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Amending Paying Agent, Bond Registrar and Transfer Agent Agreements - Wells Fargo Copyrighted January 7, 2019 City of Dubuque Consent Items # 18. ITEM TITLE: Amending PayingAgent, Bond Registrarand TransferAgent Agreements -Wells Fargo SUMMARY: City Manager Recommending approval of a resolution to align with current practices of Wells Fargo as the City's Bond Paying Agent. RESOLUTIONAmending PayingAgent; Bond Registrarand Transfer Agent Agreements SUGGESTED DISPOSITION: Suggested Disposition: Receive and File;Adopt Resolution(s) ATTACHMENTS: Description Type Resolution Amending Paying Agent, Bond Registrar and City Manager Memo TransferAgentAgreements-MVM Memo Memo Staff Memo Revised Wells Fargo Resolution Supporting Documentation THE CITY OF Dubuque � AIFA�erlwGh UB E '�� III► Masterpiece on the Mississippi Z°°'�w'2 7A13 2017 TO: The Honorable Mayor and City Council Members FROM: Michael C. Van Milligen, City Manager SUBJECT: Resolution Amending Paying Agent, Bond Registrar and Transfer Agent Agreements DATE: December 29, 2018 Agreements for bonds issued prior to 2018 provide that the Issuer (City of Dubuque) shall deposit with the Paying Agent (Wells Fargo, N.A. Minneapolis, Minnesota) in immediately available funds such amount as is required to make payments of principal and interest to the registered holders of the outstanding bonds at least three business days prior to each payment date. The City has elected to have debt service payments withdrawn from its account via Automated Clearing House (ACH) debit, which under the AgenYs current practices occurs one business day prior to the payment date. Wells Fargo has requested that the City amend the prior Agreements in order to reflect current practices as to the timing of when funds are deposited and available for the Agent to make payments to the registered holders of the bonds and when such registered holders are paid. Finance Director Jean Nachtman recommends City Council approval of a resolution to align with current practices of Wells Fargo as the City's Bond Paying Agent. 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 Cori Burbach, Assistant City Manager Jean Nachtman, Finance Director THE CITY OF Dubuque � D�L E uhnnencoCiry ,�I��°; Masterpiece on the Mississippi Z°°' �'Z 2013 2017 TO: Mike Van Milligen, City Manager FROM: Jean Nachtman, Finance Director DATE: December 28, 2018 RE: Resolution Amending Paying Agent, Bond Registrar and Transfer Agent Agreements. INTRODUCTION: Agreements for bonds issued prior to 2018 provide that the Issuer (City of Dubuque) shall deposit with the Paying Agent (Wells Fargo, N.A. Minneapolis, Minnesota) in immediately available funds such amount as is required to make payments of principal and interest to the registered holders of the outstanding bonds at least three business days prior to each payment date. The City has elected to have debt service payments withdrawn from its account via ACH debit, which under the AgenYs current practices occurs one business day prior to the payment date DISCUSSION: Wells Fargo has requested that the City amend the prior Agreements in order to reflect current practices as to the timing of when funds are deposited and available for the Agent to make payments to the registered holders of the bonds and when such registered holders are paid. 1 . Section 5(a) of the Agreements with Wells Fargo Bank, N.A. of Minneapolis, Minnesota for the bonds described in Exhibit A attached, are hereby amended to provide as follows: a. On or before each payment date the Issuer will cause to be deposited with the Agent in immediately available funds such amount as is required to make such payment. 2. Section 5(b) of the Agreements with Wells Fargo Bank, N.A. of Minneapolis, Minnesota for the bonds described in Exhibit A attached hereto, is hereby amended to provide as follows: a. On each payment date the Agent will pay interest and, upon presentation and surrender of the matured or called Obligations, will pay principal to each registered owner of the Obligations as of the record date by mailing a check to each such owner or by any other method agreed upon between the Agent and the Owner. In any case where the date of maturity of interest on or principal of the Obligations or the date fixed for redemption of any Obligations shall be a Sunday or a legal holiday or a day on which banking institutions are authorized by law to close, then payment of interest or principal may be made on the succeeding business day with the same force and effect as if made on the date of maturity or the date fixed for redemption. b. Except as amended herein, all of the other terms and conditions of the Agreements are in all respects ratified, confirmed and approved and shall remain in full effect. Kristin Billingsley Cooper attorney with Ahlers and Cooney, P.C. has advised the City and Wells Fargo in the preparation of the revised resolution. ACTION: I respectfully recommend the adoption of the enclosed resolution to align with current practices of Wells Fargo as the City's Bond Paying Agent. Cc: Crenna Brumwell, City Attorney Kevin Firnstall, City Clerk Jenny Larson, Budget Director Tami Lansing, Assistant Finance Director Kristin Billingsley Cooper, Ahlers & Cohley 2 ITEMS TO INCLUDE ON AGENDA CITY OF DUBUQUE, IOWA • Resolution Amending Paying Agent; Bond Registrar and Transfer Agent Agreements. NOTICE MUST BE GIVEN PURSUANT TO IOWA CODE CHAPTER 21 AND THE LOCAL RULES OF THE CITY. January 7, 2019 The City Council of the City of Dubuque, State of Iowa, met in regular session, in the Historic Federal Building, 350 West 6th Street, Dubuque, Iowa, at 6:00 P.M., on the above date. There were present Mayor Roy D. Buol in the chair, and the following named Council Members: Present: Luis Del Tor Ric Jones, Kate Larson, Jake David Resnick, Jake Rios, Brett Shaw Absent: Vacant: Council Member Resnick introduced the following resolution entitled "RESOLUTION AMENDING PAYING AGENT; BOND REGISTRAR AND TRANSFER AGENT AGREEMENTS" and moved that the resolution be adopted. Council Member Del Toro seconded the motion to adopt. The roll was called, and the vote was, AYES: Rios, Jones, Larosn, Shaw, Del Toro, Resnick, Buol NAYS: Whereupon, the Mayor declared said Resolution duly adopted as follows: RESOLUTION NO. 10-19 RESOLUTION AMENDING PAYING AGENT; BOND REGISTRAR AND TRANSFER AGENT AGREEMENTS WHEREAS, this Council previously approved Wells Fargo Bank, N.A. of Minneapolis, Minnesota as Paying Agent, Bond Registrar and Transfer Agent (the "Agent") for bonds issued by the City; and WHEREAS, Paying Agent; Bond Registrar and Transfer Agent Agreements ("Agreements") were prepared and entered into between the City and the Agent in connection with each series of bonds described in Exhibit A; and WHEREAS, the Agreements for bonds issued prior to 2018 provide that the Issuer shall cause to be deposited with the Agent in immediately available funds such amount as is required to make payments of principal and interest to the registered holders of the outstanding bonds at least three business days prior to each payment date; and WHEREAS, the City has elected to have debt service payments withdrawn from its account via ACH debit, which under the Agent's current practices occurs one business day prior to the payment date; and WHEREAS, the Agreements for bonds issued prior to 2018 provide that the Agent will pay interest and principal to each registered holder one business day before each payment date; and WHEREAS, the Agent has requested that the City amend the prior Agreements in order to reflect current practices as to the timing of when funds are deposited and available for the Agent to make payments to the registered holders of the bonds and when such registered holders are paid. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF DUBUQUE, STATE OF IOWA: 1. That Section 5(a) of the Agreements with Wells Fargo Bank, N.A. of Minneapolis, Minnesota for the bonds described in Exhibit A attached hereto, are hereby amended to provide as follows: a) On or before each payment date the Issuer will cause to be deposited with the Agent in immediately available funds such amount as is required to make such payment. 2. That Section 5(b) of the Agreements with Wells Fargo Bank, N.A. of Minneapolis, Minnesota for the bonds described in Exhibit A attached hereto, is hereby amended to provide as follows: b) On each payment date the Agent will pay interest and, upon presentation and surrender of the matured or called Obligations, will pay principal to each registered owner of the Obligations as of the record date by mailing a check to each such owner or by any other method agreed upon between the Agent and the owner. In any case where the date of maturity of interest on or principal of the Obligations or the date fixed for redemption of any Obligations shall be a Sunday or a legal holiday or a day on which banking institutions are authorized by law to close, then payment of interest or principal may be made on the succeeding business day with the same force and effect as if made on the date of maturity or the date fixed for redemption. 3. Except as amended herein, all of the other terms and conditions of the Agreements are in all respects ratified, confirmed and approved and shall remain in full effect. PASSED AND APPROVED this 7th day of January, 2019 . ATTEST: EXHIBIT A $23,025,000 Urban Renewal Tax Increment Revenue Bonds, Taxable Series 2007 - $1,195,000 Water Revenue Bonds, Series 2008D - $5,700,000 Water Revenue Bonds, Series 2010D - $4,380,000 General Obligation Urban Renewal Bonds, Series 2012A - $7,495,000 General Obligation Bonds, Series 2012B $6,965,000 Taxable General Obligation Bonds, Series 2012C $7,175,000 General Obligation Bonds, Series 2012D - $3,640,000 General Obligation Bonds, Series 2012E - $1,035,000 Taxable General Obligation Bonds, Series 2012F - $2,385,000 General Obligation Urban Renewal Bonds, Series 2012H - $7,285,000 Taxable General Obligation Refunding Bonds, Series 2012I $18,835,000 General Obligation Capital Loan Notes, Series 2014B - $7,615,000 Taxable General Obligation Capital Loan Notes, Series 2014C - $7,190,000 Sales Tax Increment Revenue Bonds, Second Lien Series 2014 $20,800,000 Sales Tax Increment Revenue Bonds, Senior Bond Series 2015A $2,830,000 General Obligation Bonds, Series 2016A $10,920,000 General Obligation Refunding Bonds, Series 2016B $4,145,000 General Obligation Bonds, Series 2016C $8,495,000 General Obligation Bonds, Series 2017A - $9,745,000 General Obligation Urban Renewal Refunding Bonds, Series 2017B - $2,120,000 Taxable General Obligation Urban Renewal Refunding Bonds, Series 2017C STATE OF IOWA COUNTY OF DUBUQUE CERTIFICATE )SS I, the undersigned City Clerk of the City of Dubuque, State of Iowa, do hereby certify that attached is a true and complete copy of the portion of the records of the City showing proceedings of the Council, and the same is a true and complete copy of the action taken by the Council with respect to the 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 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 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 the 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 the Council hereto affixes his 8th>day o anuary, 2019. City Clet, City of tu:uque, " tate of Iowa ROLL CALL ORDER FOR MEETING OF January 7, 2019 Rios, Jones, Larson, Shaw, Del Toro, Resnick, Buol CITY OF DUBUQUE, IOWA CITY COUNCIL MEETING Historic Federal Building Second -Floor Council Chambers 350 W. 6th Street January 7, 2019 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 PROCLAMATION(S) 1. Human Trafficking Prevention Month (January 2019) 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 Catfish Creek Watershed Management Authority of 12/21; City Council Proceedings of 12/17; Five Flags Civic Center Commission of 12/20; Historic Preservation Commission of 12/20; Park and Recreation Commission of 12/11; Zoning Board of Adjustments of 12/20; Proof of publication for City Council Proceedings of 11/26; Proof of publication for City Council Proceeding of 12/3; Proof of publication List of Claims and Revenues for Month Ending 11/30. Suggested Disposition: Receive and File 2. Notice of Claims and Suits Dittmer Recycling, Inc. for property damage and Jesse Drolema for vehicle damage. Suggested Disposition: Receive and File; Refer to City Attorney 3. Disposition of Claims Pg. 1 1 Kevin Firnstahl From:Kevin Firnstahl Sent:Tuesday, January 08, 2019 11:36 AM To:Susan Ball Cc:Jean Nachtman; Tami Lansing; Ella Lahey Subject:RE: Dubuque Question re Amending paying agent item Attachments:Dbq Resolution No. 10-19 Amending Paying Agent, Etc..pdf Thank you Susan.  Please see the attachment.    Best,  Kevin S. Firnstahl, City Clerk  50 W. 13th Street  Dubuque, IA  52001  kfirnsta@cityofdubuque.org  563‐589‐4100        From: Susan Ball [mailto:sball@Ahlerslaw.com]   Sent: Tuesday, January 08, 2019 11:24 AM  To: Kevin Firnstahl <Kfirnsta@cityofdubuque.org>  Subject: RE: Dubuque Question re Amending paying agent item    Good Afternoon Kevin,     Thanks for reaching out!  You can send me an electronic scan and I will add it to the file.     Thanks!     Susan Ball  Legal Assistant to Kristin Billingsley Cooper  Ahlers & Cooney, P.C. 100 Court Avenue, Suite 600 Des Moines, Iowa 50309-2231 Phone: (515) 246-4410  sball@ahlerslaw.com | www.ahlerslaw.com     From: Kevin Firnstahl <Kfirnsta@cityofdubuque.org>   Sent: Tuesday, January 08, 2019 11:04 AM  To: Susan Ball <sball@Ahlerslaw.com>  Subject: Dubuque Question re Amending paying agent item     Hi Susan,  Do I send you the certified copies of the Resolution Amending Paying Agent; Bond Registrar and Transfer of Agent  Agreements?  2 Our Finance Department didn’t provide any documentation as to whom to return them to.     Let me know if electronic scans will suffice. Otherwise, I’ll drop them in today’s mail.     Thank you.     Kevin S. Firnstahl, City Clerk  50 W. 13th Street  Dubuque, IA  52001  kfirnsta@cityofdubuque.org  563‐589‐4100     AHLERS & COONEY P.C. CONFIDENTIALITY NOTICE: This email, and any attachments hereto, contains information which  may be CONFIDENTIAL and/or ATTORNEY CLIENT PRIVILEGED. The information is intended to be for the use of the  individual or entity named above. If you are not the intended recipient, please note that any unauthorized disclosure,  copying, distribution or use of the information is prohibited. If you have received this electronic transmission in error,  please return the e‐mail to the sender and delete it from your computer.   Click here to report this email as spam.