Procedure to Complete Action on Water Revenue Capital Loan Notes_Drinking Water $10.198M Copyrighted
June 19, 2017
City of Dubuque Action Items # 3.
ITEM TITLE: Procedure to Complete Action on Water Revenue Capital
Loan Notes - (State Revolving Loan Fund Program)
SUMMARY: City Manager recommending approval of the suggested
proceedings to complete action required on the
$10,198,000 Water Utility Revenue Capital Loan Notes
from the State of Iowa Revolving Fund Loan Iowa Drinking
Water Facilities Financing Program.
RESOLUTION Series Resolution Authorizing and providing
for the issuance and securing the payment of$10,198,000
Water Revenue Capital Loan Notes, Series 2017 by the
City of Dubuque, Iowa under the provisions of Chapter 384
of the Code of Iowa, providing for a method of payment
thereof, approving Loan and Disbursement Agreement, and
other related matters
SUGGESTED DISPOSITION: Suggested Disposition: Receive and File; Adopt
Resolution(s)
ATTACHMENTS:
Description Type
Procedure to Complete Action on Issuance of
$10,198,000 Water Utility Revenue Capital Loan Notes- City Manager Memo
MVM Memo
Staff Memo Staff Memo
Ahlers & Conney, P.C. Letter Supporting Documentation
Drinking Water Program Loan Terms Supporting Documentation
Resolution Supporting Documentation
THE CITY OF Dubuque
fta B E I 11p y
Masterpiece 012 the Mississippi 2007.2012«2013
TO: The Honorable Mayor and City Council Members
FROM: Michael C. Van Milligen, City Manager
SUBJECT: Procedure to Complete Action on Issuance of$10,198,000 Water Utility
Revenue Capital Loan Notes, Series 2017 (Iowa Drinking Water Facilities
Financing Program) (CIWAM/ater Main Extension)
DATE: June 12, 2017
Finance Director Jean Nachtman recommends City Council approval of the suggested
proceedings to complete action required on the $10,198,000 Water Utility Revenue
Capital Loan Notes from the State of Iowa Revolving Fund Loan Iowa Drinking Water
Facilities Financing Program.
The loan funds will be used for the purpose of paying costs of acquisition, construction,
reconstruction, extending, remodeling, improving, repairing and equipping all or part of
the Municipal Water Utility, including those costs associated with the Westside water
system purchase from the Central Iowa Water Association (CIWA) and construction
project.
I concur with the recommendation and respectfully request Mayor and City Council
approval.
Mic ael C. Van Milligen
MCVM:jh
Attachment
cc: Crenna Brumwell, City Attorney
Teri Goodmann, Assistant City Manager
Jean Nachtman, Finance Director
THE CITY OF Dubuque
UBgkE 111-America III
I.
Masterpiece on the Mississippi 2007.2012.2013
TO: Michael C. Van Milligen, City Manager
FROM: Jean Nachtman, Finance Director
SUBJECT: Procedure to Complete Action on Issuance of$10,198,000 Water Utility Revenue
Capital Loan Notes, Series 2017 (Iowa Drinking Water Facilities Financing Program)
(CIWA/Water Main Extension)
DATE: June 13, 2017
The purpose of this memorandum is to summarize suggested proceedings to complete action
required on the$10,198,000 Water Utility Revenue Capital Loan Notes from the State of Iowa
Revolving Fund Loan Iowa Drinking Water Facilities Financing Program. If approved by Council, this
loan is set to close Tuesday, June 19. The public hearing on the issuance reflected a not to exceed
$10,200,000 amount. The State Revolving Capital Loan Notes will carry an annual 1.75% interest
rate for 20 years, with an annual servicing fee of 0.25%. There is also a onetime upfront loan
origination fee of 0.5%
The loan funds will be used for the purpose of paying costs of acquisition, construction,
reconstruction, extending, remodeling, improving, repairing and equipping all or part of the
Municipal Water Utility, including those costs associated with the Westside water system
purchase and construction project.
The resolution approves and authorizes a form of Loan and Disbursement Agreement by and
between the City of Dubuque and the Iowa Finance Authority, and authorizes and provides for
the issuance and secures the payment of$10,198,000 Water Utility Revenue Capital Loan
Notes. This is the final City Council action required on the Sewer Utility Revenue Capital Loan
Notes. A letter from attorney Kristine Billingsley Cooper detailing information on the loan is
enclosed.
Attachments
cc: Crenna Brumwell, City Attorney
Teri Goodmann, Assistant City Manager
Jenny Larson, Budget Director
Ahlers &Cooney, P.C.
Attorneys at Law
AHLERS COONEY
100 Court Avenue, Suite 600
ATTORNEYS Des Moines, Iowa 50309-2231
Phone: 515-243-7611
Fax: 515-243-2149
www.ahlerslaw.com
Kristin B. Cooper
515.246.0330
kcooper@ahlerslaw.com
June 8, 2017
VIA EMAIL
Ms. Jenny Larson
Budget Director
City of Dubuque
50 West 13th Street
Dubuque, Iowa 52001
RE: Dubuque, Iowa- $10,198,000 Water Revenue Capital Loan Notes, Series
2017 (Iowa Drinking Water Facilities Financing Program) (CIWA/Water
Main Extension)
Dear Jenny:
With this letter I am enclosing a resolution approving and authorizing the form of Loan
and Disbursement Agreement and authorizing the issuance of the above Note to the Iowa
Finance Authority (the "Authority"). The resolution also incorporates by reference the form of
the Tax Exemption Certificate and Loan and Disbursement Agreement, copies of which are
enclosed for filing in your office. The Tax Exemption Certificate sets out in detail a number of
facts, promises and obligations which must be met and agreed to by the City in order to maintain
this Note as tax exempt. The Loan and Disbursement Agreement also sets forth a number of
covenants and agreements on the part of the City with respect to the repayment of the Loan.
I am also enclosing the final closing certificates. The Transcript Certificate can be
completed and dated as soon as final action has been taken. The Delivery Certificate and the Tax
Exemption Certificate should be executed but left undated (you will need to complete the
financial data for the City in the Delivery Certificate on page 2). Similarly, all copies of the
Loan and Disbursement Agreement should be signed and sealed but left undated. The dates will
be added pursuant to authorization from the City at the time of final closing and delivery of the
Note to the Authority. Please return these certificates and all copies of the Agreement to me for
holding and review before the closing arrangements are made.
An original form of Note R-1 is enclosed as well. The Note should be manually signed
by the Mayor and City Clerk on the lines indicated on page 3, the seal of the City should be
impressed as indicated and the Treasurer should manually execute as the Registrar where
indicated. The date of authentication and date of delivery are not known at this time and should
WISHARD & BAILY - 1888; GUERNSEY & BAILY - 1893; BAILY & STIPP - 1901; STIPP, PERRY, BANNISTER & STARZINGER - 1914; BANNISTER, CARPENTER.
AHLERS & COONEY - 1950: AHLERS, COONEY, DORWEILER, ALLBEE, HAYNIE & SMITH - 1974; AHLERS, COONEY, DORWEILER, HAYNIE, SMITH & ALLBEE, P.C. - 1990
June 8, 2017
Page 2
be left blank; both dates will be inserted as of the actual closing date of the Loan. The completed
Note also should be returned to us for holding prior to closing. A highlighted copy of the Note is
enclosed to illustrate the various spaces where a signature or seal is needed.
The Tax Exemption Certificate is an important document and contains important
information concerning the calculated yield on the Notes and a number of covenants and
obligations on the part of the City. This certificate should be retained as a part of your
permanent records. I will not attempt to summarize all of the matters which are included in this
certificate but I do want to point out some important ones.
Tax exemption is based in part upon the fact that the use of the facilities to be acquired by
the City with the proceeds of the Loan will be for the benefit of the public and will not be used in
the private trade or business of any business or non-tax-exempt entity. The properties acquired
with the proceeds must not be sold or diverted to any private or nonpublic use unless the
significance of that action is reviewed by bond counsel.
We understand that the proceeds of the loan will be used for the purpose of paying costs
of construction of certain improvements and extensions to the Municipal Water Utility of the
City. All of the financed facilities are expected to be owned by the City and used by the public
generally, including commercial and industrial users. We understand that there are no
contractual arrangements or agreements of any sort between the City and any commercial or
industrial user of the municipal utility with respect to rates or use of any part of the Utility. We
recognize that larger customers of the Utility may be subject to charges or rates that are different
from the current residential charges, depending on the volume of the water they purchase.
However, any such charges must be imposed by virtue of City ordinances and apply to all
entities meeting the standards set forth therein. No other charges or payments should be imposed
or paid to the City by any commercial or industrial user for water services or Project-related
construction and acquisition activities beyond those mandated by ordinance for certain classes of
users. These understandings are reflected in the Tax Exemption Certificate, so please let me
know immediately if our understandings are not correct in any respect.
In addition, the Tax Exemption Certificate sets forth the best knowledge and belief which
the City has as of today concerning the timely expenditure of the proceeds as the City reasonably
expects expenditures to occur. If for any reason the City finds it will be prevented from
expending the proceeds fully within three years, that matter should be referred to us.
This Note is issued under the expectation that the City will be exempt from the
requirement to rebate arbitrage earnings to the United States Government since you intend to
spend the proceeds of the Note for construction purposes within two (2) years of issuance and
meet the other requirements of the two-year expenditure exemption from the rebate regulations.
There are a number of other general promises and commitments by the City to take or
refrain from action, which are necessary to maintain the tax exemption of this Note. You should
recognize that these promises and commitments are required of the City on an ongoing basis and
that the possibility of some additional future action does exist.
June 8, 2017
Page 3
Also enclosed is IRS Form 8038-G -- Information Return for Tax Exempt Governmental
Bond Issues. Please sign, do not date and return to our office for completion. We will send you
a completed copy for your file at closing.
Extra copies of the proceedings are enclosed to be completed as the original and certified
back to our office.
If any questions arise, please don't hesitate to call.
Very truly yours,
Ahlers & Cooney, P.C.
`
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Kri tin Billingsley Cooper
FOR THE FIRM
KBC:seb
Enclosures
cc: Alexis Steger, Senior Budget Analyst, City of Dubuque
Jean Nachtman, Finance Director, City of Dubuque
Tami Lansing, Assistant Finance Director, City of Dubuque
Kevin Firnstahl, City Clerk, City of Dubuque
Ella Lahey, Confidential Account Clerk, City of Dubuque
Tionna Pooler, Independent Public Advisors, LLC
01370390-1\10422-182
DRINKING WATER PROGRAM LOAN TERMS
• Principal amount authorized........... Determined in accordance with City's application.
• Interest rate..................................... Currently 1.75%
• Interest payment dates.................... Typically June 1 and December 1 of each year, unless
outstanding parity bonds require otherwise.
• Principal repayment dates .............. Typically June 1 of each year, commencing not later than
one year after the completion of the project being funded
with the DWSRF loan.
• Term of loan ................................... Typically twenty or thirty years from date of completion
of project.
• Optional redemption....................... Principal of the loan may be called for redemption and
paid before maturity on any date following receipt of
written consent by the Iowa Finance Authority, from any
funds regardless of source, in whole or from time to time
in part, by giving thirty days' notice of redemption by
certified or registered mail. The terms of redemption
shall be par, plus accrued interest to date of call. The
loan also is subject to optional redemption in the event all
or substantially all of the Project is damaged or
destroyed, at a price of par plus accrued interest.
• Initiation fee ................................... 0.50% of the principal amount borrowed, which may be
deducted from the loan proceeds at the time of closing.
• Annual servicing fee....................... 0.25% of the outstanding principal balance, payable each
year at the time principal is paid.
• Rate covenant................................. Water utility charges must be established at a level which
produces and maintains net revenues at a level not less
than 110% of principal and interest falling due in the
same year.
• Other covenants.............................. No reserve fund or improvement fund is required for the
DWSRF loan. DWSRF loan may be subordinate to
outstanding sewer revenue obligations with consent of
Iowa Finance Authority.
• Disbursement schedule................... Loan proceeds are disbursed following the receipt by the
Iowa Finance Authority of a completed disbursement
request form.
• Source of loan funds....................... Iowa Finance Authority Drinking Water Program
("DWSRF Program Bonds") Revenue Bonds
• DWSRF Program Trustee............... Wells Fargo Bank, National Association
(contact person: Chitra Patel)
(telephone: 312/781-0727)
(e-mail: Chitra.N.Patel@wellsfargo.com)
01370378-1\10422-182
ITEMS TO INCLUDE ON AGENDA
CITY OF DUBUQUE, IOWA
$10,198,000 Water Revenue Capital Loan Notes, Series 2017
• Approve forms of Tax Exemption Certificate and Loan and Disbursement
Agreement.
• Series Resolution authorizing and providing for the issuance and securing
the payment of $10,198,000 Water Revenue Capital Loan Notes, Series
2017 by the City of Dubuque, Iowa under the provisions of Chapter 384 of
the Code of Iowa, providing for a method of payment thereof, approving
Loan and Disbursement Agreement, and other related matters
NOTICE MUST BE GIVEN PURSUANT TO IOWA CODE
CHAPTER 21 AND THE LOCAL RULES OF THE CITY.
June 19, 2017
The City Council of Dubuque, Iowa, met in regular session, in the Historic Federal
Building, 350 West 6th Street, Dubuque, Iowa, at 6:00 o'clock P.M., on the above date.
There were present Mayor Roy D. Buol, in the chair, and the following named Council
Members:
Joyce Connors, Ric Jones, Kevin Lynch, David Resnick, Jake Rios
Absent: Luis Del Toro
* * * * * * * * * *
2
Council Member Lynch moved that the forms of Tax Exemption Certificate and
Loan and Disbursement Agreement be placed on file and approved. Council Member
Connors seconded the motion and the roll being called thereon, the vote was as follows:
AYES: Connors, Rios, Buol, Jones, Resnick, Lvnch
NAYS:
Council Member Lynch introduced the following Resolution entitled "SERIES
RESOLUTION AUTHORIZING AND PROVIDING FOR THE ISSUANCE AND
SECURING THE PAYMENT OF $10,198,000 WATER REVENUE CAPITAL LOAN
NOTES, SERIES 2017, BY THE CITY OF DUBUQUE, IOWA UNDER THE
PROVISIONS OF CHAPTER 384 OF THE CODE OF IOWA, PROVIDING FOR A
METHOD OF PAYMENT THEREOF, APPROVING LOAN AND DISBURSEMENT
AGREEMENT, AND OTHER RELATED MATTERS", and moved its adoption.
Council Member Connors seconded the motion to adopt. The roll was called and the vote
was:
AYES: Connors, Rios, Buol, Jones, Resnick, Lvnch
NAYS:
Whereupon the Mayor declared the following Resolution duly adopted:
3
RESOLUTION NO. 228-17
SERIES RESOLUTION AUTHORIZING AND PROVIDING FOR THE
ISSUANCE AND SECURING THE PAYMENT OF $10,198,000 WATER
REVENUE CAPITAL LOAN NOTES, SERIES 2017 BY THE CITY OF
DUBUQUE, IOWA UNDER THE PROVISIONS OF CHAPTER 384 OF THE
CODE OF IOWA, PROVIDING FOR A METHOD OF PAYMENT THEREOF,
APPROVING LOAN AND DISBURSEMENT AGREEMENT, AND OTHER
RELATED MATTERS
WHEREAS, the City Council of the City of Dubuque, Iowa (the "City") has
heretofore established charges, rates and rentals for services which are and will continue
to be collected as system revenues of the Municipal Water Utility System, and said
revenues are available for the payment of water revenue bonds or notes, subject to the
following premises; and
WHEREAS, by Resolution No. 379-08 passed and approved on October 20, 2008
(the "Master Resolution"), the City Council heretofore has authorized the issuance of
$1,195,000 Water Revenue Capital Loan Notes, Series 2008D, for the purpose of
financing the construction of the Series 2008D Project described therein, and to pay
related costs of issuance; and
WHEREAS, Issuer proposes to issue its Water Revenue Capital Loan Notes,
Series 2017, to the extent of S10,198,000, for the purpose of defraying the costs of the
Series 2017 Projects as set forth in Section 1 of this Resolution; and, it is deemed
necessary and advisable and in the best interests of the City that a form of Loan and
Disbursement Agreement by and between the City and the Iowa Finance Authority, be
approved and authorized; and
WHEREAS, notice of the intention of the City Council to take action for the
issuance of not to exceed $10,200,000 Water Revenue Capital Loan Notes has heretofore
been duly published and no objections to such proposed action have been filed, and the
City therefore deems it desirable to enter into a Loan and Disbursement Agreement and
issue the Notes; and
WHEREAS, Section 8.3 of the Master Resolution authorizes the issuance of
additional Senior Bonds, including Senior SRF Bonds, by the City from time to time, if
all of the conditions set forth therein are satisfied; and
4
WHEREAS, the Council has determined to issue additional Senior SRF Bonds,
and has determined that, upon passage of this Series Resolution and receipt of the reports
described in Section 8.3 of the Master Resolution, all of the requirements of Article VIII
of the Master Resolution with respect to the issuance of additional Senior SRF Bonds will
have been satisfied.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE
CITY OF DUBUQUE, IN THE COUNTY OF DUBUQUE, STATE OF IOWA:
ARTICLE I
DEFINITIONS
Section 1.1. Definitions. Except as otherwise provided below in this Article I, all
words and terms defined in Article I of the Master Resolution shall have the same
meanings in this Series Resolution as such defined words and terms are given in Article I
of the Master Resolution. In addition, the following terms shall have the following
meanings in this Series Resolution unless the text expressly or by necessary implication
requires otherwise:
"Agreement" shall mean Loan and Disbursement Agreement dated as of
the Closing between the City and the Original Purchaser relating to the Loan made
to the City under the Program.
"City" or "Issuer" shall mean the City of Dubuque, Iowa.
"Closing" shall mean the date of execution of the Agreement and delivery
of the Series 2017 Notes to the Original Purchaser and the funding of the Loan by
the Trustee.
"Loan" shall mean the total principal amount allocated by the Original
Purchaser to the City under the Program, equal in amount to the aggregate
principal amount of the Series 2017 Notes.
"Master Resolution" means the City Council Resolution No. 379-08,
passed and approved on October 20, 2008, entitled "Master Resolution relating to
the issuance of Water Revenue Bonds by the City of Dubuque, Iowa under the
provisions of Chapter 384 of the Code of Iowa, authorizing and providing for the
issuance and securing the payment of $1,195,000 Water Revenue Bonds, Series
2008D, providing for a method of payment thereof, funding a Debt Service
Reserve Fund, and related matters," as the same may be amended from time to
time.
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"Original Purchaser" means the Iowa Finance Authority, as the purchaser
of the Series 2017 Notes from the City at the time of their original issuance.
"Program" shall mean the Iowa Drinking Water Works Financing
Program administered by the Original Purchaser.
"Series 2017 Notes" means the $10,198,000 Water Revenue Capital Loan
Notes, Series 2017, dated the date of delivery, authorized to be issued pursuant to
this Series Resolution.
"Series 2017 Costs of Issuance Account" means the account by that name
within the Project Fund established in Section 5.1 of the Master Resolution.
"Series 2017 Projects" shall mean the Projects being financed with the
proceeds of the Series 2017 Notes, consisting of costs of acquisition, construction,
reconstruction, extending, remodeling, improving, repairing and equipping all or
part of the Municipal Water Utility, including those costs associated with the
Westside water system purchase and construction project, as described generally
in the Agreement and more particularly in the plans and specifications on file from
time to time with the City Clerk.
"Series 2017 Projects Account" means the account by that name within
the Project Fund established in Section 5.1 of the Master Resolution.
"Series 2017 Rebate Account" means the account by that name within the
Rebate Fund established in Section 6.10 of the Master Resolution.
"Series Resolution" means this Resolution of the Council.
"Tax Exemption Certificate" means the Tax Exemption Certificate
executed by the Treasurer and delivered at the time of issuance and delivery of the
Series 2017 Notes.
"Trustee" shall mean Wells Fargo Bank, National Association, with its
principal office located in the City of Des Moines, Iowa, and its successors and
any corporation resulting from or surviving any consolidation or merger to which
it or its successors may be a party and any successor trustee under the Program.
"Yield Restricted" shall mean required to be invested at a yield that is not
materially higher than the yield on the Notes under Section 148(a) of the Internal
Revenue Code or regulations issued thereunder.
6
ARTICLE II
THE SERIES 2017 Notes
Section 2.1. Series 2017 Notes - Authorization and Purnnse Pursuant to the
provisions of the Master Resolution and in particular Section 8.3 thereof, there are hereby
authorized to be issued, negotiable, serial, fully registered Water Revenue Capital Loan
Notes, Series 2017, in the aggregate principal amount of $10,198,000, dated the date of
delivery, for the purpose of constructing the Series 2017 Projects and paying Project
Costs relating thereto, and to pay related Costs of Issuance. The Series 2017 Notes shall
be issued as Senior SRF Bonds under the terms of the Master Resolution, shall be
designated "CITY OF DUBUQUE, IOWA, WATER REVENUE CAPITAL LOAN
NOTES, SERIES 2017", and bear interest from the date hereof, until payment thereof, at
the office of the Paying Agent, said interest payable on December 1, 2017 and
semiannually thereafter on the 1st day of June and December in each year until maturity
at the rate hereinafter provided. The Council, pursuant to Sections 384.24A and 384.82
of the Code of Iowa, hereby finds and determines that it is necessary and advisable to
issue said Series 2017 Notes authorized by the Agreement and this Series Resolution.
The Series 2017 Notes and the Registrar's Certificate of Authentication shall be in
substantially the form set forth in Exhibit A attached hereto, with such variations,
omissions, substitutions and insertions as are required or permitted by this Series
Resolution.
The Series 2017 Notes shall be executed by the manual or facsimile signature of
the Mayor and attested by the manual or facsimile signature of the City Clerk of the
Council, and shall be fully registered as to both principal and interest as provided in this
Series Resolution; principal, interest and premium, if any shall be payable at the office of
the Paying Agent by mailing of a check, wire transfer or automated clearing house
system transfer to the registered owner of the Bond.
The Series 2017 Notes shall be dated the date of delivery, and bear interest at the
rate of 1.75% per annum from the date of each advancement made under the Agreement,
until payment thereof, at the office of the Paying Agent, said interest payable on
December 1, 2017, and semi-annually thereafter on the 1st day of June and December in
each year until maturity as set forth on the debt service schedules attached to the
Agreement as Exhibit A and incorporated herein by this reference. As set forth on said
debt service schedules, principal shall be payable on June 1, 2018 and annually thereafter
on the 1st day of June in the amounts set forth therein until principal and interest are fully
paid, except that the final installment of the entire balance of principal and interest, if not
sooner paid, shall become due and payable on June 1, 2037. Notwithstanding the
foregoing or any other provision hereof, principal and interest shall be payable as shown
7
on said debt service schedules until completion of the Series 2017 Project, at which time
the final debt service schedules shall be determined by the Trustee based upon actual
advancements, final costs and completion of the Series 2017 Project, all as provided in
the administrative rules governing the Program. Payment of principal and interest on the
Series 2017 Notes shall at all times conform to said debt service sand the rules of the
Program.
In addition to the payment of principal of and interest on the Series 2017 Notes,
the City also agrees to pay the Initiation Fee and the Servicing Fee as defined and in
accordance with the terms of the Agreement.
Section 2.2. Issuance of Series 2017 Notes in Certificated Form. The Series
2017 Notes shall be issued as bonds in Authorized Denominations and may, at the
request of the Original Purchaser, be issued in the denomination of $1,000 or multiples
thereof as a single Note in the denomination of $10,198,000 and numbered R-1.
Section 2.3. Appointment of Rezistrar. The Treasurer is hereby appointed as
Registrar for the Series 2017 Notes under the terms of this Series Resolution.
Section 2.4. Execution, Authentication and Delivery of the Series 2017 Notes.
Upon the adoption of this Resolution, the Mayor and City Clerk shall execute and deliver
the Series 2017 Notes, to the Registrar, who shall authenticate the same and deliver the
same to or upon order of the Original Purchaser. No such Series 2017 Note shall be valid
or obligatory for any purpose or shall be entitled to any right or benefit hereunder unless
the Registrar shall duly endorse and execute on such Series 2017 Note a Certificate of
Authentication substantially in the form of the Certificate herein set forth. Such
Certificate upon any such Series 2017 Note executed on behalf of the Issuer shall be
conclusive evidence that the Series 2017 Note so authenticated has been duly issued
under this Series Resolution and that the holder thereof is entitled to the benefits of this
Series Resolution.
ARTICLE III
REDEMPTION OF BONDS
Section 3.1. Optional Redemption. The Series 2017 Notes are subject to
optional redemption at a price of par plus accrued interest (i) on any date upon receipt of
written consent of the Original Purchaser or (ii) in the event that all or substantially all of
the Series 2017 Projects are damaged or destroyed. Any optional redemption of the
Series 2017 Notes may be made from any funds regardless of source, in whole or from
time to time in part, in inverse order of maturity, by giving not less than thirty (30) days
8
notice of redemption by certified or registered mail to the Original Purchaser (or any
other registered owner of the Series 2017 Notes). The terms of redemption shall be par,
plus accrued interest to date of call. The Series 2017 Notes are also subject to mandatory
redemption as set forth in Section 5 of the Agreement.
ARTICLE IV
DELIVERY AND APPLICATION OF PROCEEDS
Section 4.1. Application of Series 2017 Note Proceeds. The Series 2017 Notes
shall be delivered as provided in Sections 6.1 and 6.2 and the proceeds thereof shall be
applied as follows:
(i) An amount sufficient to pay the Costs of Issuance of the Series 2017 Notes
shall be deposited into the Series 2017 Costs of Issuance Account.
(ii) The balance of proceeds shall be deposited into the Series 2017 Projects
Account of the Project Fund and applied thereafter to pay Project Costs of
the Series 2017 Projects.
Section 4.2. No Adjustment to Debt Service Reserve Requirement. The Series
2017 Notes shall be issued as Senior SRF Bonds under the Master Resolution, and shall
not be secured by or payable from amounts held in the Debt Service Reserve Fund
established in the Master Resolution. Upon issuance of the Series 2017 Notes, the
amount to be accumulated and maintained in the Debt Service Reserve Fund shall not be
increased, but shall continue to remain equal to 100% of the Debt Service Reserve
Requirement computed on a basis which includes all Senior Bonds which will be
Outstanding immediately after issuance of the Series 2017 Notes and which are not
Senior SRF Bonds.
ARTICLE V
TAX PROVISIONS
Section 5.1. Disposition of Bond Proceeds; Arbitrate Not Permitted. The
City reasonably expects and covenants that no use will be made of the proceeds from the
issuance and sale of the Series 2017 Notes issued hereunder which will cause any of the
Series 2017 Notes to be classified as arbitrage bonds within the meaning of Section
148(a) and (b) of the Code, and that throughout the term of said Series 2017 Notes it will
comply with the requirements of said statute and regulations issued thereunder.
-9
To the best knowledge and belief of the City, there are no facts or circumstances
that would materially change the foregoing statements or the conclusion that it is not
expected that the proceeds of the Series 2017 Notes will be used in a manner that would
cause such bonds to be arbitrage bonds_ Without limiting the generality of the foregoing,
the City hereby agrees to comply with the provisions of the Tax Exemption Certificate
and the provisions of the Tax Exemption Certificate are hereby incorporated by reference
as part of this Series Resolution. The Treasurer is hereby directed to make and insert all
calculations and determinations necessary to complete the Tax Exemption Certificate in
all respects and to execute and deliver the Tax Exemption Certificate at issuance of the
Series 2017 Notes to certify as to the reasonable expectations and covenants of the City at
that date.
The City covenants that it will treat as Yield Restricted any proceeds of the Series
2017 Notes remaining unexpended after three years from the issuance and any other
funds required by the Tax Exemption Certificate to be so treated. If any investments are
held with respect to the Series 2017 Notes, the City shall treat the same for the purpose of
restricted yield as held in proportion to the original principal amounts of each issue.
The City covenants that it will exceed any investment yield restriction provided in
this Series Resolution only in the event that it shall first obtain an opinion of bond
counsel that the proposed investment action will not cause the Series 2017 Notes to be
classified as arbitrage bonds under Section 148(a) and (b) of the Code.
The City covenants that it will proceed with due diligence to spend the proceeds of
the Series 2017 Notes for the purpose set forth in this Series Resolution. The City further
covenants that it will make no change in the use of the proceeds available for the
construction of facilities or change in the use of any portion of the facilities constructed
therefrom by persons other than the City or the general public unless it has obtained an
opinion of bond counsel or a revenue ruling that the proposed project or use will not be of
such character as to cause interest on any of the Series 2017 Notes not to be exempt from
federal income taxes in the hands of holders under the provisions of the Code.
Section 5.2. Additional Covenants, Representations and Warranties of the
City. The City certifies and covenants with the purchasers and holders of the Series 2017
Notes from time to time outstanding that the City through its officers, (a) will make such
further specific covenants, representations and assurances as may be necessary or
advisable; (b) comply with all representations, covenants and assurances contained in the
Tax Exemption Certificate, which Tax Exemption Certificate shall constitute a part of the
contract between the City and the owners of the Series 2017 Notes; (c) consult with bond
counsel (as defined in the Tax Exemption Certificate); (d) pay to the United, States, as
necessary, such sums of money representing required rebates of excess arbitrage profits
- 10-
relating to the Series 2017 Notes; (e) file such forms, statements and supporting
documents as may be required and in a timely manner; and (f) if deemed necessary or
advisable by its officers, to employ and pay fiscal agents, financial advisors, attorneys
and other persons to assist the City in such compliance.
ARTICLE VI
MISCELLANEOUS PROVISIONS
Section 6.1. Delivery of Series 2017 Notes. The City shall deliver the executed
Agreement and the Series 2017 Notes to the Original Purchaser at the price of par on the
date of Closing. Delivery of the executed Agreement and the Series 2017 Notes shall be
made to the Original Purchaser as soon as practicable after the effective date of this
Series Resolution.
Section 6.2. Approval of Agreement. The Agreement in substantially the form
presented at this meeting of the Council are hereby authorized and approved, and the
Mayor and City Clerk are authorized to execute and deliver the Agreement, with such
changes therein as such officials deem appropriate, for and on behalf of the City, such
officers' signatures thereon being conclusive evidence of such officials' and the City's
approval thereof.
Section 6.3. General Authorization. From and after the date of adoption of this
Series Resolution, the officers, employees and agents of the City are hereby authorized to
do all such acts and things and to execute and deliver any and all other documents,
agreements, certificates and instruments relating to the Series 2017 Notes, the investment
of the proceeds thereof and the other transactions contemplated on the part of the City by
this Series Resolution, including, but not limited to, the Tax Exemption Certificate
referred to in Section 5.1 hereof.
Section 6.4. Construction. Except to the extent set forth herein, all of the
applicable terms, conditions and provisions of the Master Resolution shall be deemed and
construed to apply to the Series 2017 Notes and are hereby incorporated by reference and
made a part hereof to the same extent as if fully set forth herein. Except as may
otherwise be provided herein, the Master Resolution shall remain in full force and effect.
Section 6.5. Severability. If any section, paragraph, or provision of this Series
Resolution shall be held to be invalid or unenforceable for any reason, the invalidity or
unenforceability of such section; paragraph or provision shall not affect any of the
remaining provisions.
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Section 6.6. Repeal of Conflictin2 Ordinances or Resolutions and Effective
Date. All other ordinances, resolutions and orders, or parts thereof, in conflict with the
provisions of this Series Resolution are, to the extent of such conflict, hereby repealed;
and this Series Resolution shall be in effect from and after its adoption.
PASSED AND APPROVED this 19th day of Jun , 2017.
ATTEST:
Mayor
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CERTIFICATE
STATE OF IOWA
)SS
COUNTY OF DUBUQUE )
I, the undersigned City Clerk of Dubuque, Iowa, do hereby certify that attached is
a true and complete copy of the portion of the corporate records of said Municipality
showing proceedings of the Council, and the same is a true and complete copy of the
action taken by said Council with respect to said matter at the meeting held on the date
indicated in the attachment, which proceedings remain in full force and effect, and have
not been amended or rescinded in any way; that meeting and all action thereat was duly
and publicly held in accordance with a notice of meeting and tentative agenda, a copy of
which was timely served on each member of the Council and posted on a bulletin board
or other prominent place easily accessible to the public and clearly designated for that
purpose at the principal office of the Council (a copy of the face sheet of said agenda
being attached hereto) pursuant to the local rules of the Council and the provisions of
Chapter 21, Code of Iowa, upon reasonable advance notice to the public and media at
least twenty-four hours prior to the commencement of the meeting as required by said
law and with members of the public present in attendance; I further certify that the
individuals named therein were on the date thereof duly and lawfully possessed of their
respective city offices as indicated therein, that no Council vacancy existed except as may
be stated in said proceedings, and that no controversy or litigation is pending, prayed or
threatened involving the incorporation, organization, existence or boundaries of the City
or the right of the individuals named therein as officers to their respective positions.
WITNESS my hand and the seal of said Municipality hereto affixed this 20th day
of June, 2017.
SEAL
01371083-1\10422-182
City Clerk, Dubuque, Iowa
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ROLL CALL ORDER FOR MEETING OF
June 19, 2017
Connors, Rios, Buol, Del Toro, Jones, Resnick, Lynch
CITY OF DUBUQUE, IOWA
CITY COUNCIL MEETING
Historic Federal Building
350 W. 6th Street
June 19, 2017
Council meetings are video streamed live and archived at www.cityofdubuque.org/media and
on Dubuque's CityChannel on the Mediacom cable system at cable channel 8 and digital 117.2
REGULAR SESSION
6:00 PM
PLEDGE OF ALLEGIANCE
CONSENT ITEMS
The consent agenda items are considered to be routine and non -controversial and all consent items
will be normally voted upon in a single motion without any separate discussion on a particular item. If
you would like to discuss one of the Consent Items, please go to the microphone and be recognized
by the Mayor and state the item you would like removed from the Consent Agenda for separate
discussion and consideration.
1. Minutes and Reports Submitted
City Council Proceedings of 6/5, 6/12; Civil Service Commission of 5/30; Library Board of Trustees
Report #161 of 5/25; Park and Recreation Commission of 5/9; Zoning Advisory Commission of 6/7; Zoning
Board of Adjustment of 5/25; Proof of publication for City Council Proceedings of 5/15, 5/12
Suggested Disposition: Receive and File
2. Notice of Claims and Suits
Anderson Windows for property damage, Herbert Cook for vehicle damage, Ron Ludwig for vehicle
damage, Judie Root for property damage, James Schreiner for personal injury/vehicle damage, Skyler
Lee Tracy for vehicle damage.
Suggested Disposition: Receive and File; Refer to City Attorney
3. Disposition of Claims
City Attorney advising that the following claims have been referred to Public Entity Risk Services of Iowa,
the agent for the Iowa Communities Assurance Pool: Anderson Windows for property damage, Herbert
Cook for vehicle damage, Ron Ludwig for vehicle damage, Judie Root for property damage, James
Schreiner for personal injury/vehicle damage, Skyler Lee Tracy for vehicle damage.
Suggested Disposition: Receive and File; Concur
4. Administrative Services Agreement with SisCo
City Manager recommending approval of an Administrative Services Agreement with Self Insured Services
Company (SisCo) for COBRA Administration of the Medical and Dental Plans and Administration of the
Short -Term Disability Plan effective July 1, 2017.
Pg. 1
Kevin Firnstahl
From:Kristin Billingsley Cooper <KCooper@ahlerslaw.com>
Sent:Wednesday, June 28, 2017 11:17 AM
To:Jean Nachtman
Cc:Jenny Larson; Kevin Firnstahl; William J. Noth
Subject:Water SRF loan
Jean,
Just a note to say we received and reviewed all the documents for the SRF water loan and everything looked great. Our
executed legal opinion, the original note, and the loan agreements are waiting to be delivered to IFA’s counsel
tomorrow, in anticipation of closing on July 7. After that the City can begin making draws.
Thanks,
Kristin
Kristin Billingsley Cooper
Ahlers & Cooney, P.C.
100 Court Avenue, Suite 600
Des Moines, Iowa 50309-2231
Phone:| Fax:
(515) 246-0330 (515) 243-2149
VCard | Email | Bio | Firm Website |
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