HomeMy WebLinkAbout2005 03_OPWA_Note Series 2005_Capital Improvement Projects_2005.10.18
THE TRUSTEES OF THE OW ASSO PUBLIC WORKS AUTHORITY MET IN
REGULAR SESSION AT THE OLD CENTRAL BUILDING, OW ASSO, OKLAHOMA, ON
THIS 18TH DAY OF OCTOBER, 2005, AT 6:30 P. M.
PRESENT: Craig Thoendel, Stephen CataudeIla, Brent Colgan and Ronnie
Wayne Guevara
ABSENT: Susan Kimball
Thereupon, the Chairman introduced a Resolution, which was read by the Secretary. Trustee
Cataudella moved that the Resolution be adopted and Trustee Colgan seconded the motion. The
motion carrying with it the adoption of the Resolution prevailed by the following vote:
AYE: Thoendel, CataudeIla, Colgan and Guevara
NAY: None
The Resolution as adopted is as follows:
RESOLUTION NO. 2005-03
A RESOLUTION AUTHORIZING THE OW ASSO PUBLIC WORKS
AUTHORITY (THE "AUTHORITY") TO ISSUE ITS SALES TAX REVENUE
NOTE, SERIES 2005 (THE "NOTE") IN THE AGGREGATE PRINCIPAL
AMOUNT OF $10,000,000; WAIVING COMPETITIVE BIDDING AND
AUTHORIZING THE NOTE TO BE SOLD ON A NEGOTIATED BASIS;
RATIFYING AND CONFIRMING A SALES TAX AGREEMENT BY AND
BETWEEN THE CITY AND THE AUTHORITY PERTAINING TO A YEAR-
TO- YEAR PLEDGE OF CERTAIN SALES TAX REVENUE; APPROVING
AND AUTHORIZING EXECUTION OF A SUPPLEMENTAL NOTE
INDENTURE AUTHORIZING THE ISSUANCE AND SECURING THE
PAYMENT OF THE NOTE; PROVIDING THAT THE ORGANIZATIONAL
DOCUMENT CREATING THE AUTHORITY IS SUBJECT TO THE
PROVISIONS OF THE NOTE INDENTURE; AUTHORIZING AND
DIRECTING THE EXECUTION OF THE NOTE AND OTHER DOCUMENTS
RELATING TO THE TRANSACTION; ESTABLISHING THE AUTHORITY'S
REASONABLE EXPECTATION WITH RESPECT TO THE ISSUANCE OF
TAX-EXEMPT OBLIGATIONS BY THE AUTHORITY IN CALENDAR YEAR
2005, AND DESIGNATING THE NOTE AS A QUALIFIED TAX-EXEMPT
OBLIGATION; APPROVING PROFESSIONAL SERVICES AGREEMENT
WITH BOND COUNSEL; AND CONTAINING OTHER PROVISIONS
RELATING THERETO.
NOW, THEREFORE, BE RESOLVED BY THE TRUSTEES OF THE OW ASSO
PUBLIC WORKS AUTHORITY:
Authority is authorized to incur an
2005, for and on behalf of the
SECTION 1 INDEBTEDNESS AUTHORIZED. The
indebtedness by the issuance of its Sales Tax Revenue Note, Series
of Owasso, Oklahoma (the "City"), in an aggregate principal amount of $10,000,000 (the
"Note") the purpose of (i) financing street and road construction, sports park improvements,
land acquisition and construction of a fire station, and drainage improvements (collectively, the
"Project"), and (ii) paying certain costs associated with the issuance of the Note. The Note shall
bear interest at the rate of 3.675% per annum and shall mature in semiannual principal installments
as
Amount
600,000
645,000
660,000
670,000
685,000
695,000
710,000
720,000
735,000
750,000
760,000
775,000
790,000
805,000
al
Princi
$
Date
June 1,2006
December 1, 2006
June 1,2007
December 1, 2007
June 1,2008
December 1, 2008
June 1,2009
December 1, 2009
June 1,2010
December 1, 2010
June 1,2011
December 1, 2011
June 1,2012
December 1, 2012
Maturit
COMPETITIVE BIDDING WAIVED. Competitive bidding on the sale of
Note is authorized to be sold to Bank of America, N.A., at a price of
SECTION 2.
said Note is waived and the
par.
Sales Tax Agreement dated as of
Sales Tax Agreement"), which Sales
sales tax revenue as security for the
SECTION 3 SALES TAX AGREEMENT. The
December 1, 2004, between the City and the Authority (the
Tax Agreement pertains to a year-to-year pledge of certain
Note, is hereby ratified and confirmed.
SECTION 4. SUPPLEMENTAL NOTE INDENTURE. The Supplemental Note Indenture
by and between the Authority and RCB Bank, as Trustee, as said Supplemental Note Indenture
supplements and amends a Note Indenture dated as of December 1,2004, also by and between the
Authority and the Trustee (collectively, the "Note Indenture"), authorizing the issuance of and
securing the payment of the Note approved in Section 1 hereof, is hereby approved and the
Chairman or Vice Chairman and Secretary or Assistant Secretary of the Authority are authorized
and directed to execute and deliver same for and on behalf of the Authority.
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SECTION ~ ORGANIZATIONAL DOCUMENT SUBJECT TO THE NOTE
INDENTURE. The organizational document creating the Authority is subject to the provisions of
the Note Indenture referenced in Section 4 hereof.
SECTION 6. CERTIFICATE OF DESIGNATION. The Authority anticipates that the total
amount of tax-exempt obligations (other than private activity bonds) issued by the Authority or
other issuers on behalf of the City, will not exceed $10,000,000 for calendar year 2005, and hereby
designates the Note to be a qualified tax-exempt obligation with respect to the financial institution
interest deduction provisions contained in the Internal Revenue Code of 1986, as amended, and
authorizes the Chairman or Vice Chairman of the Authority to execute and deliver on behalf of the
Authority a Certificate of Designation to that effect.
SECTION 7 PROFESSIONAL SERVICES AGREEMENT. The Chairman or Vice
authorized to execute and deliver a Legal Services Agreement with Fagin, Brown,
as Bond Counsel, in connection with the transaction referenced herein
Chairman is
Bush, Tinney & Kiser,
SECTION 8 EXECUTION OF NECESSARY DOCUMENTS. The Chairman or
Vice-Chairman and Secretary or Assistant Secretary of the Authority are hereby authorized and
directed on behalf of the Authority to execute and deliver the Note to Bank of America, N.A., upon
receipt of the purchase price and are further authorized and directed to execute all necessary
documentation and closing and delivery papers required by Bond Counsel; approve the
disbursement of the proceeds of the Note, including any costs of issuance; to approve and make any
changes to the documents approved by this Resolution, for and on behalf of the Authority, the
execution and delivery of such documents being conclusive as to the approval of any changes
contained therein by the Authority; and to execute, record and file any and all the necessary
financing statements and security instruments, including but not limited to the documents approved
hereby, and to consummate the transaction contemplated hereby.
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PASSED AND APPROVED THIS 18TH DAY OF OCTOBER, 2005
THE OW ASSO PUBLIC WORKS AUTHORITY
By: ~;~
Chairman
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)SS
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STATE OKLAHOMA
COUNTY OF TULSA
I, the undersigned, Secretary of The Owasso Public Works Authority, Tulsa County,
Oklahoma, an Oklahoma public trust, do hereby certify that the above and foregoing is a true, full
and correct copy of an excerpt from the minutes of a meeting of the Board of Trustees of said
public trust held on the date above stated, all as recorded in the official minutes of such meeting. I
further certify that the "Open Meeting Law" was complied with for such meeting.
18TH DAY OF OCTOBER, 2005
GIVEN UNDER MY HAND THIS
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