or notes. THAT if the actual cost of the 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/her sole discretion,to reallocate proceeds of the bonds or notes 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. 25-251 08/11/2025 THAT if, following issuance of some but less than all of the bonds authorized hereby, the Finance Director determines, in his/her sole discretion, that the remaining authorized but unissued bonds will not be issued in furtherance of the Project, 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/she 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 e,xtinguished and of no further force and effect. THAT the City may pay certain costs of the Project 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. THAT the question of issuing the bonds and notes authorized by the foregoing votes be submitted to the voters of the City of Bangor at a referendum election at a time to be designated by the City Council, and that the foregoing votes authorizing the issuance of such bonds and notes shall not be effective unless and until approved by the voters in such referendum election, and if not so approved, th IN CITY COUNCIL AUGUST 11, 2025 CO 25-251 Motion made and seconded for First Reading Motion Doubted Vote: 4 —4 Councilors Voting Yes: Deane, Fish, Leonard, Pelletier Councilors Voting No: Beck, Fournier, Mallar, Tremble Motion Failed ��:,w�,��° '" .�� °,„�,��"��,°��*°.�� CITY CLERK