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Home My WebLink About2018 05_OPWA_Sales_Tax_Revenue_Note_2018.05.15RESOLUTION NO. 2018-05 A RESOLUTION AUTHORIZING THE OWASSO PUBLIC WORKS AUTHORITY (THE "AUTHORITY ") TO ISSUE ITS SALES TAX REVENUE NOTE, SERIES 2018 (THE "NOTE ") IN THE AGGREGATE PRINCIPAL AMOUNT OF $9,800,000; 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 2018, AND DESIGNATING THE NOTE AS A QUALIFIED TAX - EXEMPT OBLIGATION; AND CONTAINING OTHER PROVISIONS RELATING THERETO. NOW, THEREFORE, BE rl' RESOLVED BY THE TRUSTEES OF THE OWASSO PUBLIC WORKS AUTHORITY: SECTION 1. INDEBTEDNESS AUTHORIZED. The Owasso Public Works Authority (the "Authority ") is authorized to incur an indebtedness by the issuance of its Sales Tax Revenue Note, Series 2018 for and on behalf of the City of Owasso, Oklahoma (the "City "), in the aggregate principal amount of $9,800,000.00 (the "Note ") for the purpose of (i) financing certain capital improvements benefiting the City, including renovation of the Owasso Police Department headquarters building, the 76 °i Street Widening Project, and the Garnett Street Widening Project, all along with related costs; and (ii) paying certain costs associated with the issuance of the Note. The Note shall bear interest at the rate of 2.80% per annum. The principal installments on the Note shall be paid as set forth on Exhibit "A" hereto. SECTION 2. COMPETITIVE BIDDING WAIVED. Competitive bidding on the sale of said Note is waived and the Note is authorized to be sold to JPMorgan Chase Bank, N.A., at a price of par. SECTION 3. SALES TAX AGREEMENT. The Sales Tax Agreement dated as of December 1, 2004, between the City and the Authority (the "Sales Tax Agreement "), which Sales Tax Agreement pertains to a year -to -year pledge of certain sales tax revenue as security for the Note, is hereby ratified and confirmed. SECTION 4. SUPPLEMENTAL NOTE INDENTURE. The Series 2018 Supplemental Note Indenture by and between the Authority and BancFirst, as Trustee, as said Series 2018 Supplemental Note Indenture supplements and amends a Note Indenture dated as of December 1, 2004, as previously supplemented and amended, each by and between the Authority and the Trustee, as successor trustee bank to RCB Bank (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. SECTION 5. 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 2018, 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. 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 JPMorgan Chase Bank, 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. [Remainder of Page Intentionally Left Blank] PASSED AND APPROVED THIS 15TH DAY OF MAY, 2018. Ca¢�fseae ® >s. THE OW O PUBLIC WORKS AUTHORrFY aeQJW� �h�jr °`, e .s s o. �l-�I, . •po .a 0 ' = Chairman CERTIFICATE OF AUTHORITY ACTION I, the undersigned, hereby certify that I am the duly and acting Secretary of The Owasso Public Works Authority. I further certify that the Trustees of The Owasso Public Works Authority held a Regular Meeting at 6:30 o'clock p.m. on May 15, 2018, after due notice was given in full compliance with the Oklahoma Open Meeting Act. I further certify that attached hereto is a full and complete copy of a Resolution that was passed and approved by said Trustees at said meeting as the same appears in the official records of my office and that said Resolution is currently in effect and has not been repealed or amended as of this date. I further certify that below is listed those Trustees present and absent at said meeting; those making and seconding the motion that said Resolution be passed and approved, and those voting for and against such motion: PRESENT: Chairman Chris Kelly, Vice Chairman Bill Bush, Doug Bonebrake, Lyndell Dunn, and Kelly Lewis ABSENT: None MOTION MADE BY: Doug Bonebrake MOTION SECONDED BY: Lyndell Dunn AYE: Chairman Chris Kelly, Vice Chairman Bill Bush, Doug Bonebrake, Lyndell Dunn, and Kelly Lewis NAY: None WITNESS MY HAND THIS 15TH DAY OF MAY, 2018. Ae,�gA44Pl5 P7PPPpB C 4i/° `o 9�fAf �Cd r 4(4J4e aP'` �: THE OWASSO PUBLIC WORKS AUTHORITY 0 EXHIBIT "A" [Principal Payment Schedule] Payment Date Principal Amount December 1, 2018 $0 juinci,26ig 425,060 Dece'mber'l, 2019 445,000 June 1, 2020 445,000 December 1, 2020 455.000 June t, LULL 40U,000 December 1, 2021 470,000 June 1, 2022 470,000 December 1, 2022 480,000 June 1, 2023 485,000 une June 1, 2025 510,000 cember 1. 2025 525.000 June 1, 2027 540,000 Decembe'ri, 2027 55Q000 000 June 1.'2028 975.000