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Transcript of Proceedings for AMBB GO School Bonds 2013 Series One $21,595,000 dated 3-12-2013KODIAK ISLAND BOROUGH, ALASKA $21,595,000 GENERAL OBLIGATION SCHOOL BONDS, SERIES 2013 Dated: March 12, 2013 Delivered: March 12, 2013 TABLE OF CONTENTS General Certificate of the Kodiak Island Borough 2. Certified Copy of Ordinance No. FY2010 -03 3. Proof of Notice of July 16, 2009 Borough Assembly Meeting 4. Certified Copy of the Minutes of July 16, 2009 Borough Assembly Meeting Showing Introduction of Ordinance No. FY2010 -03 5. Proof of Notice of August 6, 2009 Borough Assembly Meeting and Notice of Public Hearing on Ordinance No. FY2010 -03 6. Certified Copy of the Minutes of August 6, 2009 Borough Assembly Meeting Showing Public Hearing and Adoption of Ordinance No. FY2010 -03 7. Proof of Publication of Notice of Election Held in the Borough on October 6, 2009 8. Proof of Publication of Notice of Bonded Indebtedness 9. Sample Ballot for the October 6, 2009 Election 10. Certified Copy of Resolution No. FY2010 -09 (Certifying the Election) 11. Proof of Notice of October 15, 2009 Borough Assembly Meeting Certifying the Election 12. Certified Copy of the Minutes of October 15, 2009 Borough Assembly Meeting Certifying the Election 13. Certified Copy of Resolution No. FY2013 -26 (Authorizing the Bonds) 14. Proof of Notice of February 21, 2013 Borough Assembly Meeting (ad shows January 21, 2013) 15. Certified Copy of the Minutes of February 21, 2013 Borough Assembly Meeting Showing Adoption of Resolution No. FY2013 -26 16. Loan Agreement 17. Certified Copy of Bond Bank Resolution 2013 -01 The Preliminary Official Statement and Official Statement relating to the $96,045,000 Alaska Municipal Bond Bank General Obligation and Refunding Bonds, 2013 Series One ( "Bond Bank Bonds ") are found in the transcript of proceedings related to the Bond Bank Bonds. 18. Specimen Bonds 19. Signature Certificate 20. Certificate of Compliance with Rule 15c2 -12 21. Certificate as to Arbitrage and Tax Compliance 22. Certificate of Delivery and Payment and Receipt of Purchaser OPINIONS OF COUNSEL 23. Opinion of Wohlforth, Brecht, Cartledge & Brooking 24. No Litigation Opinion of Borough Attorney ADDITIONAL DOCUMENTS 25. IRS 8038 -G and Proof of Mailing KIB General Obligation School Bonds Page 2 of 2 TABLE OF CONTENTS I %D=A4101WD3%G1osing D= 20131Teble DI Conlents Dock GENERAL CERTIFICATE I, NOVA JAVIER, Borough Clerk of the Kodiak Island Borough, a second -class borough of the State of Alaska, HEREBY CERTIFY as follows: 1. The Kodiak Island Borough was duly incorporated as a second -class borough on September 24, 1963. 2. The members of the Borough Assembly of the Kodiak Island Borough during the period from November 2012 through the present, and the date of beginning and the date of expiration of their terms, or consecutive uninterrupted terms, were and now are, as follows: Name Commencement Expiration of Term Jerome M. Selby, Mayor October 2004 October 2013 Carol Austerman October 2010 October 2013 Tuck Bonney October 2011 October 2014 Aaron Griffin October 2012 October 2015 David Kaplan October 2008 October 2014 Chris Lynch October 2006 October 2015 Melvin Stephens October 2011 October 2014 Louise Stutes October 2007 October 2013 3. Each of the foregoing members of the Kodiak Island Borough Assembly was duly elected or appointed and qualified, and held office as a member of the Borough as stated in the foregoing paragraph. 4. Since October 2004, Jerome Selby was, and now is, the duly qualified and acting Mayor of the Kodiak Island Borough. 5. Since June 2006, Nova Javier was, and now is, the duly appointed, qualified, and acting Borough Clerk of the Kodiak Island Borough. 6. Since November 1990, Karleton Short was, and now is, the duly appointed, qualified, and acting Finance Director of the Kodiak Island Borough. 7. Regular meetings of the Borough Assembly are held on the first and third Thursday of each month at 7:30 p.m. 8. The seal impressed on this certificate is the duly adopted and only official seal of the Kodiak Island Borough. IN WITNESS WHEREOF, I have executed this certificate and impressed the seal of the Kodiak Island Borough hereon this 12th day of March 2013. _� ••.. i0 (SEAL .sKA * '\(6 I MocsW14160031003ing pots 20131General Certificate dotx • NOVA JAVIER Borough Clerk, MMC Kodiak Island Borough CERTIFICATE OF CLERK 1, NOVA JAVIER, Clerk of the Kodiak Island Borough (the 'Borough "), HEREBY CERTIFY that the document attached hereto is an accurate and complete copy of Ordinance FY2010 -03 of the Borough adopted by the Borough Assembly at a meeting duly called and held August 6, 2009, and that Ordinance FY2010 -03 has not been modified, amended, repealed, or rescinded, but is in full force and effect on the date hereof. 2013. IN WITNESS WHEREOF, I have executed this certificate this 12th day of March `S�AN� e\ O s Zo sKA KIB General Obligation School Bonds CERTIFICATE OF CLERK 11D=W 1 0 1 600310osing Dow 20131Certificales Of Oerk D= NOVA JAVIER, MMC Borough Clerk Kodiak Island Borough 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 19 30 31 32 33 34 35 36 37 38 39 40 41 42 43 44 45 46 47 48 49 5o Introduced by: Requested by: Drafted by: Introduced on: Public Hearing; Amended: Adopted: KODIAK ISLAND BOROUGH ORDINANCE NO. FY2010 -03 Manager Gifford School Board/Assembly Finance Director /Bond Counsel 07/16/2009 08/06/2009 08/06/2009 08/06/2009 AN ORDINANCE OF THE KODIAK ISLAND BOROUGH ASSEMBLY AUTHORIZING THE BOROUGH TO ISSUE GENERAL OBLIGATION BONDS IN THE PRINCIPAL AMOUNT OF NOT TO EXCEED $76,310,000 TO FINANCE THE PLANNING, DESIGN AND CONSTRUCTION OF SCHOOL AND RELATED CAPITAL IMPROVEMENTS IN THE BOROUGH INCLUDING WITHOUT LIMITATION THE RECONSTRUCTION AND RENOVATION OF THE KODIAK HIGH SCHOOL, AND TO SUBMIT THE QUESTION OF THE ISSUANCE OF SUCH BONDS TO THE QUALIFIED VOTERS OF THE BOROUGH AT THE OCTOBER 6, 2009 REGULAR BOROUGH ELECTION WHEREAS, under the provisions of AS 29.47.190, a municipality may incur general obligation debt only after a bond authorization ordinance is approved by a majority of those voting on the question at a regular or special election; and WHEREAS, educational requirements have changed since Kodiak High School was originally constructed in 1966 as a regional education center; and WHEREAS, Kodiak High School's design shortfalls were recognized and multiple remodeling projects have been completed to bring the facility into code compliance; and WHEREAS, the last addition of vocational or academic space to Kodiak High School occurred in 1972: and WHEREAS, in the late 1980s enrollment at Kodiak High School grew beyond 500 students and a four -phase reconstruction project began; and WHEREAS, the fourth phase of the above project, which would have addressed needed additional academic instructional space, was never started; and WHEREAS, enrollment at Kodiak High School has soared from 550 students to as high as 650 over the past twenty years and is forecasted to remain at approximately 800 students into the foreseeable future; and WHEREAS, enrollment projections demonstrate a continued enrollment of 200 or more students above the capacity of the existing Kodiak High School educational facility; and WHEREAS, providing the space that currently is needed for Kodiak High School instruction requires the use of community schools facilities, auditorium space and rented space, as well as overcrowding of the existing high school facilities; and Kodiak Island Borough Ordinance No. FY2010 -03 Page 1 of 5 51 52 WHEREAS, the instructional space available for Kodiak High School does not support the 53 instructional programs which are needed to prepare our high school students for success in the 54 world marketplace; and 55 56 WHEREAS, the current state debt service reimbursement plan provides that the State of 57 Alaska will reimburse the Borough for not less than sixty percent (60 %) of debt service on the 58 eligible portion of bonds authorized by the qualified voters of the Borough on or after October 1, 59 2006 but before November 30, 2010, to pay costs of school construction, additions to schools, 60 and major rehabilitation projects; and; 61 62 WHEREAS, the Board of Education and Borough Assembly have commissioned an architect 63 to fully evaluate reconstruction options that support the kind of programs necessary for Kodiak 64 High School to fully meet the educational expectations defined by our community; and 65 66 WHEREAS, the conceptual process has undergone two years of refinement; and 67 68 WHEREAS, the educational facilities and space survey identified that a substantial remodel 69 and new expansion of Kodiak High School will meet instructional space needs in grades K -12 70 throughout our community; and 71 72 WHEREAS, the Kodiak Island Borough School District's educational mission is severely 73 compromised by facility limitations at Kodiak High School; and 74 75 WHEREAS, the Board of Education believes the District would be best served by all District - 76 wide services being congregated in renovated space in the existing Kodiak High School 77 building; and 78 79 WHEREAS, public feedback since the first bond election in 2008 has yielded a more cost - 80 effective design for the renovation and expansion of Kodiak High School; and 81 82 WHEREAS, funding for further architectural design work and cost estimation for the 83 renovation and expansion of Kodiak High School depends on voter approval of a bond 84 ordinance for the project; and 85 86 WHEREAS, the School District has identified grants and industry-based tax incentive 87 programs which could fund millions of dollars towards the Borough's debt service for 88 construction of Kodiak High School, but for which an application can be submitted only after a 89 bond ordinance is approved; and 90 91 WHEREAS, the Borough and School District will continue to seek and apply for additional 92 grants and reimbursement options to reduce the debt service cost of the renovation and 93 expansion of Kodiak High School; and 94 95 WHEREAS, $4,490,000 in proceeds of Borough school bonds previously issued for school 96 repair and replacements projects is available for the renovation of Kodiak High School; and 97 98 WHEREAS, the Borough views the school and related capital improvements authorized 99 herein as necessary and beneficial to the community; 100 Kodiak Island Borough Ordinance No. FY2010 -03 Page 2 of 5 201 NOW, THEREFORE, BE IT ORDAINED BY THE ASSEMBLY OF THE KODIAK ISLAND 102 BOROUGH THAT: 103 104 Section 1: This ordinance is not of a general or permanent nature and shall not become a 105 part of the Kodiak Island Borough Code of Ordinances. 106 107 Section 2: It is hereby determined to be for a public purpose and in the public interest of the 108 Borough to incur general obligation bonded indebtedness in an amount not to 109 exceed Seventy Six Million Three Hundred and Ten Thousand Dollars 110 ($76,310,000) for the purpose of paying the cost of planning, design, 111 construction, furnishing and equipping of school and related capital 112 improvements in the Borough, including without limitation additions to Kodiak 113 High School, renovation of Kodiak High School for instructional and School 114 District administrative space, and demolition of the Business 115 Department/Learning Center. 116 117 Section 3: The Borough is authorized to borrow the sum of Seventy Six Million Three 118 Hundred and Ten Thousand Dollars ($76,310,000) to finance the capital 119 improvements described in Section 2, and the borrowing shall be evidenced by 120 the issuance of general obligation bonds of the Borough; provided that bonds 121 may not be issued for any project unless the project is eligible for debt service 122 reimbursement by the State of Alaska. The full faith and credit of the Borough 123 are pledged for payment of the principal of and interest on the bonds, and ad 124 valorem taxes upon all taxable property in the Borough shall be levied without 125 limitation as to rate or amount to pay the principal of and interest on the bonds 126 when due. 127 128 Section 4: The Borough shall submit the following proposition to the qualified voters of the 129 Borough at the October 6, 2009 regular Borough election. The proposition must 130 receive an affirmative vote from a majority of the qualified voters voting on the 131 question to be approved. 132 133 PROPOSITION NO. 1 134 GENERAL OBLIGATION BONDS - $76,310,000 - KODIAK HIGH SCHOOL 135 136 Shall the Kodiak Island Borough incur debt and issue general 137 obligation bonds in an amount not to exceed Seventy Six Million 138 Three Hundred and Ten Thousand Dollars ($76,310,000) for the 139 purpose of paying the cost of planning, design, construction, 140 furnishing and equipping of school and related capital 141 improvements in the Borough, including without limitation the 142 projects described below? 143 Kodiak Island Borough Ordinance No. FY2010 -03 Page 3 of 5 Project Estimated Cost Additions to Kodiak High School $ 44,270,000 Renovate existing Kodiak High School 35,240,000 Renovate part of Kodiak High School for School District Administraion 1,400,000 Demolish Existing Business Department and Learning Center 220,000 Total 80,800,000 Less available f=unds in other projects KHS Exterior Insulation and Window Replacement (590,000) KHS Voc Ed Reno%etion & Pool Reclamation (3,900,000) Total deductions (4,490,000) Total amount of bond issue $ 76,310,000 144 145 The projects are expected to qualify for not less than 60% State 146 debt service reimbursement, funding for which is subject to annual 147 appropriation. The projects will be phased to limit disruption to the 148 education of students, and bonds will be sold only as needed to 149 pay project costs. If the State fully funds the debt service 150 reimbursement program, the average annual debt service payable 151 by the Borough after State reimbursement, is estimated to be 152 $2,108,152 $2,409,317. This amount of debt service may require 153 an additional annual property tax levy of $574 660 per $250,000 154 of assessed value, or its equivalent. This example of a property 155 tax levy is provided for illustrative purposes only. 156 157 If additional funding becomes available for the projects from 158 grants or other sources, only enough bonds to finish the projects 159 will be sold. 160 161 The bonds shall be secured by a pledge of the full faith and credit 162 of the Borough. (Ordinance No. FY 2010 -03) 163 164 Section 5: The proposition shall be printed on a ballot which may set forth other general 165 obligation bond propositions, and the following words shall be added as 166 appropriate next to an oval provided for marking the ballot for voting by hand or 167 machine: 168 PROPOSITION NO. 1 a YES <=) NO 169 170 Kodiak Island Borough Ordinance No. FY2010 -03 Page 4of5 171 172 173 174 175 176 177 178 179 180 181 182 183 184 185 186 187 188 189 190 191 192 Section 6: Sections 2 and 3 of this ordinance shall become effective only if the proposition described in Section 4 is approved by a majority of the qualified voters voting on the proposition at the October 6, 2009 regular Borough election. The remaining sections of this ordinance shall become effective upon adoption by the Kodiak Island Borough Assembly. ADOPTED BY THE ASSEMBLY OF THE KODIAK ISLAND BOROUGH THIS SIXTH DAY OF AUGUST, 2009 ATTEST: s Nova M. Javier, MMC, Borough Clerk KODIAK ISLAND BOROUGH J ' ome M. Selby, Borough May Kodiak Island Borough Ordinance No. FY2010 -03 Page 5 of 5 Publisher's Affidavit UNMD STATES OF AMERICA SS: State of Alaska I, the undersigned; being first duly sworn, depose and say: I am Editor or Publisher of the Kodiak Daily Mirror, a daily newspaper published in Kodiak, Third Judicial Division, State of Alaska, and that the annexed printed notice was published in said newspaper in issues of the following .: emu abil X 84p6ture of Editor or Publisher SUBSCRIBED AND SWORN to before me this =f 0 211 NOTARY PUBLIC in and for the State of Alaska. My Commission expires _r 't AR Y 'sue t N �•�'�J +��; •_ -" '•41'11 r+' }. I, the undersigned; being first duly sworn, depose and say: I am Editor or Publisher of the Kodiak Daily Mirror, a daily newspaper published in Kodiak, Third Judicial Division, State of Alaska, and that the annexed printed notice was published in said newspaper in issues of the following .: emu abil X 84p6ture of Editor or Publisher SUBSCRIBED AND SWORN to before me this =f 0 211 NOTARY PUBLIC in and for the State of Alaska. My Commission expires _r Missed Your Paper?. Call us or stop by. Mandy- FWday s 4 the Thews; ft July 16 event, down- ft-M, convention center, 9 - 3. in- clude the following: Martine Chine Stev DcsCloux, Kathy H otography vendor), - el , may, Linda Lyrnattr C pats, Cpei c ti�i Yngve. G ido, Francis's h- squeeze stand.+ See you therel NEW DARN VA L NESS 7oly Ap• preciatron Sale All essences 2 for 1, all nutritaonals 15% off. Thant; You Kodiak for 76 years of patron- age. 486 -4564. :trune Now carrying "haul Mitchell" pet and Lim. lenn products, $11.70 /east}. Spray S 35 light lemonade $35, light, medium and dark. 12 tans foe M. Lisa's. •486 -HAIR. k-A Kodiak Island Borouglh you have any questions about Bo Additional Irdormadon Is able on the Borough llWeb Borough th faked kaku4B&9310. All meetings of recognized boards, committees, and Commissions of the Borou Ware 2000 9 open to the public. 5:15 p.m., Solid Waste Advisory Board Work Session — Borough Conference Room 7:30 p.m„ Planning and Zoning Commission Regular Meeting — Borough Assembly Chambers 7:30 p.m.. Aeaembly Regular Meeting — Borough Assembly Chambers 6:30 p.m , Fire Prcbcdpn Area Nd.1 Board Regular Meeting — Bayside Fire Hall If1u�Jopl � __ EETING All Items listed with an asterisk • are proposed s CITU NS' COMMENT$ (Limited io Three Minutes e P Posed under consent agenda , PUBLIC HEARING P� Speaker). Ordinance No. FY2011M1E Amending Ordinance No, FY2008 -01 Fiscal Year 2008 Budget by Amending Budgets to Account for Various Revenues that are Over Budget, Provide for Additional Expenditures, Budget New Projects, and Move Funds Between Projects. Ordinance No. FY2010-02 Amending the Kodiak island Borough Code of Ordinances 77W 2 AdrnkJs&&ffM end Personrrel, Chaftter 2.40 Records Management Chapter 2.50 Borough Clerk, Section 2.50.020 Dulles, and Dhador 2 55 and Facy�iea DeAsrhnent; Section 2.55A10 l=nghiesrfrig and Faclaflles Department UNFINMED SWNEss - None NEW BUSINESS CONTRACTS Corllract No. FY201M Providence Kodiak Island Counseling center Services to KIB sra,od District for School Year 2009 -2010. Contract No.FY2010 -01 Kodlak Island Borough Facilities Fuel (Jn Dellvery. Contract No. FY2010.10 Recycling Contract with Threshold Services tnc RESOLUTIONS Rt sheen No, 10-03 Approving Flue! Year 2010 Kodiak Island Borough Non -Profit Funding. Retatudon No. FMI O-02A AAMeindinng Resolution No. FY2010 -02 Amend the Feeso Association. Kodiak Island Borough. ORDINANCES FOR INTRODUCTION Ordinance No. FY2010.03 Authorizing the Borough to Issue General Obligation Bonds in the Pdndpal Amount of Not to Exceed 880,1100,000 to Finance the Planning, Design, and Consti9a RelaEed Capital on of School and Improvements in the Borough Including Without Limitation the Reconstruction and Renovation of the Kodiak High School, and to Submit the Question of the issuance of such Bonds to the Qualified Voters of the Borough of the October 8, 2009 Regular Borough Election. Ordinance No. FY2010 -04 Authorizing the Borough to Issue General Obligation Bonds in the Principal Amount ofNot to Exceed 812,500,000 to'Finance the Planning. Design, and Construction of Raneiroals and Repiacamarrts of Borough Facilities; and to Submit the Question of the Issuance of Such Bonds to the Glis aned Voters of the Borough at the October 0, 2009 Regular Borough Election. OTHER ITEMS -None Did you know there Is a reduced raft for residential garbage customers who are 65 and alder? Please call 48&9323 for details. You may sign -up online at wMMy kodiskak.us to get an e-mail nOtifir�tion once agendas, packets, newsletters, or minutes of the Assembly are posted on the Web. CERTIFICATE OF CLERK I, NOVA JAVIER, Clerk of the Kodiak Island Borough (the 'Borough "), HEREBY CERTIFY that the document attached hereto is an accurate and complete copy of the minutes of the July 16, 2009 Borough Assembly Meeting, showing introduction of Ordinance FY2010 -03, and that said meeting was duly called and held with a quorum acting throughout. 2013. IN WITNESS WHEREOF, I have executed this certificate this 12th day of March �S�NC ep 107% 0 w • q�SKA ., KIB General Obligation School Bonds CERTIFICATE OF CLERK I ToesW' L:1tvm3lClosinq does 20131Car iricales Of Clerk. Roca { NOVA JAVIER, M C Borough Clerk Kodiak Island Borough KODIAK ISLAND BOROUGH Assembly Regular Meeting July 16, 2009 A regular meeting of the Kodiak Island Borough Assembly was held Thursday, July 16, 2009 in the Assembly Chambers of the Kodiak Island Borough Building, 710 Mill Bay Road. The meeting was called to order at 7:30 p.m. The invocation was given by Sergeant Major Dave Blacketer of the Salvation Army. Deputy Presiding Officer Branson led the Pledge of Allegiance. Present were Deputy Presiding Officer Pat Branson, Assembly members Jerrol Friend, Judy Fulp, Dave Kaplan, Chris Lynch, and Louise Stutes. Staff members present were Manager Rick Gifford, Clerk Nova Javier, and Deputy Clerk Marylynn McFarland. KAPLAN moved to excuse Mayor Selby who was attending the NACO Conference and Assembly member Jeffrey who was out on personal leave. VOICE VOTE ON MOTION CARRIED UNANIMOUSLY. APPROVAL OF AGENDA AND CONSENT AGENDA STUTES moved to approve the agenda and consent agenda. VOICE VOTE ON MOTION CARRIED UNANIMOUSLY. APPROVAL OF MINUTES None. AWARDS AND PRESENTATIONS Manager Gifford presented the Employee of the Quarter Award to Teresa Medina, Cashier in the Finance Department. CITIZENS' COMMENTS Roxann2 Salcido, Environmental Coordinator for the Native Village of Afognak, spoke on the Importance of the recycling program provided by Threshold Services, Inc. Emil Norton and Gretchen Sauge spoke in support of the Senior Citizens of Kodiak, non -profit agencies, and thanked the Assembly for financial support. Marian Johnson and Bonnie Dillard spoke In support of recycling in Kodiak. Nick Tr x II owner of Nick's Auto Wrecking Salvage and Metal Recycling, spoke about speck language in the Recycling Process Request for Proposal (RFP). Margie Jaskovich spoke In support of the Threshold contract and a ban on fireworks. Maggie Rocheleau spoke in support of the bond ordinances and the Threshold contract. Lisa Polito, Mary Forbes, Eric_Enavall, Rachel Nummer. Jennifer Rich k, Rhonda Maker, Linda Himmelbloom, Sylvia Panzarelia, S121)h nie Love, and Jennifer Polley spoke in support of the Threshold contract. Kodiak Island Borough Assembly Minutes July 16, 2009 Page 703 Karen Yashin spoke in support of recycling, non - profits, and the Humane Society of Kodiak. Iver Malutin spoke in support of education, the bond ordinances, and recycling. Melissa Borton Bill Watkins, Steve Doerksen, Nick Watkins, Jessica Rauwolf, Clair Brodie. Joe Floyd and Jo Mendoza spoke in support of the bond ordinances. Mike Milligan spoke in support of recycling and non -profit organizations. Genene €va Pearson spoke in support of the bond ordinances, recycling, and a stop light at Birch and Mill Bay Road. Mel Stephens spoke against the bond ordinances and the indebtedness that they would incur, and questioned the cost estimations and the current school district coffers. Bob Brodie and Maggie In ve spoke in support of recycling and the bond ordinances. Scott Williams spoke in support of the bond ordinances and addressed the issue of the school district's cost estimation, in that every step possible had been taken to bring the reconstruction and remodel of the high school to this stage of development. Cheryl McNeil spoke against the Threshold contract questioning the cost ratios. Heather Peterson voiced her support of recycling and did not support the bond ordinances. Petal Ruch spoke in support of the bond ordinances addressing the multi - functional uses of the high school building which included an emergency evacuation site. Ellen Simeonoff spoke in defense of the Recycling Services RFP that was submitted by Threshold Services, Inc. and spoke in support of the bond ordinances. COMMITTEE REPORTS Assembly member Kaplan reported that the Parks and Recreation Committee was in negotiations for the Master Trails Plan and it should be before the assembly for approval in the very near future. PUBLIC HEARING A. Ordinance No. FY2009 -01 E Amending Ordinance No. FY2009 -01 Fiscal Year 2009 Budget by Amending Budgets to Account for Various Revenues that are Over Budget, Provide for Additional Expenditures, Budget New Projects, and Move Funds Between Projects. FRIEND moved to adopt Ordinance No. FY2009 -01 E. Ordinance No. FY2009 -01 E was for the fiscal year end budget adjustments. In the General Fund, the Miscellaneous line item in the revenue section of the General Fund was increased by $67,000.The "use of fund balance" in the General Fund was decreased by $69,000. The School District Support Department was decreased by $84,000. Transfers out was increased by $272,000; $62,000 was for increased costs in the School Buildings Department in the Building and Grounds Fund and $210,000 was for hospital parking. In the Building and Grounds Fund School Buildings Department, expenditures were expected to exceed the budget by $70,000. A new department entitled School Building Major Maintenance was created and budgeted at $12,000. The Womens Bay Road Service District expenditures exceeded it's budget by $6,006. The Bay View Road Service District expenditures exceeded it's budget by $4,670. Kodiak Island Borough Assembly Minutes July 16, 2009 Page 704 The Borough needed to amend the debt service budget to account for the refunding of the 1998 bond issue. The Borough closed certain completed projects at the end of FY2009 and this ordinance moved the unexpended funds to other projects. The Borough cancelled certain projects and this ordinance moved the unexpended funds to other projects. The Borough received a $2,500,000 grant to repair and pave the roads In Service District Area No. 1, a $130,000 grant for school supplies and equipment, a $125,000 grant from the Denali Commission for an island wide transportation study, and expected to receive a $100,000 grant from the State of Alaska Department of Transportation for an island wide transportation study. The Borough was reimbursed $3,236,143 by the State for the Borough's Seismic projects, the proceeds of which would be used for other Borough projects. Clerk's Note: Between the introduction and the public hearing, there were changes proposed by staff and it was necessary to amend the ordinance by substitution. KAPLAN moved to amend Ordinance No. FY2009 -01 E by substitution. ROLL CALL VOTE ON MOTION TO AMEND CARRIED UNANIMOUSLY: Branson, Friend, Fulp, Kaplan, Lynch, and Stutes. Deputy Presiding Officer Branson opened the public hearing. Seeing and hearing none, Deputy Presiding Officer Branson closed the public hearing. ROLL CALL VOTE ON MOTION AS AMENDED CARRIED UNANIMOUSLY: Friend, Fulp, Kaplan, Lynch, Stutes, and Branson. B. Ordinance No. FY2010-02 Amending the Kodiak Island Borough Code of Ordinances Title 2 Administration and Personnel, Chapter 2.40 Records Management, Chapter 2.50 Borough Clerk, Section 2.50.020 Duties, and Chapter 2.55 Engineering and Facilities Department, Section 2.55.010 Engineering and Facilities Department Director. STUTES moved to adopt Ordinance No. FY2010 -02. The existing Records Management code was put in place in 1975 with minor changes In 1979 and 1998. Staff determined the need to bring it into compliance with recent and existing laws and regulations. The old KIBC 2.25.200 was repealed in its entirety and a new Chapter 2.40 was established. The new chapter Included policies that reflected Industry best practices. Staffs research and proposal considered Alaska Statutes, codes from other municipalities, and consultation with Borough staff and Borough Attorney. Deputy Presiding Officer Branson opened the public hearing. Seeing and hearing none, Deputy Presiding Officer Branson closed the public hearing. ROLL CALL VOTE ON MOTION CARRIED UNANIMOUSLY: Fulp, Kaplan, Lynch, Stutes, Branson, and Friend. BOROUGH MANAGER'S REPORT Manager Gifford reported on the following: • New pool expected to be completed in August. • Bids for Woodland Acres paving project were due July 21 and would be awarded by July 30, 2009. • Borough project updates were available on the Kodiak Island Borough website. Kodiak Island Borough Assembly Minutes July 16, 2009 Page 705 • He would be out of the office July 24 through August 2 for personal leave and to attend the Alaska Municipal League conference. MESSAGES FROM THE BOROUGH MAYOR None. UNFINISHED BUSINESS None. Deputy Presiding Officer Branson recessed the meeting at 8:50 p.m. and reconvened the meeting at 8:55 p.m. NEW BUSINESS Contracts 1. Contract No. FY2010 -09 Providence Kodiak Island Counseling Center Services to KIB School District for School Year 2009 -2010. FRIEND moved to authorize the Manager to execute Contract No. FY2010-09 with Providence Kodiak Island Counseling Center of Kodiak, Alaska to provide mental health services for the 2009 -2010 school year in an amount not to exceed $381,350. The Agreement was between the Kodiak Island Borough and Providence Kodiak Island Counseling Center ( "Contractor") setting forth the terms and conditions pursuant to the contractor providing mental health services for the Kodiak Island Borough schools. The contractor worked with the School District to identify and document a mutual understanding of the program's scope and requirements with a focus on ensuring the greatest amount of quality service within the budgeted amount of $381,350 which was the same amount as last year. ROLL CALL VOTE ON MOTION CARRIED UNANIMOUSLY: Kaplan, Lynch, Stutes, Branson, Friend, and Fulp. 2. Contract No. FY2010 -01 Kodiak Island Borough Facilities Fuel Oil Delivery. This item was approved under the consent agenda. The contract would supply and deliver #1 and #2 heating oil to KIB facilities which included the Landfill/Baler Building, KIB Admin Building, Chiniak Tsunami Shelter, KFRC Laboratory Facility and domes, Fire Stations, other KIB rental facilities such as the cottage buildings (720 Egan), and the Annex Building. The benefit of the bid process was to combine the quantity of heating fuel needed for all KIB facilities with the quantities of fuel needed by the School District and the Hospital, for a bulk purchase. The bid packet for heating fuel went out for a 1 year (option A) term or a 3 year (option B) term. Results came back with one bidder. The bid offered a margin of 17 cents for a one year contract and 16 cents for a three year contract. Because the margin for the three -year contract was lower than the one year contract, it was recommended that KIB enter into a contract with Petro Star for a three year contract based on a margin of 16 cents above the weekly average of the posted Seattle OPIS price. These were the same terms that the school district selected when they approved the heating fuel contract with Petro Star, Inc. at the last meeting. VENDOR #1 Town #2 Town CHINIAK Petro Star, Inc. (1 year) $0.17 $0.17 $0.17 Petro Star, Inc. (3 year) $0.16 $0.16 $0.16 Kodiak Island Borough Assembly Minutes July 16, 2009 Page 706 3. Contract No. FY2010 -10 Recycling Contract with Threshold Services Inc. KAPLAN moved to authorize the Manager to execute Contract No. FY2010 -10 with Threshold Services, Inc. of Kodiak, Alaska for a time and material contract estimated to be $281,450 for the period of July 1, 2009 through June 30, 2010. The Kodiak Island Borough's landfill enterprise fund was financed through user fees, residential and commercial garbage fees, as well as fees charged at the landfill for varying wastes. These funds covered costs for the solid waste collection contract, landfill operational disposal costs, and community recycling efforts. A Request for Proposal (RFP) was advertised and the only responder was Threshold Services, Inc. The cost proposed by Threshold Inc. of $380 per ton exceeded the $150 per ton desired in the RFP; however, during negotiation the price was reduced to $325 per ton. The contract was based on the amount of recyclables shipped off island (similar to a time and material contract) and It was estimated that the contract would total $281,450. The landfill budget was budgeted at $130,000 for recycling services. In order for the landfill budget to cover the balance of this expense, it was estimated that rates would need to be Increased.The negotiated contract was for one year, July 1, 2009 through June 30, 2010 with two one -year options to extend. Assembly member Fulp spoke in support of the Threshold contract and was hopeful that the garbage rates would not be increased. She also wanted to see a financial plan from Threshold Services, Inc. where their revenues would meet their expenses. Assembly member Stutes agreed that recycling was an important service in the community, however, she was concerned with the RFP process followed on the contract. She spoke to the fact that other bidders- should have been able to have the same Information as Threshold Services, Inc. STUTES moved to postpone awarding the contract until September 3, 2009 regular meeting in order that everyone would have the same opportunity to bid. ROLL CALL VOTE ON THE MOTION TO POSTPONE FAILED THREE TO THREE: Lynch, Branson, and Kaplan (Noes); Friend, Fulp, and Stutes (Ayes). In response to Assembly member Friend's question about the cost of services if the contract was awarded for one month, Manager Gifford reported that he had signing authority up to $25,000 and depending upon volume, he would see how long that amount would last. Assembly member Lynch disclosed her position as President of the Board of Threshold Services, Inc. She outlined how Threshold responded to the RFP. She explained In detail how the Borough followed the code for the RFP. Assembly member Kaplan spoke in support of the Threshold contract and summarized comments from a letter received from Linda Kewan in Port Lions stating that their tribal council was dependent on the recycling of Threshold Services, Inc. and their environmental efforts would suffer greatly without their services. Assembly member Branson explained the difference between an RFP and a Request for Bid. She explained that the Threshold contract was for a year and advised other recycling businesses interested to stay tune for future developments. In response to Assembly member Branson's question of what would happen if the contract was not renewed, Manager Gifford reported that Borough funding would not be available and he did not know how long it would take for someone else to take on a recycling program. Kodiak Island Borough Assembly Minutes July 16, 2009 Page 707 ROLL CALL VOTE ON MAIN MOTION CARRIED UNANIMOUSLY: Stutes, Branson, Friend, Fulp, Kaplan, and Lynch. Assembly member Stutes changed her vote to the prevailing side. Resolutions 1. Resolution No. FY2010 -03 Approving Fiscal Year 2010 Kodiak Island Borough Non - Profit Funding. LYNCH moved to adopt Resolution No. FY2010-03. Resolution No. FY2010 -03 was the framework in which the Assembly distributed the Borough funds set aside in the Fiscal Year 2010 budget to various non -profit agencies. Assembly member Friend spoke in support of non - profits. ROLL CALL VOTE ON MOTION CARRIED UNANIMOUSLY: Stutes, Branson, Friend, Fulp, Kaplan, and Lynch. 2. Resolution No. FY2010 -05 Appointing Members to the Kodiak Fisheries Development Association. This item was approved under the consent agenda. The Kodiak island Borough and City of Kodiak jointly designated the Kodiak Fisheries Development Association (KFDA) as the eligible crab community entity (ECCE). The by -laws of the KFDA provided for appointment of Directors to the Board by the Kodiak Island Borough Assembly and the Kodiak City Council. The by -laws state that appointments take place annually, at July meetings of the Assembly and City Council, and that Directors have staggered three year terms of office. The following individuals are appointed as Directors of the Kodiak Fisheries Development Association, with the noted terms. City Appointees: Crab Processor Rep. - Mike Woodruff (7110) (appointment) Crab Harvester Rep. - Jeff Stephan (7111) (reappointment) Joint Appointees: Stosh Anderson (7110) {joint appointment) Donna Jones (7108) (joint appointment) Laine Welch (7108) (joint appointment) Borough Appointees: Crab Processor Rep. — Tuck Bonney (7112) (reappointment) Crab Harvester Rep. — Jerry Bongen (7112) (reappointment) 3. Resolution No. FY2010-02A Amending Resolution No. FY2010 -02 Amending the Fees of the Kodiak Island Borough. KAPLAN moved to adopt Resolution No. FY2010 -02A. The Assembly requested a proposal for metals recycling in Kodiak and until a contract was awarded, the Assembly wished to amend page 11 of the FY2010 fee schedule as follows: 8a. Metals $275.00 /ton 8b. Vehicles up to 7,000 pounds $475.00 per vehicle The intent of the resolution was to put a Request for Proposal out to evaluate costs of recycling metals. Kodiak Island Borough Assembly Minutes July 16, 2009 Page 708 Assembly members Fulp, Stutes, and Branson spoke in support of the resolution Assembly member Lynch spoke against the resolution. ROLL CALL VOTE ON MOTION CARRIED UNANIMOUSLY: Branson, Friend, Fulp, Kaplan, and Stutes (Ayes): Lynch (No). Ordinances for Introduction 1. Ordinance No. FY2010-03 Authorizing the Borough to Issue General Obligation Bonds in the Principal Amount of not to Exceed $76,310,000 to Finance the Planning, Design and Construction of School and Related Capital Improvements in the Borough Including Without Limitation the Reconstruction and Renovation of the Kodiak High School, and to Submit the Question of the issuance of Such Bonds to the Qualified Voters of the Borough at the October 6, 2009 Regular Borough Election. KAPLAN moved to adopt Ordinance No. FY2010 -03 in first reading to advance to public hearing at the next regular Assembly meeting. The Kodiak Island Borough School District desired to renovate the Kodiak Island High School and construct additional facility space. Educational requirements had changed since Kodiak High School was originally constructed in 1966 as a regional education center. The instructional space available for Kodiak High School did not support the instructional programs which were needed to prepare high school students for success. The current state debt service reimbursement plan provided that the State of Alaska would reimburse the Borough for not less than 60% of debt service on the eligible portion of bonds authorized by the qualified voters of the Borough between October 1, 2006 and November 30, 2010, to pay costs of school construction, additions to schools, and major rehabilitation projects. Stewart McDonald, Superintendent of the Kodiak Island Borough School District, gave a presentation in support of the bond ordinances. Assembly members Stutes, Lynch, Friend, Kaplan, and Branson spoke in support of the bond ordinances in order that questions would go before the voters. They stressed the importance of educating the voters on the costs. ROLL CALL VOTE ON MOTION CARRIED UNANIMOUSLY: Friend, Fulp, Kaplan, Lynch, Stutes, and Branson. 2. Ordinance No. FY2010 -04 Authorizing the Borough to Issue General Obligation Bonds in the Principal Amount of not to Exceed $12,500,000 to Finance the Planning, Design, and Construction of Renewals and Replacements of Borough Facilities; and to Submit the Question of the Issuance of Such Bonds to the Qualified Voters of the Borough at the October 6, 2009 Regular Borough Election. FRIEND moved to adopt Ordinance No. FY2010 -04 in first reading to advance to public hearing at the next regular Assembly meeting. The Borough currently owned over $200,000,000 worth of buildings as reflected on the values listed on the insurance schedules. The number did not include the cost of the land or site improvements and part of the cost of ownership was to renew and/or replace parts of the buildings. The proceeds of the bond ($12,500,000) equaled 6.25% of the current value of the buildings and would be in the best interest of the Borough to keep buildings properly Kodiak Island Borough Assembly Minutes July 16, 2009 Page 709 maintained. Approximately 73% of the buildings were school buildings which qualified for a 70% debt reimbursement from the State of Alaska. Assembly member Stutes spoke in support of moving the bond ordinances forward and expressed a concern about securing a bond for maintenance items. Assembly member Branson noted that renovation in the villages were included in the bond ordinances and encouraged the public to become familiar with them. ROLL CALL VOTE ON MOTION CARRIED UNANIMOUSLY: Fulp, Kaplan, Lynch, Stutes, Branson, and Friend. Other Items None. CITIZENS' COMMENTS Mel Stephens spoke against the bond ordinances commenting specifically about the $4.2 million bond proposition that was passed in 2004 to fund vocational education refurbishing. Mr. Stephens spoke against the approval of the Threshold contract, warning the Assembly of being in violation of the Borough's procurement process. ASSEMBLY MEMBER COMMENTS Assembly member Stutes, Kaplan, Lynch, and Branson congratulated Teresa Medina for her receipt of the Employee of the Quarter Award. Assembly member Friend had no comments. Assembly member Fulp was pleased to see the arrival of the cruise ships in Kodiak. Announcements Deputy Presiding Officer Branson announced that the Assembly would meet in a special meeting and work session on Thursday, July 9, 2009 at 7:30 p.m. in the Borough Conference Room. The next regular meeting was scheduled on Thursday, August 6, July 16, 2009 at 7:30 p.m. in the Borough Assembly Chambers. ADJOURNMENT FRIEND moved to adjourn the meeting. ROLL CALL VOTE ON MOTION CARRIED UNANIMOUSLY: Kaplan, Lynch, Stutes, Branson, Friend, and Fulp. The meeting adjourned at 9:50 p.m. ATTEST: Nova M. Javier, C, Borough Cleric KODIAK ISLAND BOROUGH J �rme M. Selby, Mayor Approved: September 3, 2009 Kodiak Island Borough Assembly Minutes f July 16, 2009 Page 710 l Publisher's Affidavit UlgTED STATES OF AMERICA SS: State of Alaska I, the undersigned, being first duty 'sworn, depose and say: I am Editor or Publisher of the Kodiak Daily Mirror, a daily newspaper published in Kodiak, Third Judicial Division, State of Alaska, and that the annexed printed notice was published in said newspaper in issues of the following dates: Ou X Signature of Editor or Publisher SUBSCRIBED AND SWORN to before me this day of .200q ! Hry 01 AR)e NOTARY PUBLIC in and for the State of 'utls tee: 1 Alaska. 11 My Commission expires l NOTICE OF PUBLIC MF_ETINGS ,dt meetings of recognized boards, committees, end commission of the Borough are open to the public, ThunuW& July 30. 2009 7:30 p.m., Assembty Special Meeting and Work Session — Borough Conference Room Tuesdev. August 4. 6:30 p.m Fire Protection Area No. 1 Board Work Session — Bayskle Fire Hall 7 p.m., Womens Bay Service Area Bogrd Regular Meeting Womens Say Fire Hall Wednesday. AumustS. 2009 5:15 p.m., Solid Waste Advisory Board RegL;lar Meeting Borough Conference Room Thilredl Z August 6. 2M 7:30 p.m., Assembly Regular Meeting — Borough Assembly Chambers ASSEMBLY JPECIAL MEETING A.SSENELYSPISMALMEEiNGAGENDA Trim rne�ng was ailed M Naylor ROLL CALL CITIZENS COMMENTS (Limited to Three Minutes per Speaker) CONSIDERATION OF MATTERS IN THE CALL FOR THE SPECIAL MEETING Contract No. FY201 D-h 1 Woodland Acres Paving Project. ADJOURNMENT ASSBMLYVWCRKSE3910f1 WMMVffMYFQLL0MWW7HESP33ALMEM*IG Ali Items listed with an asterisk t7 are proposed under consent agenda. CITIZENS' COMMENTS'(Ltmlted to Three Minutes per Speaker) AGENDA ITEMS 1. Review of KIBC 2.35.010 Conflicts of Interest Code PACKET REVIEW PUBLIC HEARING Ordinance No. FY2010.03 Authorizing the Borough to Issue General Obllgetian Bonds In the Principal Amount of Not to Exceed $75,310.000 to Finance the Planning. Design, end'Construction of School scud Related Capital Improvements in the Borough Including Without Lbnitadon the Reconstruction And Renovat m of the Kodiak High School, and to Submit the Question of the Issuance of Such Bonds to the qualified Voters of the Borough at the Octobers, 2008 Regular Borough Election. Ordinance No. FY201044 Authorizing the Borough to Issue General Obligation Bonds In the Principal Amount of Naito Exceed $12,500,000 to Finance the Panning, Design, and Conshuction of Renswalsand Replacements of Borough Facilities; and to Submit the Question of the Issuance of Such Bonds to the Qualified Voters. of the Borough at the October S. 2009 Regular Borough Ekx ian. UNFINISHED BUSINESS - None NEW BUSINESS CONTRACTS Amending the Motion Previously Adopted at the July 1ii, 2009 Regular Meeting on Contract No. FY2010-01 Kodiak Island Borough Faclities Fuel Oil Delivery. Contract No, IFY201043 Kodiak Road System Trails Master Plan. Contract No. FY2010 -14 Kodiak Schoc s Mechanical Electrical and Plumbing Equipment Seismic Upgrades. RESOLUTIONS ORDINANCES FORINTRODUCTION . - .f...; Ordinance No. FY2010-08 Amending Kodiak Island Borough Code Title 3 Revenue and Fbwm Chapter 3.05 Fiscal PaW Section 3.05.030 Debt PblkJas, OTHER GEMS ` ' Declaring a Seat on the Solid Waste Advisory Board Vacant. Assembly Approval of s Vacation In Accordance With KIBC 16,40 and KIBC 16.90 to Allow a 10 Foot Wide LM14 Easement Over Lot 1A, U.S- Survey 3466 (Originally Created by Plat 80-22) and the Vacation of a Portion of a Driveway and Utility Easement Located Over a Portion of the Same Lot (Casa S09 -021). • Declaring a Sant an the Service Area No- 1 Board Vacant: EXECUTIVE SCION Dtseuaalon of Attorney's Opinion Regarding Reoonsideratkin. NOTICE OF PURLIC HfARING The Kodiak Island Borough Assembly will hold a publlc hawing on Thursday, August 0, 2009 at 7:30 pin. In the Borough Assembly Chambers to haw comments on: Ordinance No. FY2010433 Authorizing the Borough to Issue General Obligation Bonds In the Principal Amount of Not to Exceed $70,310,00D to Finance the Planning, Design, and Construction of School and Related Capital Improvements in the Borough Including Without Limitation the Reconstruction and Renovation ofthe Kodiak High Ste, and to Submit the Question of the Issuance of Such.Bonds,to the Qualified Voters of the Borough at the October 6, 20D9 Regular Borough Election. Ordinance No. I=Y2010-04 Authorizing the Borough to Issas General Obligation Bonds In the Principal Amount of Not to Exceed $12,500,000 to Finance the Planning, Dssigq, and Construction of Ranewsln and Replacements of Borough Facilities; and to Submit the Question of the Issuance of Such Bonds to the QualRRed Voters of the Borough at the October 8, 2009 Regular Borough Election. ,i3FIEN= Kodiak Fisheries Research Center Interpretive Center and Touch Tank (On Near Inland) annoiincee U[ lUMmbr Hoom., Monday— F,fday, Sam to 5,30pm; Sefimley- gain to 5:30pm; Sunday Closed. Drd � Igr MVWS Is a reduced rate for residential garba0g cps amm who We 65 and oklal� �Iease.calR dni:r�r�7iy„d:. UNITED STATES OF AMERICA State of Alaska 1 tili�••R�N �. ,1 • �(3 ARP •; •:;�of sios EKpte� !t SS: I, the undersigned, being hrstdWY sworn, depose and say: I am Editor or Publisher of the Kodiak Daily Mirror, a dafly newspaper published in Kodiak, Third Judicial Division, State of Alaska, and that the annexed panted notice was published in said newspaper in issues of the following dates: X_ Signature of Editor or publisher SUBSCRIBED AND SWORN to before r-(] me this ` of z01.T 1 NOTARY pUBLIC in and for the State of Alaska. My CoMmission expires •3 a�T All meetings of recognized boards, Committees, and commissions of lire Borough are open to the aubiK 5.15 p.m.. 5olki Wade Advisory Board Regular Meeting - Borough Conference Boom ThuiNiMLAIMIN 6- 2M 7:30 p.m., Assembly Regular Meeting - Borough Assembly Chambers ?7p m., parks era Recreation Committee Regular Meeting - School District Conference Room 7:30 p.m., Planning and Zoning Commission Work Session - Borough Conference Room 7:30 p.m., Assembly War1t Session - Borough Conference Room AS95QaLTKWJuWq%w.FVGAI3ENDA All items listed wfth an asterisk M are proposed under consent agenda. CITIZENS' COMMENTS (Limited to Three Minutes per Speaker) PUBLIC HEARINC3 ordinance No. {- Y2D10 -03 Authorizing the Borough to Issue General Obligation Bonds in the Principal Amours ing Design, an Related I of Not to Exceed $76,310,00 the emeMo the h I nQ ho Hatioih� Raconslntclion d R novatlon of theKadi k Capital School, and to in the Question of the issuance of Such Bonds to the Ouatlned Voters of the Borough at the October 8, 2o0g Regular Borough Election. ordinance No. FY2010 -04 Authorizing the Borough t pIgn end Construction oBR newels and Replacements of Not to Exceed $12,504,000 to Finance the Planning, of Borough Facilities; and to Submit the Quue o Ele" issuance of Such Bonds to the Qualified Voters of the Borough at the October 8, 2009 Reg UNFINISHED BUSINESS - None NEW BUSINE63 CONTRACTS ular Meeting on Contract No. FY2010 -01 Amending the Motion Previously Adopted at Ore July , 2009 Reg Kodiak Island Borough FaciHOes Fuel Oil Delivery, Conbrsct No. FY201043 Kodiak Road System Traits Master Plan. Contract No. FY2010 -14 Kodiak Schools Mechanical Electrical and Plumbing Equipment Seismic Upgrades. RESOLUTIONS - None. ORDINANCES FOR INTRODUCTION ordinance No. FY2010 .05 Amending Kodiak island Borough Code Title 3 Revenue and Finance Chaptaf 3. Fiscal Policy section 3.05.030 Debt PoMlcia& OTHER ITEMS • Advisory Board Vacant Declaring a Seaton the soli! Waste AsssmbtY APP�aI of ai Vacation in Accordance With y Cr led b aplaK60 -22) an the Allow 0of a Portion Utility Easement Over tot 1A, U.S. Survey 3488 (OtiginalEy Greeted by of a Driveway and Utility Easement Located Over a Portion of the Some Lot (Case SOg -021). Declaring a seat on the Service Area No.1 Board Vacant. Kodiak Fisheries Research Canter Interpretive Center e h Yank (On Near island) announces dew gummet: t� ��y- Friday, 8 a.m. to 5:30 p.m.; Saturday- 9 a.m. to 6-30 P.M.; Sunday Closed. Did you know there Is a reduced mite for residential garbage customers who are 8fi and older? Please call 488 -9323 for details. , VWV tiedtakakMi to get an e-mai, not freabon once agendas, packets, newsletters, or You may sign -up online at _ - posted n the Web. minutes of the Assembly are po — T- 1131 !042 486 -9310 12009 Salesperson: Roby Total 258.57 '{erence: Total: 258.57 Tax: 0.00 Net: 258.57 Prepaid: 0.04 Toted Due 258.57 CERTIFICATE OF CLERK I, NOVA JAVIER, Clerk of the Kodiak Island Borough (the 'Borough ") HEREBY CERTIFY that the document attached hereto is an accurate and complete copy of the minutes of the August 6, 2009 Borough Assembly Meeting, showing public hearing and adoption of Ordinance FY2010 -03, and that said meeting was duly called and held with a quorum acting throughout. 2013. IN WITNESS WHEREOF, I have executed this certificate this 12th day of March L�g1.AND �0n KIB General Obligation School Bonds CERTIFICATE OF CLERK i %DrxsW10160031C1oshg Does 20131CBrtiftwes Of Clerk.Dacx I WA NOVA JAVIER, VVC Borough Clerk Kodiak Island Borough KODIAK ISLAND BOROUGH Assembly Regular Meeting August 6, 2009 A regular meeting of the Kodiak Island Borough Assembly was held on Thursday, August 6, 2009 in the Assembly Chambers of the Kodiak Island Borough Building, 710 Mill Bay Road. The meeting was called to order at 7:30 p.m. The invocation was given by Captain John Quinn of the Salvation Army. Mayor Selby led the Pledge of Allegiance. Present were Mayor Jerome Selby, Assembly members Pat Branson, Jerrol Friend, Judy Fulp, Dave Kaplan, Chris Lynch, and Louise Stutes. Staff members present were Manager Rick Gifford, Community Development Director Bud Cassidy, Engineering and Facilities Director Woody Koning, Finance Director Karl Short, Deputy Clerk Marylynn McFarland, and Assistant Clark Jessica Kilbom. BRANSON moved to excuse Assembly member Jeffrey who was out on personal leave. VOICE VOTE ON MOTION CARRIED UNANIMOUSLY. APPROVAL OF AGENDA AND CONSENT AGENDA BRANSON moved to approve the agenda and consent agenda. VOICE VOTE ON MOTION CARRIED UNANIMOUSLY. APPROVAL OF MINUTES A. Regular Meeting Minutes of June 4, 2009 and July 2, 2009, and Special Meeting Minutes of June 25, 2009 and July 9, 2009 were approved under the consent agenda. AWARDS AND PRESENTATIONS CITIZENS' COMMENTS Pam Mremmm, Parks and Recreation Committee Vice -Chair spoke in favor of Contract FY2010- 13. COMMITTEE REPORTS Assembly member Stutes reported on the Providence Kodiak Island Counseling Center Advisory Council meeting. Assembly member Kaplan reported on the activities of the Parks and Recreation Committee. Assembly member Branson reported that the Providence Alaska Region Board wilt hold a board and community meeting on Tuesday, September 22, 2009. PUBLIC HEARING A. Ordinance No. FY2010 -03 Authorizing the Borough to Issue General Obligation ponds in the Principal Amount of not to Exceed $76,310,000 to Finance the Planning, Design and Construction of School and Related Capital Improvements in the Borough Including Without Limitation the Reconstruction and Renovation of the Kodiak High School, and to Submit the Question of the Issuance of Such Bonds to the Qualified Voters of the Borough at the October 6, 2009 Regular Borough Election. Kodiak Island Borough Assembly Minutes August 6, 2009 Page 712 KAPLAN moved to adopt Ordinance No. FY2010 -03. Mayor Selby noted that a substituted version of Ordinance No. FY2010 -03 which included corrections that were made at the last Assembly work session was provided to the Assembly. The Kodiak Island Borough School District (KIBSD) desired to renovate the Kodiak High School and construct additional facility space. Educational requirements had changed since Kodiak High School was originally constructed in 1966 as a regional education center. The instructlonal space available for Kodiak High School did not suppot# the Instructional programs which were needed to prepare high school students for success in the world marketplace. The state debt service reimbursement plan provided that the State of Alaska would reimburse the Borough for not less than 60% of debt service on the eligible portion of bonds authorized by the qualified voters of the Borough between October 1, 2006 and November 30, 2010, to pay costs of school construction, additions to schools, and major rehabilitation projects. Total principal and interest costs would be $120,465,845, after state reimbursement of approximately 60% the total cost to the Borough would be $48,186,338 and could require a mill rate increase of 2.64 Mills. KIBSD's educational mission was severely compromised by facility limitations at the high school. KIBSD Superintendent McDonald provided the Assembly with additional information regarding the ordinance. He spoke on the needs of the students and the community to meet the education requirements provided at the high school facility. FRIEND moved to amend Ordinance No. FY2010 -03 by substitution. ROLL CALL VOTE ON MOTION TO AMEND CARRIED UNANIMOUSLY: Fulp, Kaplan, Lynch, Stutes, Branson, and Friend. Mayor Selby opened the public hearing. Bob Brodie_, Carson Schick, M2 Schick. Angela Eastman, 49§12 L ird Solvei hristenson, PegaTuttle. Ni c Watkins and Roger EgRIle spoke in favor of Ordinance No. FY2010 -03 and commented on the health, safety, and educaton concerns facing KHS students. Lu Stihl Wirz and Charlie Davidson urged the Assembly to support Ordinance No. FY2010-03. Ma[y Forbes spoke in support of Ordinance No. FY2010 -03 and commended KHS students for speaking to the Assembly in support of the ordinance. Mayor Selby closed the public hearing. Assembly members Branson, Kaplan, and Stutes commended the community's involvement in support of Ordinance FY2010 -03. ROLL CALL VOTE ON MAIN MOTION AS AMENDED CARRIED UNANIMOUSLY: Friend, Fulp, Kaplan, Lynch, Stutes. and Branson. Kodiak Island Borough Assembly Minutes August 13, 2009 Page 713 B. Ordinance No. FY2010 -04 Authorizing the Borough to Issue General Obligation Bonds in the Principal Amount of Not to Exceed $12,500,000 to Finance the Planning, Design, and Construction of Renewals and Replacements of Borough Facilitles; and to Submit the Question of the Issuance of Such Bonds to the Qualified Voters of the Borough at the October 6, 2009 Regular Borough Election. KAPLAN moved to adopt Ordinance No. FY2010 -04, The Borough currently owned over $200,000,000 worth of buildings as reflected on the values listed on the insurance schedules. The number did not Include the cost of the land or site Improvements. Part of the cost of ownership was to renew and/or replace parts of these buildings. The proceeds of the bond ($12,500,000) equaled 6.25% of the current value of the buildings. It was in the best interest of the Borough to keep the buildings properly maintained and deferred maintenance would cost more In the long run. Approximately 73% of the buildings were school buildings which qualified for a 70% debt reimbursement from the State of Alaska. Total principal and interest costs would be $19,841,337, after state reimbursement of approximately 51% the total cost to the Borough would be $10,138,923 and could require a miff rate Increase of .53 mills. Engineering and Facilities Director Koning provided additional Information regarding Ordinance No. Y2010 -04. Mayor Selby opened the public hearing. figb Brodie spoke in support of Ordinance No. FY2010 -04. S lvef Christ neon requested clarification be provided to voters about the specifics of each bond ordinance so that it was understood that the ordinances were two distinct issues. Mayor Selby closed the public hearing. Mayor Selby noted that there were no overlaps of either the two ordinances or the funds that would be passed by voters and directed staff to provide information to the public showing a probable rate that the bonds would be sold at. Assembly members spoke in favor of clarification of the two ordinances so the public would clearly understand the two ordinances were separate issues. ROLL CALL. VOTE ON MOTION CARRIED UNANIMOUSLY: Kaplan, Lynch, Stutes, Branson, Friend, and Fulp. BOROUGH MANAGER'S REPORT Manager Gifford reported the following: • Reported on the results of the Junk Vehicle Disposal program. • Provided an update on the construction projects. • Recommended cancelling the work session of August 13 and the regular meeting of August 20 due to a lack of Items for the agenda. Consensus of the Assembly was given. Assembly member Friend asked that information be provided to property owners of the Woodland Acres Subdivision regarding development issues due to the paving of the subdivisions roads. Kodlak island Borough Assembly Minutes August 6, 2009 Page 714 MESSAGES FROM THE BOROUGH MAYOR Mayor Selby reported on his attendance at the National Association of Counties (NACo) Annual Conference. Proposed resolutions and platform changes presented at the conference were made available to the Clerk's office. Mayor Selby provided explanation on the proposed changes to the Clean Waters Act which would affect future development near creeks and streams in the Kodiak area. He also reported that there would be a local legislative delegation that would be traveling to Washington D.C. to meet with the Borough lobbyists and Alaska congressional delegation. UNFINISHED BUSINESS None. NEW BUSINESS Contracts A. Amending the Motion Previously Adopted at the July 16, 2009 Regular Meeting on Contract No. FY2010 -01 Kodiak Island Borough Facilities Fuel Oil Delivery. BRANSON moved to amend the motion adopted at the July 16, 2009 regular meeting authorizing the manager to execute Contract No. FY2010 -01 with Petro Star, Inc of Kodiak, Alaska for a three year contract based on a margin FROM I.1 f� above the weekly average of the posted Seattle OPIS price TO .25 above the weekly average of the posted Seattle OPIS price. Contract No. FY2010 -01 was approved by the Assembly on July 16, 2009 under the consent agenda. What was reflected on the agenda statement summary was correct; however, the motion that was indicated in the original agenda statement was incorrect and needed to be corrected for the record. ROLL CALL VOTE ON MOTION CARRIED UNANIMOUSLY: Lynch, Stutes, Branson, Friend, Fulp, and Kaplan. B. Contract No. FY2010 -13 Kodiak Road System Trails Master Plan. KAPLAN moved to authorize the manager to execute Contract No. FY2010 -13 with Alta Planning and Design of Portland, Oregon for the Kodiak Road System Trails Plan in the amount not to exceed $128,013. Assembly member Lynch declared a conflict of Interest regarding the contract because she was part of the design team. Mayor Selby ruled in favor of the declaration and asked Assembly member Lynch to step down from the dais. Parks and Recreation Committee members worked through the process of selecting a contractor to perform the Road System Trails Master Plan. Nine planning firms responded to the Borough's Request for Proposals (RFP). Three firms were *short listed" and travelled to Kodiak to participate in an interview process, where they were rated and ranked. After the interview process the Committee chose ALTA Planning and Design to perform the work. ALTA had a strong background of trails planning, and included on its team was Mr. Matt Hastie who had developed a successful public participation program and project wabsite for the KIB Comprehensive Plan that was completed during past years. Funds for the planning project would include primary funding through the Community Development Department budget and a State of Alaska CIAP grant of $23,500 which included another $80,000 to "Improve" or "harden" various trails with what was known as geo- block. It Kodiak Island Borough Assembly Minutes August 6, 2009 Page 715 was noted that much of the preliminary work had been performed by the Borough which would reduce the ultimate price of the contract. ROLL CALL VOTE ON MOTION CARRIED UNANIMOUSLY: Stutes, Branson, Friend, Fulp, and Kaplan. C. Contract No. FY2010 -14 Kodiak Schools Mechanical Electrical and Plumbing Equipment Seismic Upgrades. BRANSON moved to authorize the manager to execute Contract No. FY2010 -14 with Parkhurst Mechanical, LLC for the Kodiak Area Schools Mechanical, Electrical, and Plumbing Seismic Upgrades in an amount not to exceed $127,340. The contract was for the Kodiak Area Schools Mechanical, Electrical, and Plumbing Seismic Upgrades as shown on construction documents prepared by Jensen Yorba Lott, Inc. The project was to be funded In part by a FEMA HMGP Grant in the amount of $132,249 and other funds were to be determined. Bids were received in response to KIB's Invitation to Bid dated June 26, 2009. Parkhurst Mechanical, LLC. was the low bidder for the project. ROLL CALL VOTE ON MOTION CARRIED UNANIMOUSLY. Branson, Friend, Fulp, Kaplan, Lynch, and Stutes, Resolutions None. -- Ordinances for Introduction A. Ordinance No. FY2010 -05 Amending Kodiak Island Borough Code Title 3 Revenue and Finance Chapter 3.05 Fiscal Policy Section 3.05.030 Debt Policies. KAPLAN moved to adopt Ordinance No. FY2010 -05 in first reading to advance to public hearing at the next regular Assembly meeting. The ordinance would update the debt policies of the Borough, The Borough had a very conservative debt policy and in many ways it made sense to not have it so restrictive. The reasons for this were; 1. The State of Alaska generally reimbursed the Borough for 60 to 70% of its debt. 2. Under the Governmental Accounting Standards Board (GASB) the State reimbursement was not considered In the net bonded debt calculation but was a very real commodity. 3. General Fund expenditures made up -a very small percentage of total Borough revenues. 4. The financial stability of the Borough was further enhanced by the Facilities Fund which did not exist when the policies were originally adopted. The ordinance would change the net debt as a percentage of the estimated market value of taxable property from five percent to fifteen percent. The International City /County Management Association (ICMA) in its publication `Evaluating Financial Condition- recommended that a government's net debt should not exceed 10 percent and what was left out of the formula was the large amount of State reimbursement for the Borough's debt. The ordinance would remove the paragraph stating: "The ratio of debt service expenditures as a percent of governmental fund expenditures should not exceed 20 percent". Generally the ratio was for debt service expenditures compared to governmental revenues. The general fund In the Borough was a very small part of its total operations. Kodiak Island Borough Assembly Minutes August 6, 2008 Page 716 ROLL CALL VOTE ON MOTION CARRIED FIVE TO ONE: Friend, Fulp, Kaplan, Lynch, and Branson (Ayes); Stutes (No). Other Items A. Declaring a Seat on the Solid Waste Advisory Board Vacant, This item was approved under the consent agenda. Mr. Rick Pillans verbally advised the Clerk's Office on July 14, 2009 of his resignation from the Solid Waste Advisory Board. The Assembly accepted, with regret, the resignation of Mr. Pillans for a term to expire December 31, 2009 from the Solid Waste Advisory Board and directed the Borough Clerk to advertise the vacancy per Borough Code. B. Assembly Approval of a Vacation in Accordance With KIBC 16.40 and KIBC 16.60 to Allow a 10 -Foot Wide Utility Easement Over Lot 1A, U.S. Survey 3466 (Originally Created by Plat 80 -22) and the Vacation of a Portion of a Driveway and Utility Easement Located Over a Portion of the Same Lot. (Case S09 -021) BRANSON moved to approve the vacation of a 10 -foot wide utility easement over Lot 1A, U.S. Survey 3466 (originally created by Plat 80 -22) and the vacation of a portion of a driveway and utility easement located over a portion of the same lot. The petitioner requested the vacation of a 1 0400 utility easement located on a portion of land that was acquired from the Borough In 2008. The easement was located in an area where the petitioner was planning to build a residential addition. In addition, a portion of the driveway and utility easement was to be vacated which was no longer necessary to serve the petitioner's lot since they had acquired the portion of land from the Borough on which the portion of easement was located. The Planning and Zoning Commission at its July 15, 2009 regular meeting agreed with the request to vacate the easements and recommended approval to the Assembly based on the condition of approval that the vacation would be reviewed and approved by the Assembly prior to the granting of final plat approval, ROLL CALL VOTE ON MOTION CARRIED UNANIMOUSLY: Fulp, Kaplan, Lynch, Stutes, Branson, and Friend. C. Declaring a Seat on the Service Area No. 1 Board Vacant. This Item was approved under the consent agenda. Ms. Sharon Lea Adinolfi submitted a letter of resignation from the Service Area No. 1 Board on July 24, 2009, for a term to expire October 2011. The Assembly accepted, with regret, the resignation of Ms. Adinolfi for a term to expire October 2011 from the Service Area No. 1 Board and directed the Borough Clerk to advertise the vacancy per Borough Code. CITIZENS' COMMENTS Pam Foreman thanked the Assembly for approving Contract No. FY2010 -13. ASSEMBLY MEMBER COMMENTS Assembly member Lynch had no comment. Assembly member Stutes thanked the public for testifying on issues that were presented to the Assembly and commended the students who spoke in support of Ordinance No. FY2010 -03. Kodiak Island Borough Assembly Minutes August 6, 2009 Page 717 Assembly member Friend spoke on the new street lighting on Rezenof Drive and thanked all who participated In the project, and thanked the students and public for testifying on Ordinance No. FY2010 -03. Assembly member Kaplan wished everyone a great weekend. Assembly member Fulp spoke on local reunions that were being held, thanked CDD Director Cassidy for acting as the Administrative Official In the absence of the Manager, thanked Manager Gifford for submitting the letter to the State urging re- painting of the Near Island bridge, and thanked Assessor Tom Anderson for his hard work as the Borough Assessor and wished him well in Kenai. Assembly member Branson was impressed with the progress of the construction projects, expressed Interest in the possibility of the Legislature overriding the Govemor's veto on the $28 million dollar stimulus money, and alerted community members aged 65 and older that there were support systems in place to help cover the $70 /month tax exemption rate Increase mandated by the state. Announcements Mayor Selby announced that the Assembly would hold a special meeting an Tuesday, August 18, 2009 at 7 :30 p.m. In the Borough Assembly Chambers. The Assembly would meet in a work sesslon on Thursday, August 27, 2009 at 7 :30 p.m. in the Borough Conference Room. The next regular meeting was scheduled on Thursday, September 3, 2009 at 7:30 p.m. In the Borough Assembly Chambers. Mayor Selby urged the public to attend a luncheon and to participate in discussion with the University of Alaska Fairbanks Chancellor on Thursday, August 20, 2008 at 12 p.m. at the Kodiak inn. ADJOURNMENT BRANSON moved to adjoum the meeting. ROLL CALL VOTE ON MOTION CARRIED UNANIMOUSLY: Kaplan, Lynch, Stutes, Branson, Friend, and Fulp. The meeting adjourned at 9:05 p.m. KODIAK ISLAND BOROUGH S=-�- Afrome M. Selby, Mayor Approved: October 15, 2009 Kodiak Island Borough Assembly Minutes August 8, 2009 Page 718 PROM CTHU>rrEH 20 2010 11:2v /fT. 11:24 /HO. 7a00000g9IF p 1 5. j L UNITED STATES OF AMERICA State of Alaska SS: I, the undersigned, being first duly sworn, depose and say: I am Editor or Publisher of the Kodiak Daffy M iror, a dally newspaper published in Kodiak, Third Judicial Division, a E � 9 1 State of Alaska, and that the annexed Im �ro F x x printed notice was published In said newspaper in issues of the following ° Z 0 x s M O dates: =r � � � IL m C• Exx B� on Q g • I Cr Cr C Signature of Editor or Publisher ( S tZ SUBSCRIBED AND SWORN to before i fig I X O 1nE "6dayouab=LP83 FA 10 r- o I= !!11 0 NOTARY PUBLIC to and for the State of � ' Aladm ap o F Z „A? My Commissl€on expires L x.40 -0 f=V OF Kodiak Island Borough NOTICE of REGULAR ELECTION NOTICE IS HEREBY GIVEN that the Regular Election will be held on Tuesday, October 6, 2009 for the purpose of electing the following officials to three -year seats, BOROUGH ASSEMBLY —Two Seats BOROUGH SCHOOL BOARD —Two Seats FIRE PROTECTION AREA NO.1 BOARD —Two Seats SERVICE AREA NO.1 BOARD TWo Seats BAY VIEW ROAD SERVICE AREA BEARD — Two Seats MONASHKA BAY ROAD SERVICE AREA BOARD — Two Seats WOMENS BAY SERVICE AREA BOARD —Two Seats NOTICE IS HEREBY ALSO GIVEN for the purpose of voting on the following propositions: PROPOSITION NO.1 NN0A Q6hWION. BONDS - $76.310.000 - KODIAK HIGH SCHOOL_ Shall the Kodiak Island Borough Incur debt and issue general obligation bonds in an amount not to exceed Seventy Six Million Three Hundred 'and Ten Thousand Dollars ($76,310,000) for the purpose of paying the cost of planning, design, construction, furnishing arid, equipping of school and Halsted capital ImproVernents In the Borough, including without Urnitabon the projects described below? GENERAL OBLIGATION BONDS FOR ISCHEWALS j&tJD EULACEMENTS OF BOROUGH FACILgL ' Shall the Kodiak Island Borough incur debt and Issue general obligation bonds in an amount'not to exceed Twelve Million Five Hundred Thousand !Dollars (2,500,000) to finance the planning, design and constructlon of renewals and replacements of Borough buildings and other fad dlea7 73% of these projects -are school related. VOTEROUALIEICATIONSAND INSTRUCTIONS FOR RFGI8TRAT'ION: KIBC7.2I1.010Qualitications i orvoters. A person Is qualified to vote In borough -wide elections who is a citizen ofthe United States; is' 18 years of age or older, has been a resident of the borough and ttie precinct In which the person seeks to vote for at feast 30 days preceding the election; is registered to vote in state elections at a residence. I address within a munkxpafify at least 30 days before the bledion at which the person seeke.tD vote; ? has registered before the - election as required under AS 15.07 and not registered to vote in another jurisdiction: and is not disqualified underArtlde V of the Stabs Corptitution. A person I$ qualified to vote In a service area election ff the person meats the above requirements and has been a resident of the service area in which the person seeks to Vote for at Ieslst thJTty (30). days immediately preceding the election. If a voter's polling place is In question, a voter shall be aliowed to vote and any election offiaal shall consider the ballot as a questioned ballot. A person may register to vote at the Borough Clerk's Offer, City Clerk's Office, State Trooper's Office, and City of Kodiak Library. A person can also go online j at www slectians-alsaka.aov or to printout a registration fprm- POLLff4i3 PLACES: The precincts and polling places of the Kodiak Island Borough established by the Stab .ofAlaska are as fbllows: 36=0 Cape Chiniak Precinct XWS Flats Precinct 381815 Kodiak Island South Precinct tl 381818 Kodiak Precinct No, 1 I 381820 Kodiak Precinct No. 2 k 361872 Mission Road Precinct X 5 Old Harbor Precinct 381635 Ouzinta Precinct 36M4.5 Port Lions Prednct Chlnlak Public Library Womens Bay Fire Hall Larsen Bay Community ' Hail (Encompasses the City of Larsen Bay, City ofAkhiok, and Kaduk) Harbormaster Budding Community Teen Center Bayside Fire Hail Old Harbor Senior Center Ouzinkie Community Center Port Lions Community Building i SLING HOURS: The polls are open from 7 a.m. to 8 p.m. on Election Day. I tN.. : If you will be away from home during this election, you may vote an absentee balm in person from September 21, 2009 through October 5, 2009. Absentee vating in pennon Is available in the Borough Clerk's Office, Room 101. from 8 a.m. to 5 p.m., Monday through Friday. Please bring your voter lard or picture identification with you, BY You may submit an absentee ballot by mail request and a ballot will be mailed to you. The absentee ballot by mailrequest farm must be received by mail or by electronic transmission by the cleric not less then seven (7) days before the elesdlon. If you have questions please call 1907) 486 -9310 or toll free 1 -S00 -478 -5736. )00131 )12574 7)486 -9310 0212009 Salesperson: Roby Total 319.41 Reference: Total: 319.41 Tax: 19.16 Not: 338.57 Prepaid: 0.00 Total Due 338.57 P'ublisher's Affidavit UNITED STATES OF AMERICA State of Alaska {ll''�ptP► "N �� 4rE of � 1antx4'� SS: I, the undersigned, being first duly sworn, depose and say: I am Editor or Publisher of the Kodiak Daily Mirror, a daily newspaper published in Kodiak, Third Judicial Division, State of Alaska, and that the annexed printed notice was published in said newspaper in issues of the following dates: 9 /1 / 9 /1" t, 4 X. ��! - Owv"AL� Signature of Editor or Publisher SUBSCRIBED AND SWORN to before NOTARY PUBLIC in and for the State of `� 2( 8 Commission expires KODIAK I$L,Ahip SOROUGH NOTICE OF E)0$T1NG SONDED INDISTEDNESS as of June 30"2009 4 , L - n- 471,60(b) and KIBC 110 000 requiring - f_'Orauarlt to AS L (d) govammental units to pubh§h Mdcd Q S9!Mng 96nded Indebtedness 606M general obligation bond elections, the Kodiak Island Borough pubhshds the fallowing nohca 14�.'FYY� One 30 , 20.101. AlIft A012' 20113 . ' *4- .r. . X18 2820 M23 , 24 1695 0-0 . GENERAL OBLIGATION BONDS Authorized But Unsold -0- -0- -0- ?009 (refunding Issue) -0 Bond Principal 2,880,000 2,795,000 2,w,000 2,8513,000 1,265,000 1,315,000 1,37fl,000 1,425„ ODD 4,4$6,000 .1;550;000 1,620,000 1,ss5,0o0 1.78.9,000 1,845;000 1,930,000 1,330,040, 540.000 , 585,000 595,000 30,950,000 TW, bm January 1, 2009 Ka G. short Nova M. Javier, MMC �+Ir Borough Clark InUM110 09 gads 1R8�6,821 9,518;159 1.413,108 x,319,381 1,232.831 1,194,031 1,183,081 1.114,311 1,056.009 1,025,189 67'.,849 916,086 861.337 801,943 MAN 664,930 624,450 623,000 e24.750 19,475,074 $1,032,294,760 h• -�H� rt A loop ft�, Balance 6/30/2009 356,000 310,000 7,485,000 9,805,000 7.766,000 51446.' " .1000 Total filncrpal and Interest 4,,295ja21 4,313,159 3,9w.106 3,988,381 2,407.831 2,509,01 2,523,081 2,539,311 . 2,551,099 2,575,199 2,592,949 2,601,080 2,621;337 2,848;943 .2,663,630 1,994,930 1,164,460 1,188;000 1,246,750 50,4;35��- -0.-__7 SUBSCRIBED AND SWORN to before NOTARY PUBLIC In and for the State of Commission expires 1� CTRU)P69 as 2010 11 iO4"T. 11:00 //io.7400000004 P 1 1 I 4 1 J I t11 114 41I I 14 r FAJ UNITED STATES OF AMERICA z w� lot Y State of Alaska r �i o1 a� LL I �t I I 1 l r I i f t I t Y <a r ddIa 1j E i; a 1 1 0000 :g az #� 1 00001 F mmm I NOTA4Y usuz k _- -m � �NT I, the undersigned, being first duly sworn, depose and say: I am Fditor or Publisher of the Kodiak Daily Mirror, a daffy newspaper published in Kodiak, Third Judicial Division, State of Alaska, and Ont the annexed printed notice was published in said newspaper in issues of the following dates: 1D D Signature of Editor or Publisher SUBSCRIBED AND SWORN to before me" � day 2x1,3 Pj NOTARY PUBLIC In and for the Stale of Alaska My Commission expires f 3 0 �1 v 91- % It I qe g gill � Is W Ron s F is gill 1.19 $a MU.5 x 2. 1 p 1:say 3' a jig i. I lot n r U0 B -V ,19 . 'c w l � v W-IT 0 .1 'It 1111111111�1 =CD U) O0 ed O ~ 2mW J 0 a g �'� u i g acW a�� I sill Am I m 1 1$ 1 1 1 1 1 1 1 1 1 1 1 9cns] tia� �r 11111.1111111 M !'! 11l I1l 11111l1111111!l1111lLIII!!!!11! 1 BOX f I lt To 1 I 1 a I ! LA ! c 2 CO CL 'Roll mom, $ „� �■ 6 v� m CERTIFICATE OF CLERK I, NOVA JAVIER, Clerk of the Kodiak Island Borough (the "Borough "), HEREBY CERTIFY that the document attached hereto is an accurate and complete copy of Resolution FY2010 -09 of the Borough adopted by the Borough Assembly at a meeting duly called and held October 15, 2009, and that Resolution FY2010-09 has not been modified, amended, repealed, or rescinded, but is in full force and effect on the date hereof. 2013. IN WITNESS WHEREOF, I have executed this certificate this 12th day of March /S�P►N0 e0 r 0 ��So KIB General Obligation School Bonds CERTIFICATE OF CLERK I', 1Ooc3141a16W3%C10$mg pots 29131CeMlicates Of Clerk Do= - -Apr-A- -A - NOVA JAVIER, MMC Borough Clerk Kodiak Island Borough 6 7 8 9 10 11 12 13 14 15 16 17 18 I9 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 40 41 42 43 44 45 46 47 48 49 50 Introduced by: Requested by: Drafted by. Introduced: Adopted: KODIAK ISLAND BOROUGH RESOLUTION NO. FY2010 -09 KIS Assembly Borough Clerk Borough Clerk 19!1512009 10115/2009 A RESOLUTION OF THE ASSEMBLY OF THE KODIAK ISLAND BOROUGH RATIFYING AND CERTIFYING THE RESULTS OF THE MUNICIPAL ELECTION HELD OCTOBER 6, 2009 WHEREAS, the Kodiak Island Borough held a Regular Election on October 6, 2009, at which time, candidates for the following offices were voted on: BOROUGH ASSEMBLY - Two Seats BOROUGH SCHOOL BOARD - Two Seats FIRE PROTECTION AREA NO.1 BOARD - Two Seats SERVICE AREA NO.1 BOARD - Two Seats BAY VIEW ROAD SERVICE AREA BOARD - Two Seats MONASHKA BAY ROAD SERVICE AREA BOARD - Two Seats WOMENS BAY SERVICE AREA BOARD - Two Seats WHEREAS, the following propositions were submitted to the qualified voters in the Kodiak Island Borough; and Shall the Kodiak Island Borough incur debt and issue general obligation bonds i67n-amount not to exceed Seventy Six Million Three Hundred Ten Thousand Dollars ($76,310,000) for the purpose of paying the cost of planning, design, construction, furnishing and equipping of school and related capital improvements in the Borough, including without limitation the projects described below? PROPOSITION NO. 2 GENERAL OBLIGA 1 N RENEWALS AND REPLACEMEN BOROUGH ILI E Shall the Kodiak Island Borough incur debt and issue general obligation bonds in an amount not to exceed Twelve Million Five Hundred Thousand Dollars ($12,500,000) to finance the planning, design and construction of renewals and replacements of Borough buildings and other facilities? 73% of these projects are school related. WHEREAS, the Canvass Board of the Kodiak Island Borough met on October 8 and 14 and tallied the votes of Write -Ins, Absentee Ballots, Questioned Ballots, and Personal Representative Ballots together with votes counted on election night; and WHEREAS, the tallies as recorded by the Canvass Board are as follows. KODIAK ISLAND BOROUGH ASSEMBLY - TWO SEATS, THREE -YEAR TERMS Chris Lynch 1268 DavidKing ............................................... ............................... 928 Steve Branson ............................................... ............................... 774 JerrolFriend ............................................... ............................... 1063 Write -Ins ............................................... ............................... 48 Kodiak Island Borough, Alaska Resolution No. FY2010 -09 Page 1 of 4 KIB SCHOOL DISTRICT BOARD OF EDUCATION - TWO SEATS, THREE -YEAR TERMS PetalRuch ................ . . ............................... . ....... .................. 1592 Norman Wooten . ........ ............................... 1753 . .... ..... Write -Ins GeorgeLee ............................................ I.............................. 114 FIRE PROTECTION AREA NO. 1 BOARD - TWO SEATS, THREE -YEAR TERMS ....... ,...................... .............................................. ............................... Rebecca Nelson ....... ....... o 722 ... ...... , , , , ... _ ........... Write -Ins Only the top three are listed below: 85 ScottL. Arndt ............................... ............. 14 . , ..... I .......................... CliffDavidson ....................... ..................,. .....,,........................ 7 JamesR. Mullican .................................... 4 ........... _...,.......................... SERVICE AREA NO. 1 BOARD - TWO SEATS, THREE -YEAR TERMS Write -ins Only the top three are listed below: 144 Charles F. Lorenson ...................... ............................... 19 . .. Alan Torres ............. , ........... ............................... 14 , .................... ScottL. Arndt ............................................ ............................... 8 BAYVIEW ROAD SERVICE AREA BOARD - TWO SEATS, THREE -YEAR TERMS Write -ins Only the top three are listed below: 24 ReedOswalt .......... , . .. ............................... 6 Fred Roberts ...............................,.,............. 3 ............................... JamesSchauff 3 ............... ...,..................,._....... ....,.......................... MONASHKA BAY ROAD SERVICE AREA BOARD - TWO SEATS, THREE -YEAR TERMS DarleneTurner ............................................... ............................... 54 Write -ins Only the top three are listed below: 28 BruceMcNeil ........ ............................... . .... . ................. 3 DavidSundberg ...... I ...... , ................................. ............................... I DonFox ............................................... ............................... 3 WOMENS BAY SERVICE AREA BOARD - TWO SEATS, THREE -YEAR TERMS David Conrad . — ... .. .................... ................ ..................... 203 Write -ins Only the top four are listed below: 39 GeorgeLee .............. - ................................ 14 JamesCobis ....... ,...................... .............................................. ............................... 2 JimRippey ............................................... ............................... 2 EdGondek ............................................... ............................... 2 Kodiak Island Borough, Alaska Resolution No. FY2010 -09 Page 2 of 4 PROPOSITION NO.1 Shall the Kodiak Island Borough incur debt and issue general obligation bonds in an amount not to exceed Seventy Six Million Three Hundred Ten Thousand Dollars ($76,310,000) for the purpose of paying the cost of planning, design, construction, furnishing and equipping of school and related capital improvements in the Borough, including without limitation the projects described below? Yes.......... ................................ ............................... .... 1281 No ............................................... ............................... 1114 PROPOSITION NO.2 GENERAL OBLIGATION BONDS FOR RENEWALS AND REPLACEMENTS F BOROUGH FACILITIES Shall the Kodiak Island orough incur debt and issue general obligation bonds in an amount not to exceed Twelve Million Five Hundred Thousand Dollars ($12,500,000) to finance the planning, design and construction of renewals and replacements of Borough buildings and other facilities? 73% of these projects are school related. Yes............................................... ............................... 1_0,,9_ No................ ............................... ......... ...................... 1307 TOTAL RE I TERED VOTERS 361605- Chiniak ............................. ............................... 127 361608 -Flats ............................. ............................... 1979 — 361615 -KI South (Larsen Bay) ............................. ............................... M 361618- Kodiak No. 1 ............................ ............................... 1920 361620- Kodiak No. 2 ............................. ............................... 1$4'$ 361622 - Mission Road ............................. ............................... 3082 361625 -01d Harbor .............................. ... I.......................... 138 361635- Ouzinkie ............................. ............................... 128 361645 -Park Lions . ............................... ............................ 223 Total 9649 TOTAL VOTES CASTIPERCENTAGE Votes Cast Percentage 361605- Chiniak .. .........I ..................... 29 22.83% 361608 -Flats ...... I .......................... 263 13.29% 361615 -KI South (Larsen Bay) .. ............................... 34 16.75% 361618- Kodiak No. 1 .. ............................... 497 25.89% 361620- Kodiak No. 2 .. ............................... 341 18.44% 361622 - Mission Road .. ............................... 863 28.00% 361625 -0Id Harbor .. ............................... 30 21.47% 361635- Ouzinkie .. ....I .......................... 47 36.72% 36/645 -Port Lions .. ............................... 34 15.25% Absentee in Person .. ............................... 164 1.70% Absentee by Mail .. ............................... 30 .31% Questioned Ballots .. ............................... 140 1.45% Personal Representative o .T. Total .. ............................... 2480 25.70% Kodiak Island Borough, Alaska Resolution No. FY2010 -09 Page 3 of 4 NOW, THEREFORE, BE IT RESOLVED BY THE ASSEMBLY OF THE KODIAK ISLAND BOROUGH THAT the Assembly finds that the Municipal Election of October 6, 2009 was validly held and hereby ratifies and certifies the results of the election as reflected below: Borough Assembly — Two Seats, Three Year Terms Chris Lynch —1268 Jerrol Friend -1063 School Board - Two Seats, Three Year Terms Norman Wooten —1753 Petal Ruch —1592 Fire Protection Area No.1 Board - Two Seats, Three Year Terms Rebecca Nelson — 722 Scott L. Arndt —14 Service Area No. 1 Board - Two Seats, Three Year Terms Charles F. Lorenson —19 Alan R. Torres —14 Bayview Road Service Area Board - Two Seats, Three Year Terms Reed Oswalt — 6 James Schauff — 3 (Drawn by Lot) Monashka Bay Road Service Area Board - Two Seats, Three Year Terms Darlene Turner — 54 David Sundberg — 3 (Drawn by Lot) Womens Bay Service Area Board — Two Seats Three Year Terms David G. Conrad — 203 George Lee —14 Proposition No. 1 — Kodiak High School - Passed Yes —1281 No —1114 Proposition No. 2 — Borough Facilities — Failed Yes —1059 No -1307 ADOPTED BY THE KODIAK ISLAND BOROUGH ASSEMBLY THIS FIFTEENTH DAY OF OCTOBER 2009 KODIAK ISLAND BOROUGH %Il /L11�rI� ✓��17�1 Nova M. Javier, MMC, Bgfdfigh Cleric Kodiak Island Borough, Alaska Resolution No. FY2010 -09 Page 4 of 4 Publisher's Affidavit UNITED STATES OF AMERICA SS: State of Alaska �►'�►ro �OTAR 'OUBI.\C` ! pv�y�P• �f ExOsts l I, the undersigned, being first duly sworn, depose and say: I am Editor or Publisher of the Kodiak Daily Mirror, a daily newspaper published in Kodiak, Third judicial Division, State of Alaska, and that the annexed printed notice was published in said newspaper in issues of the following L�y Signature of Editor or Publisher SUBSCRIBED AND SWORN to before NOTARY PUBLIC in and for the State of Alaska. My Commission expires - 1 V 45,; G(TITARS, GUNS, JEWLERYI Video games and much morel Make yqur PFD go Nether. CHECK .US OUT! WILD TRADERS 1314 Mill Bay. IMPORT SHOES Casual leather shoes and sandals. 1512 -A Larch Street. Monday - Fn- day Ilam -6pm. Saturday,' 11 am -5pm. Come and check us qutl (907)486361 gale 30% off candles and soaps 20% off clothing 10% off everything also The Kodiak Company 322 Shelikof St. SMEWALK TOY SALE 30% of selected toys & games one day only - Saturday 10117, loam -Spm. GrandSlara Toys & Cards -3689 Rezanof Drive. 486 -5400. TAMALES! S30 /dozen, Martha's Place. 486.8233 or 486 - 4150, Optical Saleshteeeptionist needed fair long time local.bRiice. We are looking fora reliable and fashionable person to work . in our office. Pay is competitive and hours are flexible. PIease drop off yodr resume at 214 W. RezanafDr. Check us out online[ www."akdailyminor.com Daily Mirror class'tt'red ads work! measuring progresr toward gas and objectives, as hoped for I ANA, Sun'aq Tribal and'partners. Qualifications: Experience workir with Tribal Governments and oth entiOes pertaining. to environment concerns. Bachelor degree in nati ral resources, environmental, Iar management or similar field i study preferred. dative, preferrnr applies to P.L. 92-638 Salary: DOE Postion open until filled. Quality Cleaners is looking for part -time employee. Must be de pendable, we will. work with yo on scheduling. Cali 4$6-2638 an ask for Marilyn or come by an fill out an applicdtion. Check us out onlinel www.kodialc dailymirFor.com. Daily Murdr classified ads work[ Kodiak Island Borough If you have anyquestions about Borough ectivitim, please call the Borough Clark's Wks at 4889310 Additional Intormatlon Is evellable on the Borough Web site at www.kodialork.us All meetings of recognized boards, committees; and commissions of the Borough are open to the publk-. Wydeea M& Ocbmber 14.2009 9 a.m., Borough Canvass Board - Borough Conference Room ThUMdM October 15. 2009 7:30 p.m., Assembly Regular Meeting - Bomugh Assembly Chambers TEeedp& Comber 20.20x! 6:30 p.m., Firs Protection Area No.1 Board Regular Meeting - Bayskie Fire Hall ftdn"d1M October 21.2009 5:15 p.m., Solid Waste Advisory Board Work Spsslon - Borough Conference Room mura fey. October 22- 2009 7:30 p.m., Assembly Special Meeting - Borough Conference Roam ASSEWLX REGULAR MEETING ` All items listed with an asterisk (') are proposed under consent agenda. PUBLIC HEARING - None. UNFINISHED BUSINESS - None. NEW BUSINESS CONTRACTS - None. RESOLUTIONS Resolution No. FY291049 Ratifying and Certifying the Results of the Municipal Election Held October 8, 2009. Resdution No. FY2010 -10 ElgrmWng Appredsdon toAttomay MattJamin for HisTirelessEffarts In Representing the Citizens of Kodiak In the 6cocn Valdez Oil Spill l.itigatlon. ' Resolution No. FY201041 Appointing a Member to the Kodiak Fisheries Development Association. ORDINANCES FOR INTRODUCTION - Nona. OTHER ITEMS Oath of Newly Elected Officials (if Any). PresentaWn to Outgoing Assembly Members (If Any). Kodiak Fisheries Research Center Interpretive Center ouch'Tank (On Near Island) announces bpnl9t: ] 2UMI Monday - Frfdey, 8 a.m. to 4:30 p.M.: Saturday and Sunday Closed. Property taxes are due In fuR on October 15. For those who made their first payment on or before August 15, the second Installment Is due.on of before November 15. Please call 486-9323 for questions. W— «.... r ... ,... —R..a d uwu., IFM:akpi esot to not an a-nail notifieabon ones anandas, packel3, neft!etter9, or CERTIFICATE OF CLERK I, NOVA JAVIER, Clerk of the Kodiak Island Borough (the "Borough ") HEREBY CERTIFY that the document attached hereto is an accurate and complete copy of the minutes of the October 15, 2009 Borough Assembly Meeting, certifying the election and showing adoption of Resolution FY2010 -09, and that said meeting was duly called and held with a quorum acting throughout. 2013. IN WITNESS WHEREOF, I have executed this certificate this 12th day of March `S_;ANDep _ 19 � f O KIB General Obligation School Bonds CERTIFICATE OF CLERK I MOW4101MM%Clo:ing D= 201MCertificafes Of Clerk. Do= 7 M -�'A a;�A �, NOVA JAVIER, MMC Borough Clerk Kodiak Island Borough KODIAK ISLAND BOROUGH Assembly Regular Meeting October 15, 2009 A regular meeting of the Kodiak Island Borough Assembly was held on Thursday, October 15, 2009 in the Assembly Chambers of the Kodiak Island Borough Building, 710 Mill Bay Road. The meeting was called to order at 7:30 p.m. The invocation was given by Captain John Quinn of the Salvation Army. Deputy Presiding Officer Branson led the Pledge of Allegiance. Present were Deputy Presiding Officer Pat Branson, Assembly Members Jerrol Friend, Judy Fulp, Sue Jeffrey, Dave Kaplan, Chris Lynch, and Louise Stutes. Staff members present were Manager Rick Gifford, Clerk Nova Javier, and Deputy Clerk Marylynn McFarland. JEFFREY moved to excuse Mayor Selby who was attending the Western Interstate Region Conference. VOICE VOTE ON MOTION CARRIED UNANIMOUSLY. APPROVAL OF AGENDA AND CONSENT AGENDA JEFFREY moved to approve the agenda and consent agenda as submitted. VOICE VOTE ON MOTION CARRIED UNANIMOUSLY. APPROVAL OF MINUTES A. Regular Meeting Minutes of August 6 and Special Meeting Minutes of August 18 and September 24, 2009 were approved under consent agenda. AWARDS AND PRESENTATIONS Manager Gifford presented the Employee of the Quarter (EOQ) Award to Paul VanDyke, IT Supervisor in the IT Department. Manager Gifford presented a Ten -Year Longevity Award to Mary Barber, Secretary III in the Engineering /Facilities Department. Deputy Presiding Officer Branson, on behalf of Mayor Selby, proclaimed the month of October 2009 as Domestic Violence Awareness Month urging all citizens to actively support and participate in the ongoing programs designed to reduce and eventually eliminate violence as a social problem. She also proclaimed October 24, 2009 as Coast Guard Appreciation Day in Kodiak urging citizens to recognize our Coast Guard Community for their individual and collective efforts in making Kodiak and all the navigable waters of Alaska a safer and better place to live, work, and play. CITIZENS' COMMENTS Arthur Schultz, resident of 3580 Sitkinak Drive, read a letter to the Assembly regarding traffic issues on Perenosa Drive. He urged the Assembly to look into the matter. Kodiak Island Borough Assembly Minutes October 15. 2009 Page 728 COMMITTEE REPORTS Assembly member Stutes reported that SWAMC board met on Thursday, October 15, 2009. Discussion included the Interim Report of the Interagency Oceans Policy Task Force. She gave an update regarding the Sea Lion mitigation program funds. She mentioned the next Board meeting would be in Anchorage on November 15. Assembly member Kaplan attended the Parks and Recreation Committee Meeting where shooting problems at White Sands Beach recreation area was addressed. Many agencies were represented at the meeting and ideas were exchanged which included education in the schools and signage on various properties. Assembly member Jeffrey reported that the Kodiak Fisheries Advisory Committee meeting would be held at the Kodiak Community College, October 16, 2009 at 9 a.m. PUBLIC HEARING None. BOROUGH MANAGER'S REPORT Manager Gifford provided an update on the flooding and landslide issues that occurred over the weekend. The State Division of Homeland Security and Emergency Management was contacted and a request would be sent for possible response and recovery financial assistance. He reported damage and massive erosions to the roads servicing the Terror Lake Electric power plant and other Department of Transportation (DOT) managed roads. He reported he will be out of town to attend AMUJIA Conference and for some personal leave October 17 -26. In response to Assembly member Branson, he advised that the Borough has not received notice of the Block Grant for the Long Term Care facility yet. Upon receipt of updates and notices from both KANA and Providence Kodiak Island Medical Center, KIB should be able to move forward with the Block Grant. MESSAGES FROM THE BOROUGH MAYOR None. UNFINISHED BUSINESS None. NEW BUSINESS Contracts None. Resolutions A. Resolution No. 1=Y2010 -09 Ratifying and Certifying the Results of the Municipal Election Held October 6, 2009 STUTES moved to adopt Resolution No. FY2010 -09. The Kodiak Island Borough election was held on October 6, 2009. The Canvass Review Board met on October 8 and 14 and examined in detail the results from the different precincts including write -ins, absentee and questioned ballots, by mail and personal representative ballots. Provided to the Assembly and public was a report of the canvass which included the resolution ratifying and certifying the results of the municipal elections. Clerk Javier thanked the election workers who worked hard in ensuring that the municipal election was conducted as smooth as possible. Kodiak Island Borough Assembly Minutes October 15, 2009 Page 729 ROLL CALL VOTE ON MOTION CARRIED UNANIMOUSLY: Branson, Friend, Fulp, Jeffrey, Kaplan, Lynch, and Stutes. B. Resolution No. FY2010 -10 Expressing Appreciation to Attorney Matt Jamin for His Tireless Efforts in Representing the Citizens of Kodiak in the Exxon Valdez Oil Spill Litigation. JEFFREY moved to adopt Resolution No. FY2010 -10. This resolution expressed appreciation to KIB Attorney Matt Jamin for his tireless efforts in representing Coastal Fishing Communities in the Exxon Valdez Oil Spill litigation. ROLL CALL VOTE ON MOTION CARRIED UNANIMOUSLY: Friend, Fulp, Jeffrey, Kaplan, Lynch, Stutes, and Branson. C. Resolution No. FY2010 -11 Appointing a Member to the Kodiak Fisheries Development Association. KAPLAN moved to adopt Resolution No. FY2010 -1 1. The Kodiak Island Borough and City of Kodiak jointly designated the Kodiak Fisheries Development Association (KFDA) as the eligible crab community entity (ECCE). The by -laws of the KFDA provide for appointment of Directors to the Board by the Kodiak Island Borough Assembly and the Kodiak City Council. Two of the three joint KFDA Director seats' terms expired In July 2008. Mr. Albert Tyler Schmeil indicated his desire to be appointed to one of the expired joint seats for a term to expire July 2011. Since there was no Borough/City Joint Work Session currently scheduled, both the Borough and City Managers proposed to present the appointment of Mr. Schmeil. ROLL CALL VOTE ON MOTION CARRIED UNANIMOUSLY: Fulp, Jeffrey, Kaplan, Lynch, Stutes, Branson, and Friend. Ordinances for Introduction None. Other Items A. Oath of Newly Elected Officials. Borough Cleric Javier administered the Oath of Office to newly elected Assembly members Jerrol Friend and Chris Lynch. CITIZENS` COMMENTS None. ASSEMBLY MEMBER COMMENTS Assembly members congratulated Employee of the Quarter Award recipient Paul VanDyke and Lon Longevity Award recipient, Mary Barbers, and newly - elected Assembly members Friend and Lynch. They also thanked the Clerk's Office staff and the election workers. Kodiak Island Borough Assembly Minutes October 15, 2009 Page 730 Assembly member Lynch thanked those who worked on the flood areas and eroded roads. She emphasized the need to prioritize the Womens Bay emergency shelter. Assembly member Kaplan thanked the Coast Guard for its contribution to the community. Assembly member Fulp thanked the Clerk's Office staff for organizing the trip to DC. She applauded everyone who are making improvements to new and old buildings in Kodiak. She attended the Community Health Center's grand opening and with the recent passage of Proposition No. 1, she hoped that the building project would go well. Assembly member Friend thanked everyone for their support during election. She thanked the Clerk's Office for a successful election. Assembly member Stutes concurred with all the congratulatory comments of other Assembly members. She noted that Brechan, Inc. did a wonderful job paving Sharatin Road. Deputy Presiding Officer Branson thanked all those who ran for office. She looked forward to seeing the new high school project progress and thanked the community for its support. ADJOURNMENT JEFFREY moved to adjourn the meeting. ROLL CALL VOTE ON MOTION CARRIED UNANIMOUSLY: Jeffrey, Kaplan, Stutes, Branson, Friend, Fulp, Jeffrey, and Kaplan. The meeting adjourned at 8:10 p.m. ATTEST: Nova M. Jaln C, Borough Clerk KODIAK ISLAND BOROUGH J&bme M. Selby, Mayor Approved: November 5, 2009 Kodiak Island Borough Assembly Minutes October 15, 2009 Page 731 CERTIFICATE OF CLERK I, NOVA JAVIER, Clerk of the Kodiak Island Borough (the "Borough "), HEREBY CERTIFY that the document attached hereto is an accurate and complete copy of Resolution FY2013 -26 of the Borough adopted by the Borough Assembly at a meeting duly called and held February 21, 2013, and that Resolution FY2013 -26 has not been modified, amended, repealed, or rescinded, but is in full force and effect on the date hereof. 2013. IN WITNESS WHEREOF, I have executed this certificate this 12th day of March ND e O,A o 0. O G ?` G) 9r �� 0 KIB General Obligation School Bonds CERTIFICATE OF CLERK I MOW410160M Closing sacs 20MCartificalss Of Clerk.Oocx IAIZIL,�, Im - NOV JAVIER, MMC Borough Clerk Kodiak Island Borough 1 Introduced by: Borough Manager 2 Requested by: Finance Director Drafted by: Bond Counsel 3 Introduced: 02121/2013 4 Adopted: 0212 112 0 1 3 5 6 7 KODIAK ISLAND BOROUGH, ALASKA 8 RESOLUTION NO. FY2013 -26 9 10 A RESOLUTION OF THE KODIAK ISLAND BOROUGH ASSEMBLY 11 AUTHORIZING THE BOROUGH TO ISSUE GENERAL OBLIGATION 12 SCHOOL BONDS IN THE PRINCIPAL AMOUNT NOT TO EXCEED 13 $25,000,000 TO PROVIDE FUNDS FOR SCHOOL AND RELATED 14 CAPITAL IMPROVEMENTS IN THE BOROUGH AND TO PAY COSTS 15 OF ISSUING THE BONDS, FIXING CERTAIN DETAILS OF SUCH 16 BONDS, AUTHORIZING THEIR SALE, AND PROVIDING FOR RELATED 17 MATTERS 18 19 WHEREAS, pursuant to Ordinance No. FY2010 -03 of the Kodiak Island Borough, Alaska 20 (the "Borough ") adopted August 6, 2009, a question whether the Borough should issue 21 not to exceed $76,310,000, In general obligation bonds for the purpose of paying the cost 22 of planning, designing, and constructing school and related capital improvements in the 23 Borough, including without limitation, the reconstruction and renovation of the Kodiak High 24 School, referred to at the regular Borough election held on October 6, 2009, as 25 Proposition No. 1 ( "Proposition 1 "), was passed and approved; and 26 27 WHEREAS, $68,310,000 principal amount of general obligation bonds remains unissued 28 under Proposition 1; and 29 30 WHEREAS, the Borough received $7,000,000 grant funding that may ultimately reduce 31 the amount of bond proceeds needed for the project; and 32 33 WHEREAS, the Assembly finds that it is in the best interest of the Borough to plan, 34 design, and construct the school capital improvements described in Proposition 1 as the 36 reconstruction and renovation of the Kodiak High School (the "Project "), and to issue not 36 to exceed $25,000,000 principal amount of general obligation bonds referred to in 37 Proposition 1, to pay part of the costsrof the Project and costs of issuing the bonds; and 38 39 WHEREAS, Section 29.47.410 of the Alaska Statutes provides that the Assembly by 40 resolution may provide for the form and manner of sale of bonds and notes; and 41 42 WHEREAS, the Assembly finds that it is necessary and appropriate to delegate to each of 43 the Borough Manager and Borough Finance Director authority to determine the maturity 44 amounts, interest rates, and other details of the bonds, and to determine other matters 45 that are not provided for in this resolution, including without limit, whether to sell the Bonds 46 to the Alaska Municipal Bond Bank (the "Bond Bank ") or another Financial Institution or to 47 offer the Bonds at public sale. 48 49 Kodiak Island Borough. Alaska Resolution No. FY2013 -26 Page 1 of 13 50 NOW, THEREFORE, BE IT RESOLVED BY THE ASSEMBLY OF THE KODIAK 51 ISLAND BOROUGH THAT: 52 53 Section 1. Definitions. In addition to terms which are defined in the recitals above, the 54 following terms shall have the following meanings in this Resolution: 55 (a) "Assembly means the Assembly of the Kodiak Island Borough, as 56 the general legislative authority of the Kodiak Island Borough, as the same 57 shall be duly and regularly constituted from time to time. 58 59 (b) "Bond" or "Bonds" means any of the "General Obligation School 60 Bonds" of the Kodiak Island Borough, the issuance and sale of which are 61 authorized herein. 62 63 (c) "Bond Bank" means the Alaska Municipal Bond Bank, a public 64 corporation of the State of Alaska. 65 66 (d) "Bond Bank Bonds" means the series of general obligation bonds 67 issued by the Bond Bank, all or part of the proceeds of which are used to 68 purchase the Bonds. 69 70 (e) "Bond Register" means the registration books maintained by the 71 Registrar, which include the names and addresses of the Registered 72 Owners of the Bonds or their nominees. 73 74 (f) "Borough" mean's the Kodiak Island Borough, a municipal 75 corporation of the State of Alaska, organized as a second class Borough 76 under Title 29 of the Alaska Statutes. 77 78 (g) "Borough Manager" means the Manager or Administrative Official of 79 the Borough. 80 81 (h) "Code" means the Internal Revenue Code of 1986, as amended 82 from time to time, together with all regulations applicable thereto. 83 84 (1) "Cost" or "Costs" means the cost of planning, designing, acquiring 85 property for, acquiring, constructing, installing and equipping the Project, 86 including interest on the Bonds during the period of planning, designing, 87 acquiring property for, acquiring, constructing, Installing, and equipping the 88 Project, the cost whether incurred by the Borough or by another of field 89 surveys and advance planning undertaken in connection with the Project 90 properly allocable to the Project, the cost of acquisition of any land or 91 interest therein required as the site or sues of the Project or for use in 92 connection therewith, the cost of any indemnity and surety bonds and 93 premiums on insurance incurred in connection with the Project prior to or 94 during construction thereof, all related direct administrative and inspection 95 expenses whether Incurred by the Borough or by another in connection 96 with the Project prior to or during construction thereof and allocable 97 portions of direct costs of the Borough, legal fees, costs of issuance of the 98 Bonds by the Borough, including financing charges and fees and expenses 99 of bond counsel, financial advisors and consultants in connection therewith, 100 the cost of any bond insurance premium and bond ratings, the cost of Kodiak Island Borough, Alaska Resolution No. FY2013 -26 Page 2 of 13 101 audits, the cost of all machinery, apparatus, and equipment, cost of 102 engineering, architectural services, designs, plans, specifications and 103 surveys, estimates of cost, the reimbursement of all moneys advanced 104 from whatever source for the payment of any Item or items of cost of the 105 Project, and all other expenses necessary or incidental to the acquisition 106 and development of the Project, the financing thereof and the putting of the 107 same in use and operation. 108 109 (j) 'Financial Institution" means any bank or other financial institution 110 insured by the Federal Deposit Insurance Corporation or the Federal 111 Savings and Loan Corporation. 112 (k) "Government Obligations" means obligations that are either (i) 113 direct obligations of the United States of America or (ii) obligations of an 114 agency or instrumentality of the United States of America the timely 115 payment of the principal of and interest on which are unconditionally 116 guaranteed by the United States of America. 117 118 (1) "Loan Agreement" means the Loan Agreement between the 119 Borough and the Bond Bank or other Financial Institution concerning the 120 Bonds. 121 122 (m) "Registered Owner" means the person named as the registered 123 owner of a Bond in the Bond Register. 124 125 (n) "Registrar" means the Borough Finance Director, or any successor 126 that the Borough may appoint by resolution. 127 128 (o) "Resolution" means this Resolution No. FY2013 -26 of the Borough. 129 130 Section 2. Authorization of Bonds and Purpose of Issuance. For the purpose of 131 providing funds for financing the acquisition, design, construction, and 132 equipping of the Project and paying costs of issuance of the Bonds, the 133 Borough shall issue and sell revenue bonds designated "Kodiak Island 134 Borough, Alaska, General Obligation School Bonds" (the "Bonds ") in the 135 aggregate principal amount of not to exceed $25,000,000. The proceeds 136 of the Bonds shall be used to pay the costs to finance, design, acquire, 137 construct, and equip the Project. Issuance costs financed by the Bonds 138 shall not exceed two percent of the proceeds of the Bonds. The Project 139 serves a public purpose of the Borough. 140 141 The Manager andfor the Finance Director are hereby authorized to 142 determine whether the Bonds shall be sold to the Bond Bank or Financial 143 Institution or sold at public sale, whether to issue a portion of the Bonds as 144 bank - qualified small issuer bonds, and whether to issue the Bonds in one 145 or more issues, but in no event shall the aggregate principal exceed 146 $25,000,000. 147 148 Kodiak Island Borough, Alaska Resolution No. FY2013 -26 Page 3 of 13 149 Section 3. Obligation of Bonds. The Bonds shall be direct and general obligations of 150 the Borough and the full faith and credit of the Borough are hereby pledged 151 to the payment of the principal of and interest on the Bonds. The Borough 152 hereby irrevocably pledges and covenants that it will levy and collect taxes 153 upon all taxable property within the Borough without limitation as to rate or 154 amount, in amounts sufficient, together with other funds legally available 155 therefor, to pay the principal of and interest on the Bonds as the same 156 become due and payable. 157 158 Section 4. Designation, Maturities Interest Rates and Other Details of Bonds. The 159 Bonds shall be designated "Kodiak Island Borough, Alaska, General 160 Obligation School Bonds." The Bonds shall be in the denomination of 161 $5,000 or any integral multiple thereof, shall be numbered separately in the 162 manner and with such additional designation as the Registrar deems 163 necessary for purposes of identification, and may have endorsed thereon 164 such legends or text as may be necessary or appropriate to conform to the 165 rules and regulations of any governmental authority or any usage or 166 requirement of law with respect thereto. 167 168 The Bonds shall mature in one or more years commencing no earlier than 169 2014 and ending no later than 2034. The Bonds shall bear interest from 170 their date, payable commencing on a date an or after July 1, 2013, and 171 semi - annually thereafter. Interest will be computed on the basis of a 360- 172 day year consisting of twelve 30-day months. 173 174 Subject to Section 2 and the remainder of this Section, the dated date, the 175 principal and interest payment dates, the record dates for interest 176 payments, the aggregate principal amount, the principal amount of each 177 maturity, and the Interest rates on the Bonds shall be determined at the 178 time of execution of the Loan Agreement at or before public sale of the 179 Bonds under Section 17. 180 181 Section 5. Opbonal_Redemption. The Bonds, if any, subject to optional redemption by 182 the Borough, the time or times when such Bonds are subject to optional 183 redemption, the terms upon which such Bonds may be redeemed, and the 184 redemption price or redemption prices for such Bonds, shall be determined 185 at the time of sale of the Bonds by the Borough Manager or Finance 186 Director. 187 188 Section 6. Selection of Bonds for Redemption; Notice of Redemption. 189 190 (a) Selection of Bonds for Redemption. When and if the Bond Bank or 191 a Financial Institution is the Registered Owner of the Bonds, the selection 192 of Bonds to be redeemed shall be made as provided in the Loan 193 Agreement. When and if the Bond Bank or a Financial Institution is not the 194 Registered Owner of the Bonds, the selection of Bonds to be redeemed 195 shall be made as provided in this subsection (a). If the Borough redeems at 196 any one time fewer than all of the Bonds having the same maturity date, 197 the particular Bonds or portions of Bonds of such maturity to be redeemed 198 shall be selected by lot (or in such other manner determined by the 199 Registrar) in increments of $5,000. In the case of a Bond of a Kodiak Island Borough. Alaska Resolution No. FY2013 -26 Page 4 of 13 200 denomination greater than 5,004, the Borough shall treat such Bond as 201 representing such number of separate Bonds each of the denomination of 202 $5,000 as is obtained by dividing the actual principal amount of such Bond 203 by $5,000. In the event that only a portion of the principal amount of a 204 Bond is redeemed, upon surrender of such Bond at the office of the 205 Registrar there shall be issued to the Registered Owner, without charge 206 therefor, for the then unredeemed, balance of the principal sum thereof, at 207 the option of the Registered Owner, a Bond or Bonds of like maturity and 208 interest rate in any of the denominations authorized herein. 209 210 (b) Notice of Redernntion. When and if the Bond Bank or a Financial 211 Institution is the Registered Owner of the Bonds, notice of any intended 212 redemption of Bonds shall be given as provided in the Loan Agreement. 213 When and if the Bond Bank or a Financial Institution is not the Registered 214 Owner of the Bonds, notice of any Intended redemption of Bonds shall be 215 made as provided in this subsection (b). Notice of redemption shall be 216 mailed not less than 30 or more than 45 days prior to the date fixed for 217 redemption by first class mail to Registered Owners of the Bonds to be 218 redeemed at their addresses as they appear on the Bond Register on the 219 day the notice Is mailed. Notice of redemption shall be deemed to have 220 been given when the notice Is mailed as herein provided, whether or not It 221 is actually received by the Registered Owners. All notices of redemption 222 shall be dated and shall state: (1) the redemption date; (2) the redemption 223 price; (3) if fewer than all outstanding Bonds are to be redeemed, the 224 identification (and, in the case of partial redemption, the respective 225 principal amounts) of the Bonds to be redeemed; (4) that on the 226 redemption date the redemption price will become due and payable upon 227 each such Bond or portion thereof called for redemption, and that interest 228 thereon shall cease to accrue from and after said date; and (5) the place 229 where such Bonds are to be surrendered for payment of the redemption 230 price, which place of payment shall be the office of the Registrar. 231 232 Official notice of redemption having been given as stated above, Bonds or 233 portions of Bonds to be redeemed shall, on the redemption date, become 234 due and payable at the redemption price therein specified, and from and 235 after such date, such Bonds or portions of Bonds shall cease to bear 236 interest. Upon surrender of such Bonds for redemption in accordance with 237 said notice, such Bonds shall be paid at the redemption price. Installments 238 of Interest due on or prior to the redemption date shall be payable as herein 239 provided for payment of interest. All Bonds which have been redeemed 240 shall be canceled and destroyed by the Registrar and shall not be reissued. 241 242 Each check or other transfer of funds issued to pay the redemption price of 243 Bonds shall bear the CUSIP number, if any, identifying, by maturity the 244 Bonds being redeemed with the proceeds of such check or other transfer. Ott!, Kodiak Island Borough, Alaska Resolution No. FY2013 -26 Page 5 of 13 247 Section 7. Form of Bond. Each Bond shall be in substantially the following form, with 248 such variations, omissions, and insertions as may be required or permitted 249 by this Resolution: 250 251 UNITED STATES OF AMERICA 252 253 KODIAK ISLAND BOROUGH, ALASKA 254 255 NO. $ 256 257 258 GENERAL OBLIGATION SCHOOL BONDS 259 260 REGISTERED OWNER: 261 262 PRINCIPAL AMOUNT: 263 264 The Kodiak Island Borough (the "Borough ") a municipal corporation 265 of the State of Alaska, hereby acknowledges itself to owe and for value 266 received promises to pay to the Registered Owner identified above, or its 267 registered assigns, the principal amount shown above in the following 268 installments on of each of the following yearn, and to pay Interest on such 269 installments from the date hereof, payable on 201_ and semiannually 270 thereafter on the days of and of each year, at the rates per annum as 271 follows: 272 Maturity Principal Interest Date At'riount Rate 273 274 When and if this Bond Is owned by the Alaska Municipal Bond Bank 275 or a Financial Institution, payment of principal and interest shall be made 276 as provided in the Loan Agreement between the Bond Bank/Financial 277 Institution and the Borough (the "Loan Agreement"). When and if this Bond 278 is not owned by the Bond Bank/Financial Institution, installments of 279 principal and interest on this Bond shall be paid by check or draft mailed by 280 first class mail to the Registered Owner as of the close of business on the 281 15th day of the month before each installment payment date; provided that 282 the final Installment of principal and interest on this Bond shall be payable 283 upon presentation and surrender of this Bond by the Registered Owner at 284 the office of the Registrar. Interest will be computed on the basis of a 360- 285 day year consisting of twelve 30 -day months. Both principal of and interest 286 on this Bond are payable in lawful money of the United States of America 287 which, on the respective dates of payment thereof, shall be legal tender for 288 the payment of public and private debts. 289 290 This Bond is one of the General Obligation School Bonds of the 291 Kodiak Island Borough, Alaska, of like tenor and effect except as to interest 292 rate, serial number, and maturity, aggregating in principal amount, and 293 constituting Bonds authorized for the purpose of paying the cost of school Kodiak Island Borough, Alaska Resolution No. FY2013 -26 Page 6 of 13 294 and related capital improvements in the Borough, and Is issued under 295 Resolution No. FY2013 -26 of the Borough entitled: 296 297 A RESOLUTION OF THE KODIAK ISLAND BOROUGH 298 ASSEMBLY AUTHORIZING THE BOROUGH TO ISSUE 299 GENERAL OBLIGATION SCHOOL BONDS IN THE 300 PRINCIPAL AMOUNT OF NOT TO EXCEED $25,000,000 301 TO PROVIDE FUNDS FOR SCHOOL AND RELATED 302 CAPITAL IMPROVEMENTS IN THE BOROUGH AND TO 303 PAY COSTS OF ISSUING THE BONDS, FIXING CERTAIN 304 DETAILS OF SUCH BONDS, AUTHORIZING THEIR 303 SALE, AND PROVIDING FOR RELATED MATTERS 306 307 (the "Resolution "). 308 309 The Bonds [Installments of principal of this Bond] maturing on and 310 after __, 20__, shall be subject to prepayment on and after 311 , 20__, at the option of the Borough [(subject to any applicable 312 provisions of the Loan Agreement)], in such principal amounts and from 313 such maturities as the Borough may determine, and by lot within a maturity, 314 at a redemption price equal to the principal amount to be prepaid, plus 315 accrued interest to the date of prepayment. 316 317 This Bond Is transferable as provided in the Resolution, (I) only 318 upon the bond register of the Borough, and (li) upon surrender of this Bond 319 together with a written instrument of transfer duly executed by the 320 registered owner or the duly authorized attorney of the registered owner, 321 and thereupon a new fully registered Bond or Bonds in the same aggregate 322 principal amount and maturity shall be issued to the transferee in exchange 323 therefor as provided in the Resolution and upon the payment of charges, if 324 any, as therein prescribed. The Borough may treat and consider the 325 person in whose name this Bond is registered as the absolute owner 326 hereof for the purpose of receiving payment of, or on account of, the 327 principal or redemption price, if any, hereof and interest due hereon and for 328 all other purposes whatsoever. 329 330 This Bond is a general obligation of the Kodiak Island Borough, and 331 the full faith and credit of the Borough are pledged for the payment of the 332 principal of and interest on the Bond as the same shall become due. 333 IT IS HEREBY CERTIFIED AND RECITED that all conditions, acts 334 or things required by the constitution or statutes of the State of Alaska to 335 exist, to have happened or to have been performed precedent to or in the 336 issuance of this Bond exist, have happened and have been performed, and 337 that the series of Bonds of which this is one, together with all other 338 indebtedness of the Borough, is within every debt and other limit prescribed 339 by said constitution or statutes. 340 341 Kodiak Island Borough, Alaska Resolution No. i=Y2013 -26 Page 7 of 13 342 IN WITNESS WHEREOF, THE KODIAK ISLAND BOROUGH, 343 ALASKA, has caused this Bond to be signed In Its name and on its behalf 344 by the manual or facsimile signature of its Mayor and its corporate seal (or 345 a facsimile thereof) to be impressed or otherwise reproduced hereon and 346 attested by the manual or facsimile signature of its Clerk, all as of the 347 day of 2013. 348 349 KODIAK ISLAND BOROUGH 350 351 352 353 Jerome M. Selby, Borough 354 Mayor 355 356 357 ATTEST. 358 359 360 361 Nova M. Javier, MMC, Borough Clerk 362 363 Section 8. Execution. The Bonds shall be executed in the name of the Borough by 364 the manual or facsimile signature of the Mayor, and its corporate seal (or a 355 facsimile thereof) shall be impressed or otherwise reproduced thereon and 366 attested by the manual or facsimile signature of the Borough Clerk. The 367 execution of a Bond on behalf of the Borough by persons who at the time 368 of the execution are duly authorized to hold the proper offices shall be valid 369 and sufFc€ent for all purposes, although any such person shall have ceased 370 to hold office at the time of delivery of the Bond or shall not have held office 371 on the date of the Bond. 372 373 Section 9. Payment of Principal_ and Interest. The Bonds shall be payable in lawful 374 money of the United States of America which at the time of payment is 375 legal tender for the payment of public and private debts. When and if the 376 Bond Bank or a Financial Institution is the Registered Owner of the Bonds, 377 payment of principal and interest on the Bonds shall be made as provided 378 in the Loan Agreement. When and if the Bond Bank or a Financial 379 Institution is not the Registered Owner of the Bonds, installments of 380 principal and interest on the Bonds shall be paid by check mailed by first 381 class mail to the Registered Owner as of the record date for the installment 382 payment at the address appearing on the Bond Register; provided that the 383 final installment of principal and interest on a Bond shall be payable upon 384 presentation and surrender of the Bond by the Registered Owner at the 385 office of the Registrar. 386 387 Section 10. Registration. The Bonds shall be issued only in registered form as to both 388 principal and interest. The Borough designates the Borough Finance 389 Director as Registrar for the Bonds. The Registrar shall keep, or cause to 390 be kept, the Bond Register at the principal office of the Borough. The 391 Borough covenants that, until all Bonds have been surrendered and 392 canceled, it will maintain a system for recording the ownership of each Kodiak Island Borough, Alaska Resolution No. FY2013 -26 Page 8 of 13 393 Bond that complies with the provisions of Section 149 of the Code. The 394 Borough and the Registrar may treat the person in whose name any Bond 395 shall be registered as the absolute owner of such Bond for all purposes, 396 whether or not the Bond shall be overdue, and all payments of principal of 397 and interest on a Bond made to the Registered Owner thereof or upon its 398 order shall be valid and effectual to satisfy and discharge the liability upon 399 such Bond to the extent of the sum or sums so paid, and neither the 400 Borough nor the Registrar shall be affected by any notice to the contrary. 401 402 Section 11. Transfer and Exchange. Bonds shall be transferred only upon the books 403 for the registration and transfer of Bonds kept at the office of the Registrar. 404 Upon surrender for transfer or exchange of any Bond at such office, with a 405 written instrument of transfer or authorization for exchange in form and with 406 guaranty of signature satisfactory to the Registrar, duly executed by the 407 Registered Owner or the duly authorized attorney of the Registered Owner, 408 the Borough shall execute and deliver an equal aggregate principal amount 409 of Bonds of the same maturity of any authorized denominations. subject to 410 such reasonable regulations as the Borough may prescribe and upon 411 payment sufficient to reimburse it for any tax, fee or other governmental 412 change required to be paid In connection with such transfer or exchange. 413 All Bonds surrendered for transfer or exchange shall be canceled by the 414 Registrar. 415 416 Section 12. Bonds Mutilated, Destroyed. Stolen. or lost. Upon surrender to the 417 Registrar of a mutilated Bond, the Borough shall execute and deliver a new 418 Bond of like maturity and principal amount. Upon filing with the Registrar of 419 evidence satisfactory to the Borough that a Bond has been destroyed, 420 stolen. or lost and of the ownership thereof, and upon furnishing the 421 Borough with indemnity satisfactory to It, the Borough shall execute and 422 deliver a new Bond of like maturity and principal amount. The person 423 requesting the execution and delivery of a new Bond under this section 424 shall comply with such other reasonable regulations as the Borough may 425 prescribe and pay such expenses as the Borough may incur in connection 426 therewith. 427 428 Section 13. Disposition of the Sale Proceeds of the Bonds. The sale proceeds of the 428 Bonds representing accrued interest on the Bonds shall be applied to pay a 430 portion of the interest due on the Bonds on the first interest payment date 431 for the Bonds. The sale proceeds of the Bonds representing original issue 432 premium on the Bonds shall be applied to pay issuance costs of the Bonds, 433 a portion of the interest due on the Bonds on the first interest payment date 434 for the Bonds. or Costs of the Project. and shall be deposited in such 435 manner, as the Borough Manager or the Borough Finance Director may 436 determine. The remaining sale proceeds of the Bonds shall be applied to 437 pay Costs of the Project and issuance costs of the Bonds, and shall be 438 deposited in the appropriate funds or accounts of the Borough for such 439 purposes. 440 441 442 Kodiak Island Borough, Alaska Resolution No. FY2013 -26 Page 9 of 13 443 Section 14. Tax Covenants. The Borough covenants to comply with any and all 444 applicable requirements set forth in the Code in effect from time to time to 445 the extent that such compliance shall be necessary for the exclusion of the 446 Interest on the Bonds from gross income for federal income tax purposes. 447 The Borough covenants that It will make no use of the proceeds of the 448 Bonds which will cause the Bonds to be "arbitrage bonds" subject to 449 federal income taxation by reason of Section 148 of the Code. The 450 Borough covenants that it will not take or permit any action that would 451 cause the Bonds to be "private activity bonds" as defined In Section 141 of 452 the Code. 453 Section 15. Amendatory and Supplemental .Resolutions. 454 455 (a) The Assembly from time to time and at any time may adopt a 456 resolution or resolutions supplemental hereto, which resolution or 457 resolutions thereafter shall become a part of this Resolution, for any one or 458 more of the following purposes: 459 460 (1) To add to the covenants and agreements of the Borough in 461 this Resolution, other covenants and agreements thereafter to be 462 observed or to surrender any right or power herein reserved to or 463 conferred upon the Borough. 464 465 (2) To make such provisions for the purpose of curing any 466 ambiguities or of curing, correcting or supplementing any defective 467 provision contained in this Resolution or in regard to matters or 468 questions arising under this Resolution as the Assembly may deem 469 necessary or desirable and not inconsistent with this Resolution and 470 which shall not adversely affect the interests of the Registered 471 Owners of the Bonds. 472 473 Any such supplemental resolution may be adopted without the consent of 474 the Registered Owners of any of the Bonds at any time outstanding, 475 notwithstanding any of the provisions of subsection (b) of this section. 476 477 (b) With the consent of the Registered Owners of not less then 60 478 percent in aggregate principal amount of the Bonds at the time outstanding, 479 the Assembly may adopt a resolution or resolutions supplemental hereto 480 for the purpose of adding any provisions to or changing In any manner or 481 eliminating any of the provisions of this Resolution or of any supplemental 482 resolution; provided, however, that no such supplemental resolution shall: 483 484 (1) Extend the fixed maturity of any of the Bonds, or reduce the 485 rate of interest thereon, or extend the time of payments of interest 486 from their due date, or reduce the amount of the principal thereof, or 487 reduce any premium payable on the redemption thereof, without the 488 consent of the Registered Owners of each Bond so affected; or 489 490 (2) Reduce the aforesaid percentage of Registered Owners of 491 Bonds required to approve any such supplemental resolution 492 without the consent of the Registered Owners of all of the Bonds 493 then outstanding. Kodiak Island Borough, Alaska Resolution No. FY2013 -26 Page 10 of 13 494 495 It shall not be necessary for the consent of the Registered Owners of the 496 Bonds under this subsection to approve the particular form of any proposed 497 supplemental resolution, but it shall be sufficient if such consent approves 498 the substance thereof. 499 500 (c) Upon the adoption of any supplemental resolution under this 501 section, this Resolution shall be deemed to be modified and amended in 502 accordance therewith, and the respective rights, duties, and obligations 503 under this Resolution of the Borough and all Registered Owners of 504 outstanding Bonds shall thereafter be subject in all respects to such 505 modification and amendment, and all the terms and conditions of the 506 supplemental resolution shall be deemed to be part of the terms and 507 conditions of this Resolution for any and all purposes. 508 509 (d) Bonds executed and delivered after the adoption of any 510 supplemental resolution under this section may bear a notation as to any 511 matter provided for In such supplemental resolution, and if such 512 supplemental resolution shall so provide, new Bonds modified so as to 513 conform, in the opinion of the Borough, to any modification of this 514 Resolution contained in any such supplemental resolution may be prepared 515 by the Borough and delivered without cost to the Registered Owners of the 516 Bonds then outstanding, upon surrender for cancellation of such Bonds in 517 equal aggregate principal amounts. 5'18 519 Section 16. Defeasance. In the event money and/or non - callable Government 520 Obligations maturing at such times and bearing interest to be earned 529 thereon In amounts sufficient to redeem and retire any or all of the Bonds in 522 accordance with their terms are set aside in a special trust account to effect 523 such redemption or retirement and such moneys and the principal of and 524 interest on such Government Obligations are irrevocably set aside and 525 pledged for such purpose, then no further payments need be made to pay 526 or secure the payment of the principal of and interest on such Bonds and 527 such Bonds shall be deemed not to be outstanding. 528 529 Section 17. Sale of Bonds. The Bonds shall be sold at negotiated sale to the Bond 530 Bank or a Financial Institution as provided in the form of Loan Agreement 531 or at public sale as the Borough Manager and Finance Director determine 532 is in the best interest of the Borough. Subject to the limitations provided in 533 Sections 2 and 4, each of the Borough Manager and the Borough Finance 534 Director is hereby authorized to determine the aggregate principal amount, 535 maturity amounts, interest rates, yields, dated date, principal and interest 536 payment dates, redemption terms, if any, for the Bonds, and other details 537 of the Bonds, provided that the true interest cost of the Bonds, expressed 538 as an annual rate, does not exceed 6.0 percent. In determining the 539 maturity amounts, interest rates, yields, and redemption terms, if any, for 540 the Bonds, the Borough Manager or Borough Finance Director shall take 541 into account those factors which, in his judgment, will result in the lowest 542 true Interest cost on the Bonds to their maturity, including without limitation 543 current financial market conditions and current Interest rates for obligations 544 comparable in tenor and quality to the Bonds. Based upon the foregoing Kodiak Island Borough, Alaska Resolutlon No. FY2013 -26 Page 11 of 13 545 determinations, the Borough Manager and the Borough Finance Director 546 each is authorized to execute the Loan Agreement, in substantially the 547 form presented at this meeting or to sell the Bonds at public sale as they 548 deem appropriate and cost effective to, and in the best interest of, the 549 Borough. 550 551 Section 18. Authority of Officers. The Mayor, the Borough Manager, the Borough 552 Finance Director, and the Borough Clerk each is authorized and directed to 553 do and perform all things and determine all matters not determined by this 554 Resolution, to the end that the Borough may carry out Its obligations under 555 the Bonds and this Resolution. 556 % 557 Section 19. Prohibited Sale of Bonds. No person, firm, or corporation, or any agent or 558 employee thereof, acting as financial consultant to the Borough under an 559 agreement for payment in connection with the sale of the Bonds Is eligible 560 to purchase the Bonds as a member of the original underwriting syndicate 561 either at public or private sale. 562 563 Section 20. Ongoing Disclosure. The Borough acknowledges that under Rule 15c2 -12 564 of the Securities and Exchange Commission (the "Rule") the Borough may 565 now or in the future be an "obligated person." In accordance with the Rule, 566 and as the Bond Bank or a Financial Institution may require, the Borough 567 shall undertake to provide certain annual financial information and 568 operating data as shall be set forth in the Loan Agreement. 569 570 Section 21. Miscellaneous. 571 572 (a) All payments made by the Borough of, or on account of, the 573 principal of or interest on the Bonds shall be made on the several Bonds 574 ratably and In proportion to the amount due thereon, respectively, for 575 principal or interest as the case may be. 576 577 (b) No recourse shall be had for the payment of the principal of or the 578 interest on the Bonds or for any claim based thereon or on this Resolution 579 against any member of the Assembly or officer of the Borough or any 580 person executing the Bonds. The Bonds are not and shall not be in any 581 way a debt or liability of the State of Alaska or of any political subdivision 582 thereof, except the Borough, and do not and shall not create or constitute 583 an Indebtedness or obligation, either legal, moral, or otherwise, of said 584 state or of any political subdivision thereof, except the Borough. 585 586 Section 22. Severability. If any one or more of the provisions of this Resolution shall be 587 declared by any court of competent Jurisdiction to be contrary to law, then 588 such provision shall be null and void and shall be deemed separable from 589 the remaining provisions of this Resolution and shall in no way affect the 590 validity of the other provisions of this Resolution or of the Bonds. 591 592 Section 23. Effective Date. This Resolution shall become effective upon passage and 593 approval. 594 595 Kodiak Island Borough, Alaska Resolution No. FY2013 -26 Page 12 of 13 596 597 598 599 600 601 602 603 604 605 606 607 608 609 610 ADOPTED BY THE ASSEMBLY OF THE KODIAK ISLAND BOROUGH THIS TWENTY FIRST DAY OF FEBRUARY, 2013. ATTEST: N/14 4 N&i M. J"er, MMC, B ugh Clerk Kodiak island Borough, Alaska KODIAK ISLAND BOROUGH JeAdme M. Selby, So ro o Resolution No. FY2013 -26 Page 13 of 13 Publisher's Affidavit UNITED STATES OF AMERICA State of Alaska ;X� I, the undersigned, being first duly sworn, depose and say: I am Editor or Publisher of the Kodiak Daily Mirror, a daily newspaper published in Kodiak, Third Judicial Division, State of Alaska, and that the annexed K It k I$land Borough Addlffo 11V0r tan auakt4 on bboroug4 °s w0hSiN printed notice was published in said ww++i. MbK,n. NOTICE QF &J" N No newspaper in issues of the following n `_... ,,Januar zi, fn ; rt�IO:a:i h Goakn nce Room 'eeitnp,iKas calletf by►tliayorand,�sZemy. dates: ROLL CALL. 19 ! CiIIIEN$` COMMENTS CONSIDER IiIO�I OF MAir M IN-THE. GALL FDR THWECIAL WJMNO A. Aesal,an N.O. FY3-2s Auk"" Bah to issue Gen" OblGationSchool 06 nds- KtkPdnc4WAmountNot.to HZCQ $95 „001 to P. rQVidd"e 64 s for Shhaol a0d Iieklted Capital Impfo"nts i the h and to day co of Esuln0 the Bars F Certain !s oI Such ry AWOURNI The�rSafe, andProviding f Re C - 2� \�pTAlgy * Signature of Editor or Publisher meow PV `�C, \ SUBSCRIBED AND SWORN to before B_ �3 •:rT � �"`, -fi"'�of °` ao, i• ft ` me � r C' n .: lQ off Expis� �1 NOTARY PUBLIC in and for the State of Alaska. My Commission expires MOD" ai saROr(glkodiakdairy allow handicapped and dis- exemption, you're defeating _ Also recommended was a mkrroreom. Road Continued from Page 1 .?' mta- "There's a big need in- download books. sype the community for off -island The library will also have not be training because they can't a videoconference about ant fund- access it locally," he said. This will be an option to marine mammal adapts tion with the Seward S received access it via videoconferenc- Life Center on April 27 in G feed, a uid three ing with no charge." The library has a few oth- conjunction with Kodiak's Whale Fsst. r library er videoconference presenta- "We're just going to keep onferenc- tions planned in the upcom- ing months, our eyes open for opportuni- disk, the On Saturday, Feb. 23, the ties with these programs," D'Elia said. "I'd like to do to offer library will hold a virtual them fairly often because revs. husineas, tour of the Royal Tyrrell Museum in Alberta, Cana - people will enjoy them. I a think 14II that da. the great expect it is orencing "There are a lot of paleon- you're getting experts from Alaska and even different neat for tology exhibits," D'Elia said. "We places in the country, and nes and led two thought there might be an interest, especially with you're able to interact with the fall," Haakanson said. "Thanks to Shell's contribu- ��'" them in real time." system On Feb. 28, the library For more information about the library's upcommir itive for a that will participate in a video- conference with the Alaska events, call 486 -8686. ,gees off- State Library to learn about Contact Mirror writer Nicole Klauas at nklausa ®kadlak fining. eReader services and how to delry nw.com. use llln,a they were not available to help with the installation lava this of the new flooring, con- ing and tractors were brought in to like it to complete the job, and Shell =son covered the cost of the con- tractors. -If later, "We're grateful to have he Alu- had the cultural expertise old the as our. goal was to have the to help smallest possible impact presen- on the community and the ted the environment nearby the Kodiak, Kulluk," Smith wrote. The donations have Spokes- allowed the Alutiiq Museum Ire Said to oompkt� phase twla of to the the museum renovations to the half a year sooner than was ed with planned. ins. "This one here, we hadn't 3useum anticipated doing until rim the Ith the the fall," Haakanson said. "Thanks to Shell's contribu- vrt by tion and now ConocoPhil- nsitive lips, we got contributions to Since help us get this done." The initial three -month phase of renovations, pri- marily funded by a $24,000 grant from the Raamuson Foundation, was to repaint the gallery and put in new carpet. With the additional funding, the museum was also able to put up new Permanent walla, add elec- trical outlets to key areas, and create better spaces for Presentation areas and the museum store. The next phase for muse- um renovations will be to raise money ,or obtain fund- ing to develop a new muse- um store that will better showcase Kodiak artwork and museum products. The store renovation likely won't take place this year, Haakanson said. Contact Mirror Halter Nicole XIaUSa at nklauss @kodiak dallymlrrorcorn. es testify on tax plan to the usual community om. vials. "We want him to hear and see the faces of the real Sea people in King Cove," he said. King Cove is wedged between mountains and ocean on the Alaska Penin- sula at the head of the Aleu- tian Chain. Residents say up to 50 percent of flights in the community of 900 are delayed or canceled by noto- rious strong winds whipping off the North Pacific. The airport at nearby Cold Bay, a former military facility with Alaska's third - longest runway, can operate in foul weather but is a har- rowing boat ride away when planes are not flying into King Cove. Residents want a land route that crosses an isth- mus and nine miles of a refuge considered to be of global importance for migra- tory birds. King Cove, with the back- ing of the state, proposed a land trade for the road: 206 acres from the refuge and 1,600 acres from the Alaska. Maritime National Wildlife Refuge on an island south of Kodiak. In return, the federal government would receive 43 „0ga acres of state land and 13,300 acres of land owned by King Cove Corp. Congress approved the land exchange five years ago. Murkowski in a speech Thursday expressed frustra- tion that the Fish and Wild- life Service had rejected the 300 -to-1 deal. The service contends that quantity does not make up for quality and the Izembek habitat is unique to the ref- uge system. Environmental groups contend that building a road through a national refuge would set a danger- ous national precedent and that Congress addressed the King Cove transporta. tion issue with a $a7.5 mil- lion appropriation for water access that included a $9 million hovercraft. That vessel was taken off line after another munici- pality, the Aleutians East Borough, decided it was too expensive to operate and could not reliably connect the communities. i Htrutt'r Douzlas �: Blirtrls � } ��'°� Kodiak Island Borough �� Additional information is available on the borough's web stie "'"”' at wwalr kodW%k us C ThumdaY, Jana 21, 2913 11,30 a.m. Borough CsMerenca Room Is meeting was tailed by the Mayor and Assembly ROLL CAII. CMZENS' COMMENTS CONSIDERATION OF MATTERS IN THE CALL FOR THE SPECk MEETING A. Resolution No. FY2013 -26 Authortcing the Borough to Issue General 0bilpadon School Bonds in the Principal Amount Not to Exceed 25,000,000 to Provide Funds for School and Related Capital mprovements In the Borough and to Pay Costs of issuinQ the Bonds, Ung Certain Uetalls of Such Bonds. AuthonAn9 The; r Sale, and Providing for Related Matters. ADJOURNMENT ,e cur- dent of Armstrong Oil and J Patrick Foley, incoming was Gas Inc., said he is a "big president of Pioneer Natu- state supporter" ofParnsUls plan ral Resources Alaska, said The New Kodiak Library 'des an but it needs to be tweaked the governor's plan would things to make it better. be a disadvantaaw to amailar I t r, 40 CERTIFICATE OF CLERK I, NOVA JAVIER, Clerk of the Kodiak Island Borough (the 'Borough ") HEREBY CERTIFY that the document attached hereto is an accurate and complete copy of the minutes of the February 21, 2013 Borough Assembly Meeting, showing adoption of Resolution FY2013 -26, and that said meeting was duly called and held with a quorum acting throughout. 2013. IN WITNESS WHEREOF, I have executed this certificate this 12th day of March _Q� ',, • ,r �0 q G r 14 T w� KIB General Obligation School Bonds CERTIFICATE OF CLERK W=A1Q1M)3%C using D= 201MCertfirales of Clerk Docx lmrA-,. T - NOVA JAVIER, MMC Borough Clerk Kodiak Island Borough KODIAK ISLAND BOROUGH Assembly Special Meeting February 21, 2013 A special meeting of the Kodiak Island Borough Assembly was held on February 21, 2013 in the Borough Conference Room of the Kodiak Island Borough Building, 710 Mill Bay Road. The meeting was called to order at 11:32 a.m. Present were Mayor Jerome Selby, Assembly members Tuck Bonney, Aaron Griffin, Chris Lynch, and Mel Stephens. Staff members present were Assessor Bill Roberts, Finance Director Karl Short, and Clerk Nova Javier. BONNEY moved to excuse Assembly member Austerman, Kaplan, and Stutes who were absent due to their attendance at the Southwest Alaska Municipal Clerks Conference in Anchorage. VOICE VOTE ON MOTION CARRIED UNANIMOUSLY. CITIZENS' COMMENTS None. CONSIDERATION OF MATTERS IN THE CALL FOR THE SPECIAL MEETING A. Resolution No. FY2013 -26 Authorizing the Borough to Issue General Obligation School Bonds in the Principal Amount Not to Exceed $25,000,000 to Provide Funds for School and Related Capital Improvements in the Borough and to Pay Costs of Issuing the Bonds, Fixing Certain Details of Such Bonds, Authorizing Their Sale, and Providing for Related Matters. GRIFFIN moved to adopt Resolution No. FY2013 -26. Section 29.47.410 of the Alaska Statutes provided that the Assembly by resolution may provide for the form and manner of sale of bonds and notes. Ordinance No. FY2010 -03 adopted on August 6, 2009, asked the question of whether the Borough should issue not to exceed $76,310,000, in general obligation bonds for the purpose of paying the cost of planning, designing, and constructing school and related capital improvements in the Borough, including without limitation, the reconstruction and renovation of the Kodiak High School, was presented to the voters at the regular Borough election held on October 6, 2009, as Proposition No. 1 ( "Proposition 1 "). Proposition 1 was passed and approved by the voters. The Assembly found that it was in the best interest of the Borough to plan, design, and construct the school capital improvements described in Proposition 1 as the reconstruction and renovation of the Kodiak High School (the "Project "), and to Issue not to exceed $25,000,000 principal amount of general obligation bonds referred to in Proposition 1; to pay part of the costs of the Project and costs of issuing the bonds. ROLL CALL VOTE ON MOTION CARRIED UNANIMOUSLY: Bonney, Griffin, Lynch, and Stephens. Kodiak Island Borough Assembly Minutes February 21, 2013 page 1 ADJOURNMENT BONNEY moved to adjourn the meeting. ROLL CALL VOTE ON MOTION CARRIED UNANIMOUSLY: Griffin, Lynch, Stephens, and Bonney. The meeting was adjourned at 11:44 a.m. ATTEST: C6A/,// �* Nova M. Javier, MMC, Vough Clerk KODIAK ISLAND BOROUGH Je me Ma or Approved on: March 7, 2013 Kodiak Island Borough Assembly Minutes February 21, 2013 Page 2 LOAN AGREEMENT THIS LOAN AGREEMENT, dated as of the 1st day of March 2013, between the Alaska Municipal Bond Bank (the "Bank "), a body corporate and politic constituted as an instrumentality of the State of Alaska (the "State ") exercising public and essential governmental functions, created pursuant to the provisions of Chapter 85, Title 44, Alaska Statutes, as amended (the "Act"), having its principal place of business at Juneau, Alaska, and the Kodiak Island Borough, Alaska, a duly constituted second class borough of the State (the "Borough "): WITNESSETH: WHEREAS, pursuant to the Act, the Bank is authorized to loan money (the "Loan" or "Loans ") to governmental units; and WHEREAS, the Borough is a Governmental Unit as defined in the General Bond Resolution of the Bank hereinafter mentioned and pursuant to the Act is authorized to accept a Loan from the Bank to be evidenced by its municipal bonds; and WHEREAS, the Borough desires to borrow money from the Bank in the amount of not to exceed $25,000,000 and has submitted an application to the Bank for a Loan in the amount of not to exceed $25,000,000, and the Borough has duly authorized the issuance of its fully registered bond in the aggregate principal amount of $21,595,000 (the "Municipal Bond "), which bond is to be purchased by the Bank as evidence of the Loan in accordance with this Loan Agreement; and WHEREAS, the application of the Borough contains the information requested by the Bank; and WHEREAS, to provide for the issuance of bonds of the Bank in order to obtain from time to time money with which to make Loans, the Bank has adopted the General Obligation Bond Resolution on July 13, 2005, as amended August 19, 2009 (the "General Bond Resolution ") and Series Resolution No. 2013 -01, approved on January 28, 2013 (together with the General Bond Resolution, the "Bond Resolution "), authorizing the making of such Loan to the Borough and the purchase of the Municipal Bond; and WHEREAS, on February 19, 2013, the Board approved certain modifications to the General Bond Resolution, effective on the date when all bonds issued under the terms of the General Bond Resolution, prior to the issuance of the 2013 Series One Bonds (as hereinafter defined), cease to be outstanding. NOW, THEREFORE, the parties agree: 1. The Bank hereby makes the Loan and the Borough accepts the Loan in the aggregate principal amount of $21,595,000. As evidence of the Loan made to the Borough and such money borrowed from the Bank by the Borough, the Borough hereby sells to the Bank the Municipal Bond in the principal amount, with the principal installment payments, and bearing interest from its date at the rate or rates per annum, stated in Exhibit A appended hereto. For purposes of this Loan Agreement, the interest on the Municipal Bond will be computed without regard to the provision in Section 7 hereof for the Borough to make funds available to the Trustee acting under the General Bond Resolution for the payment of principal and interest due at least seven (7) business days prior to each respective principal and interest payment date. 2. The Borough represents that it has duly adopted or will adopt all necessary ordinances or resolutions, including Resolution No. FY2013 -26, adopted on February 21, 2013 (the "Borough Resolution "), and has taken or will take all proceedings required by law to enable it to enter into this Loan Agreement and issue its Municipal Bond to the Bank and that the Municipal Bond will constitute a general obligation bond, secured by the full faith and credit of the Borough, all duly authorized by the Borough Resolution. 3. Subject to any applicable legal limitations, the amounts to be paid by the Borough pursuant to this Loan Agreement representing interest due on its Municipal Bond (the "Municipal Bond Interest Payments ") shall be computed at the same rate or rates of interest borne by the corresponding maturities of the bonds sold by the Bank in order to obtain the money with which to make the Loan and to purchase the Municipal Bond (the "Loan Obligations ") and shall be paid by the Borough at least seven (7) business days before the interest payment date so as to provide funds sufficient to pay interest as the same becomes due on the Loan Obligations. 4. The amounts to be paid by the Borough pursuant to this Loan Agreement representing principal due on its Municipal Bond (the "Municipal Bond Principal Payments "), shall be paid at least seven (7) business days before the payment date stated in the Municipal Bond so as to provide funds sufficient to pay the principal of the Loan Obligations as the same matures based upon the maturity schedule stated in Exhibit A appended hereto. 5. In the event the amounts referred to in Sections 3 and 4 hereof to be paid by the Borough pursuant to this Loan Agreement are not made available at any time specified herein, the Borough agrees that any money payable to it by any department or agency of the State may be withheld from it and paid over directly to the Trustee acting under the General Bond Resolution, and this Loan Agreement shall be full warrant, AMBBIGeneral Obligation and Refunding Bonds, 2013 Series One Loan Agreement page 2 1 Ibocs137421733VLoan Agreement (KIB) Docx authority and direction to make such payment upon notice to such department or agency by the Bank, with a copy provided to the Borough, as provided in the Act. 6. In the event Loan Obligations have been refunded and the interest rates the Bank is required to pay on its refunding bonds in any year are less than the interest rates payable by the Borough on the Municipal Bond for the corresponding year pursuant to the terms of the Municipal Bond, then both the Municipal Bond Interest Payments and the Municipal Bond Principal Payments will be adjusted in such a manner that (i) the interest rate paid by the Borough on any principal installment of the Municipal Bond is equal to the interest rate paid by the Bank on the corresponding principal installment of the Bank's refunding bonds and (ii) on a present value basis the sum of the adjusted Municipal Bond Interest Payments and Municipal Bond Principal Payments is equal to or less than the sum of the Municipal Bond Interest Payments and Municipal Bond Principal Payments due over the remaining term of the Municipal Bond as previously established under this Loan Agreement. In the event of such a refunding of Loan Obligations, the Bank shall present to the Borough for the Borough's approval, a revised schedule of principal installment amounts and interest rates for the Municipal Bond. If approved by the Borough the revised schedule shall be attached hereto as Exhibit A and incorporated herein in replacement of the previous Exhibit A detailing said principal installment amounts and interest rates. 7. The Borough is obligated to pay to the Bank Fees and Charges. Such Fees and Charges actually collected from the Borough shall be in an amount sufficient, together with the Borough's Allocable Proportion (as defined below) of other money available therefor under the provisions of the Bond Resolution, and other money available therefor, including any specific grants made by the United States of America or any agency or instrumentality thereof or by the State or any agency or instrumentality thereof and amounts applied therefor from amounts transferred to the Operating Fund pursuant to Section 606 of the General Bond Resolution: (a) to pay, as the same become due, the Borough's Allocable Proportion of the Administrative Expenses of the Bank; and (b) to pay, as the same become due, the Borough's Allocable Proportion of the fees and expenses of the Trustee and paying agent for the Loan Obligations. The Borough's Allocable Proportion as used herein shall mean the proportionate amount of the total requirement in respect to which the term is used determined by the ratio that the principal amount of the Municipal Bond outstanding bears to the total of all Loans then outstanding to all Governmental Units under the General Bond Resolution, as certified by the Bank. The waiver by the Bank of any fees payable pursuant to this Section 7 shall not constitute a subsequent waiver thereof. AMBBIGeneral Obligation and Refunding Bonds, 2013 Series One Loan Agreement Rage 3 I: IDocs1374217331t.oan Agreement (KIB).Docx 8. The Borough is obligated to make the Municipal Bond Principal Payments scheduled by the Bank. The first such Municipal Bond Principal Payment is due at least seven (7) business days prior to the date indicated on Exhibit A appended hereto, and thereafter on the anniversary thereof each year. The Borough is obligated to make the Municipal Bond Interest Payments scheduled by the Bank on a semi - annual basis commencing seven (7) business days prior to the date indicated on Exhibit A appended hereto, and to pay any Fees and Charges imposed by the Bank within 30 days of receiving the invoice of the Bank therefor. 9. The Bank shall not sell and the Borough shall not redeem prior to maturity any portion of the Municipal Bond in an amount greater than the Loan Obligations which are then outstanding and which are then redeemable, and in the event of any such sale or redemption, the same shall be in an amount not less than the aggregate of (i) the principal amount of the Municipal Bond (or portion thereof) to be redeemed, (ii) the interest to accrue on the Municipal Bond (or portion thereof) to be redeemed to the next redemption date thereof not previously paid, (iii) the applicable premium, if any, payable on the Municipal Bond (or portion thereof) to be redeemed, and (iv) the cost and expenses of the Bank in effecting the redemption of the Municipal Bond (or portion thereof) to be redeemed. The Borough shall give the Bank at least 50 days' notice of intention to redeem its Municipal Bond. In the event the Loan Obligations with respect to which the sale or redemption prior to maturity of such Municipal Bond is being made have been refunded and the refunding bonds of the Bank issued for the purpose of refunding such Loan Obligations were issued in a principal amount in excess of or less than the principal amount of the Municipal Bond remaining unpaid at the date of issuance of such refunding bonds, the amount which the Borough shall be obligated to pay or the Bank shall receive under item (i) above shall be the principal amount of such refunding bonds outstanding. In the event the Loan Obligations have been refunded and the interest the Bank is required to pay on the refunding bonds is less than the interest the Bank was required to pay on the Loan Obligations, the amount which the Borough shall be obligated to pay or the Bank shall receive under item (ii) above shall be the amount of interest to accrue on such refunding bonds outstanding. In the event the Loan Obligations have been refunded, the amount which the Borough shall be obligated to pay or the Bank shall receive under item (iii) above, when the refunded Loan Obligations are to be redeemed, shall be the applicable premium, if any, on the Loan Obligations to be redeemed. AMBBIGeneral Obligation and Refunding Bonds, 2013 Series One Loan Agreement Page 4 I:1Docs1374217331Loan Agreement (KIB),Docx Nothing in this Section shall be construed as preventing the Borough from refunding the Municipal Bond in exchange for a new Municipal Bond in conjunction with a refunding of the Loan Obligations. 10. Simultaneously with the delivery of the Municipal Bond to the Bank, the Borough shall furnish to the Bank evidence satisfactory to the Bank which shall set forth, among other things, that the Municipal Bond will constitute a valid and binding general obligation of the Borough, secured by the full faith and credit of the Borough. 11. Invoices for payments under this Loan Agreement shall be addressed to the Kodiak Island Borough, Attention: Finance Director, 710 Mill Bay Road, Kodiak, Alaska 99615. The Borough shall give the Bank and the corporate trust office of the Trustee under the General Bond Resolution at least 30 days' written notice of any change in such address. 12. The Borough hereby agrees to keep and retain, until the date six years after the retirement of the Municipal Bond, or any bond issued to refund the Municipal Bond, or such longer period as may be required by the Borough's record retention policies and procedures, records with respect to the investment, expenditure and use of the proceeds derived from the sale of its Municipal Bond, including without limitation, records, schedules, bills, invoices, check registers, cancelled checks and supporting documentation evidencing use of proceeds, and investments and/or reinvestments of proceeds. The Borough agrees that all records required by the preceding sentence shall be made available to the Bond Bank upon request. 13. Prior to payment of the amount of the Loan or any portion thereof, and the delivery of the Municipal Bond to the Bank or its designee, the Bank shall have the right to cancel all or any part of its obligations hereunder if: (a) Any representation, warranty or other statement made by the Borough to the Bank in connection with its application to the Bank for a Loan shall be incorrect or incomplete in any material respect. (b) The Borough has violated commitments made by it in the terms of this Loan Agreement. (c) The financial position of the Borough has, in the opinion of the Bank, suffered a materially adverse change between the date of this Loan Agreement and the scheduled time of delivery of the Municipal Bond to the Bank. 14. The obligation of the Bank under this Loan Agreement is contingent upon delivery of its General Obligation and Refunding Bonds, 2013 Series One (the "2013 Series One Bonds ") and receipt of the proceeds thereof. AMBB /General Obligation and Refunding Bonds, 2013 Series One Loan Agreement Page 5 I. IDoes1374217331loan Agreement (KIB). Dou 15. The Borough agrees that it will provide the Bank with written notice of any default in covenants under the Borough Resolution within 30 days from the date thereof. 16. The Borough shall not take, or omit to take, any action lawful and within its power to take, which action or omission would cause interest on the Municipal Bond to become subject to federal income taxes in addition to federal income taxes to which interest on such Municipal Bond is subject on the date of original issuance thereof. The Borough shall not permit any of the proceeds of the Municipal Bond, or any facilities financed with such proceeds, to be used in any manner that would cause the Municipal Bond to constitute a "private activity bond" within the meaning of Section 141 of the Code. The Borough shall make no use or investment of the proceeds of the Municipal Bond which will cause the Municipal Bond to be an "arbitrage bond" under Section 148 of the Code. So long as the Municipal Bond is outstanding, the Borough, shall comply with all requirements of said Section 148 and all regulations of the United States Department of Treasury issued thereunder, to the extent that such requirements are, at the time, applicable and in effect. The Borough shall indemnify and hold harmless the Bank from any obligation of the Borough to make rebate payments to the United States under said Section 148 arising from the Borough's use or investment of the proceeds of the Municipal Bond. 17. The Borough agrees that if it is one of the Governmental Units that has a ten percent or greater amount of outstanding bonds held by the Bank under its General Bond Resolution, it shall execute a continuing disclosure agreement for purposes of Securities and Exchange Commission Rule 15c2 -12, adopted under the Securities and Exchange Act of 1934, and provide the Bank for inclusion in future official statements, upon request, financial information generally of the type included in Appendix D, under the heading "Summaries of Borrowers Representing 10% or More of Outstanding Principal of Bonds Issued Under the 2005 General Bond Resolution," to the Official Statement and attached hereto as Exhibit B. 18. If any provision of this Loan Agreement shall for any reason be held to be invalid or unenforceable, the invalidity or unenforceability of such provision shall not affect any of the remaining provisions of this Loan Agreement and this Loan Agreement shall be construed and enforced as if such invalid or unenforceable provision had not been contained herein. 19. This Loan Agreement may be executed in one or more counterparts, any of which shall be regarded for all purposes as an original and all of which constitute but one and the same instrument. Each party agrees that it will execute any and all AMBBIGeneral Obligation and Refunding Bonds, 2013 Series One Loan Agreement Page 6 1 IDocs1374 2 1 73 31Loan Agreement (KIB) Docx documents or other instruments, and take such other actions as are necessary, to give effect to the terms of this Loan Agreement. 20. No waiver by either party of any term or condition of this Loan Agreement shall be deemed or construed as a waiver of any other term or condition hereof, nor shall a waiver of any breach of this Loan Agreement be deemed to constitute a waiver of any subsequent breach, whether of the same or of a different section, subsection, paragraph, clause, phrase or other provision of this Loan Agreement. 21. In this Loan Agreement, unless otherwise defined herein, all capitalized terms which are defined in Article I of the General Bond Resolution shall have the same meanings, respectively, as such terms are given in Article I of the General Bond Resolution. 22. This Loan Agreement merges and supersedes all prior negotiations, representations and agreements between the parties hereto relating to the subject matter hereof and constitutes the entire agreement between the parties hereto in respect thereof. IN WITNESS WHEREOF, the parties hereto have executed this Loan Agreement the day and year first above written. ALASKA_MUNICIPAV WON"ANK 2- HAIR M DEVEN'J. MITCHELL Executive Director KODIAK ISLAND BOROUGH, ALASKA By: �a� #± KARLETON SHORT Finance Director AMBBIGeneral Obligation and Refunding Bonds, 2013 Series One Loan Agreement page 7 L%Docs1374 2 1 73 31Loan Agreement (KIB).Docc EXHIBIT A $21,595,000 Kodiak Island Borough, Alaska General Obligation Bond, 2013 ( "Municipal Bond ") Due Principal Interest February 1 Amount Rate 2014 $635,000 2.00% 2015 730,000 4.00 2016 760,000 4.00 2017 790,000 4.00 2018 820,000 4.00 2019 855,000 5.00 2020 895,000 4.00 2021 935,000 4.00 2022 970,000 4.00 2023 1,010,000 4.00 2024 1,050,000 5.00 2025 1,100, 000 5.00 2026 1,155,000 5.00 2027 1,215,000 5.00 2028 1,275,000 5.00 2029 1,340,000 5.00 2030 1,405,000 5.00 2031 1,475,000 5.00 2032 1,550,000 5.00 2033 1,630,000 3.80 Principal installments shall be payable on February 1 in each of the years, and in the amounts set forth above. Interest on the Municipal Bond shall be payable on August 1, 2013, and thereafter on February 1 and August 1 of each year. Optional Prepayment: The Municipal Bond principal payments due on or after February 1, 2024 are subject to prepayment in whole or in part at the option of the Borough on any date on or after February 1, 2023, at a price of 100% of the principal amount thereof to be prepaid, plus accrued interest to the date of prepayment. AMBBIGeneral Obligation and Refunding Bonds, 2013 Series One Loan Agreement — Exhibit A Page A -1 11Docs137A21733loan Agreement (KIB). Dou EXHIBIT B "r�lr►. r Summaries of Borrowers Representing 10% or More of Outstanding Principal of Bonds Issued Under the 2005 General Bond Resolution Page 1 of 8 EXHIBIT B Kenal Peninsula Borough - general Funs General Obligation Financial Summary Munid al Financial Position 2M8 2009 7010 2011 2012 AYR [ 'raxCaol.lons - — - - - - -- - tlarrawer'r r. Tax Rate S1,040 SO 54 5450 5150 5130 $iSO 6lunicJ W 125 779 y 124 W9,W_7.'4 530,4194931 _ _.. 529 468.110 Current Year's.. llections 529,651,5',5 431968 677 V&.630 10 "94 CurveniCnlieclionila 98.70% 987% 9827% gum% _ 96 % _ 9% 5 Total Year's Collections 30 33 7 329154141 9199:201 529 4 1.M Tabd Collection Rate 99.47 99.95 99.93% 99.]6% 98 45% 99 General Fund Total l5k1in Fund Balan 5 4 1 17 23 423 S 11,M5M4 S 21A UnreservedEndin FundDalatxt S 97'9 1A _ _ ti39 21. -' 058. S _ 21 D,70fd3E Ex-endhurn - - S S 69112 1 S 70J M .i36 S 72.163._... S -?I�. 7 563$}7,992 _ Fund7wence'&x. nditures 36. 32% 30% % 315.. Total Revenues 7rl! 3 714,762 S 70,799 3 71.108.437 $63 77,196 lnle overnmrnkrl Revenues S T - 477 S - 8x,613 S 1 S 9749,961 37 2 Percents a Inle - nvemmental 12% 14% 13% - 12% 14% 12% %erall Munt[E al Debt FbFJlJcm Revenue Debt • Governmental Funds Revenue Debt • En4 rise Funds Total Revenue Debt General(]limsNonDebt- Gov ernmentalFueaks ;G[rrralFundo_n j _ ce�al xtiontleht -Frier rise Funds Total General allonDeit Total Revenue and General Obi! ation Debt 69vernmenlatGODebtf kalue o Erne rise 60Debl Assessed Value m TotalRevenueandGODrbtlA.V. mm General Okla ation Debt Per G Ila ToLI Revenue and GO Debt tMr Ca to S S 5 S S S _5 14� 3 S x1174,1100 3 S 20.174,000 S 0.311% Un 038% 5381 5381 17,904,000 17 „904,000 17,9334OCt1 030% 0.00% 0.30% 5338 $338 5 S - S S 20,W.W0 S S 10!164,000 S 20361.000 032% 0.00%1 032%1 5380 $3801 S S S S 33L91C.MC S S 3~1910.700 S :57,910,000 053% 0.00% 053% i $612 $61I S 5 3C.23Q.000 3 5 3C,23a.000 S 30.230.000 0.46y 0.46% 5536 5536 General Eavnomic and Demolpraphk Data 2005 2009 2010 2011 2012 Annual Grmgh Rate Fcpu,alion Assessed Value Assessed Value Per Capita T 10 Tax Pa. is as a % c0olal Assessed Value 52,590, S 516x.178000 3 S 101�7J91 S 17AS% 52,990 +. 000. 112.601 15.77% 53.576 55,400 56,369 1."75 S 4.369.098.U74 S oJ93 511 011 5 6,633 .41 000 :.:. .3.75% s 118,'3 S 11.4407 15.23% 14 3s : S 117,675 1438% D -1 Page 2 of 8 EXHIBIT B GENERAL OBLIGATION FINANCIAL SUMMARY Municipal Financial Position 2807 7448 7009 7010 201i Aver ZE m e ax o. ac ns _ _ ..... 7rtowers: ru,er ax +le l,er ML M Municipal nrren r ear 3 lions 'Current Mrmtim Pike Total e s lions " Form o -Ilan -nle Generdi Fund nrese �vla n In u - "c x dares un r!crx (turn - aola enues p r F. nf!overnmenta evenues 4.. -- f[Ctlla a -Le � men _ - 'CM .. nn ;, a Intl - 4fL' enu! ...M. Rler .rile un,.l ,.'n'nuc rvl, ovammen4 un f £, enerll l alien w a nvernmental Fund xmr etlpn ! - M rise ru f al .lrl! d ■tIp11 1 ou venue any erieral QN ip elion C�vervjnenleJCO DrhLpaxabk ssef ue ola: ulnae e 1 Gmwral I ehon al -nap Ar nl f .a lly YA 1= .7 i'J9 = -:.} - .. ,.� , - x. 7,C 71 ,ra- f y General Economic and Demographic Data .. .- _ 2047 7001 7009 7010 2011 21112 Annual Growth I Rate pulathln Taxable- Assessed Value Assessed Value Per Capita To 10 Tax Parrs as a % of Assessed Value 644 S 861,M 476 6.51% 8,615 W? 6,881 0.773 elm 2A4, $ 935,694,176 S 941.1b ,w - 1 - S ' 74#x. S 916,053 Y-9 3 726 1 - 625 e D -2 Page 3 of 8 EXHIBIT B Liabilities and Net Assets City and Borough of Sitka 1,020,133 642,422 523,298 490,986 459,107 Electric Enterprise Fund (2,741,335) (2,621,198) (2,469,192) (2,369,426) (1,725,198) Financial Summary Other Liabilities 663,351 654,181 419,304 636,920 2007 2008 2009 2010 2011 2012 30,395,000 Audited Audited Audited Audited Audited Audited Assets (954,781) (815,343) 1,471,509 (1,711,547) Revenue Note Payable Cash 8,458,918 9,393,512 8,993,721 8,868,159 24,320,421 31,450,650 Restricted Assets 6,964,401 7,020,244 7,376,785 7,149,277 6,871,164 3,595,875 Other Assets 2,189,489 31185,865 3,602,067 4,256,023 5,010,167 7,266,275 Construction in Progress 1,524,810 1,130,584 2,883,684 5,555,467 11,646,987 18,085,724 Utility Plant in Service 69,898,OS4 67,869,782 66,094,407 64,914,833 63,103,150 61,775,003 Total Assets 89,035,672 88,599,987 88,950,664 90,743,759 110,951,889 122,174,527 Liabilities and Net Assets 791,965 1,020,133 642,422 523,298 490,986 459,107 Liabilities (2,741,335) (2,621,198) (2,469,192) (2,369,426) (1,725,198) (2,848,639) Other Liabilities 663,351 654,181 419,304 636,920 1,722,772 2,477,182 Revenue Bonds Payable 34,570,000 32,550,000 30,395,000 28,090,000 48,700,000 47,570,000 Deferred loss/premium on bonds (1,232,6821 (1,093,244) (954,781) (815,343) 1,471,509 (1,711,547) Revenue Note Payable 9,750,076 9,534,167 9,299,130 9,054,598 8,80,188 8,535,498 Total Liabilities 43,760,745 41,645,104 39,158,653 36,966,175 60,694,469 56,871,133 Net Assets 45,274,927 46,954,893 49,792,011 53,777,584 50,257,420 65,303,394 Operating Revenues 10,716,798 10,939,726 11,846,117 10,852,914 11,401,523 11,611,319 Operating Expenses 2,966,949 1,679,956 2,837,128 3,985,573 5,341,774 5,362,989 Administrative and General 1,392,512 1,799,393 1,955,508 1,699,737 1,739,698 2,003,768 Operation and Maintenance 3,752,626 4,144,733 4,465,023 4,366,115 5,257,342 5,914,895 Depreciation 2,006,972 2,024,708 1,998,438 1,994,177 1,987,558 1,971,739 Operating Income 3,564,688 2,970,892 3,427,148 2,792,885 2,416,925 1,720,917 Nonoperating revenue (expense) Investment Income 791,965 1,020,133 642,422 523,298 490,986 459,107 Interest Expense (2,741,335) (2,621,198) (2,469,192) (2,369,426) (1,725,198) (2,848,639) Other 50,717 315,931 351,823 208,962 - 625,748 Net Income before 4,108,407 3,477,959 Revenue Bond Coverage (> 1.25) 1.59 1.54 1.56 contributions and transfers 1,666,035 1,685,758 1,952,201 1,155,719 1,182,713 (42,867) Capital contributions 1,300,914 603,582 2,853,752 4,039,237 5,266,050 Extraordinary Item: Net Pension Obligation Relief 281,345 119,824 139,806 Transfer InjOut)net - (5,802) - (23,898} - Change In Net Assets 2,966,949 1,679,956 2,837,128 3,985,573 5,341,774 5,362,989 Population of City and Borough 8,644 8,615 8,627 8,881 8,773 # of electric customers 5,113 5,197 5,257 5,278 5,282 KwH Sold 106,491,085 109,997,183 114,866,192 108,739,970 111,795,344 Revenue Bond Debt Service 4,024,958 4,113,594 4,106,690 4,108,407 3,477,959 Revenue Bond Coverage (> 1.25) 1.59 1.54 1.56 1.34 1.41 D -3 Page 4 of 8 EXHIBIT B CITY AND BOROUGH OF JUNEAU FINANCIAL SUMMARY General Governmental Fund Municipal Financial Position 2099 2010 tall — 2012 AVrra e ra o ec one — - weax _nrmr'a .o rtv lax RateperS1,0W Municipal a X%- 7 $41,F . Urrent 'eL1= s ecnons s , 6&r a 7 Current :et un to 9 ; k o ears e . ons 1,431,5U x 3 cclson I ro to 983M 99 23 .1 en- rMa Ir.F u nreserv; - U ndfteas ted Endlnq Fund Mance 1.bb1,zLj nr , n!M Pius tMeSICKV LVerad3ig n { C NiBN54 r. �x Oils , ;, ance ttures 1129%1 11., Fil % 4 evenues i. Inter e a crcenta a IfflergovernmentaL 1 un a ver cs w n ;venue t - - t rise lttl _ 48,330,982 7 9W 46,370,845 43 6 .582 ;venue i - : vernme- un G-nml Uiblijipdon Debi -iMVernrnen t un s,mertir eon t- le _rsx w1 or;11 C,Cneraj Owl gation L otal Revenue and General Obli ga Uon Lkbt 5 114 . 9 Governmentid C.0 -c t, exa e, ess; awe 197% e. y ; ot;31 IRAvenue and -) AN. 4 -2-1 % ;Hera iann 1rr aonla A. ,i4 oUd Xevcnue a.Rj W I kbt Per Ca pita Gen;ai D SOS 2009 2011 2012 Annual pU a Taxable Assessed Value $ 3,845.256,273 $ 3,964,3061237 $ 3,933,364,442 i 3,989,344.944 5 4,071,713,732 3.52 Assessed Value Per Capita LLMW 3129,084 $ 125.7671$ 177,bb7l $ 126,098 Top 10 Tax Payers as a % of Assessed Value 8.94`16 9.60% 10.52% 13.787.1 13.73% D-4 Page 5 of 8 EXHIBIT B CITY AND BOROUGH OF JUNEAU HARBOR ENTERPRISE FUND FINANCIAL SUMMARY LIABILITIES AND NET ASSETS Revenue Bonds Payable 2008 2009 2010 2011 2012 Other Liabilities Audited Audited Audited Audited Audited ASSETS 13,396,716 12,800,015 11,686,240 11,810,290 11,832,504 Plant In- Service (net of depreciation) $14,065,027 $13,081,747 $11,923,364 $13,827,335 $12,844,129 Construction Work in Progress 21,482,038 27,841,706 29,935,711 29,689,294 33,499,769 Cash 4,087,343 3,299,922 4,470,053 4,728,522 4,860,755 Restricted Assets 12,546,998 9,929,753 7,588,584 10,702,703 11,196,479 Other Assets 233,341 1,178,214 866,059 764,741 847,869 Total Assets 52,414,747 55,331,342 54,783,771 59,912,595 63,049,001 LIABILITIES AND NET ASSETS Revenue Bonds Payable 10,450,000 10,210,000 9,960,000 9,700,000 9,691,595 Other Liabilities 2,946,716 2,590,015 1,726,240 2,110,290 2,140,909 Total Liabilities 13,396,716 12,800,015 11,686,240 11,810,290 11,832,504 NET ASSETS 39,018,031 42,531,327 43,097,531 48,102,305 51,216,497 1 1 Operating Revenues 2,686,154 2,630,220 3,040,330 2,854,858 3,154,885 Operation and Maintenance 2,368,561 2,396,922 2,133,877 2,492,110 2,434,329 Administrative and General - - - - - Depreciation 1,235,019 1,048,281 799,254 899,958 986,619 Operating Income (Loss) (917,426) (814,983) 107,199 (537,208) (266,063) Non - Operating Revenue (Expense) _ 431,688 422,169 (183,181) 46,509 155,306 Net Income (Loss) Before Contribution (485,738) (392,814) (75,982) (490,699) (110,757) Capital Contributions 2,094,317 317,339 242,186 1,690,873 2,549,949 Net Transfers -In (Out) (112) 3,250,000 400,000 3,804,600 675,000 Special item - NPOIOPEB write off 338,771 Change in Net Assets 1,608,467 3,513,295 566,204 5.004,774 3,114,192 Population of City 30,988 30,711 31,275 31,275 32,290 Revenue Bond Coverage 3.89 1.67 2.19 1.19 1.79 D -5 Page 6 of 8 EXHIBIT B City and Borough of Juneau Conduit Debt WILDFLOWER COURT (A not for profit organziation) FINANCIAL SUMMARY LIABILITIES AND NET ASSETS Bond Debt 2007 2008 2009 2010 2011 Other Liabilities Audited Audited Audited Audited Audited ASSETS 16,098,560 15,773,777 15,122,825 14,528,190 13,954,428 Plant In- Service 6,269,919 7,422,377 6,520,271 5,674,338 4,909,305 Cash 1,030,875 1,162,402 1,500,220 1,255,867 1,582,128 Restricted Assets 1,753,935 1,756,235 1,760,358 1,735,178 1,707,402 Other Assets 1,183 595 1,149,867 1,142 642 1,312,915 1,399,517 Total Assets 12,238,324 11 490 881 10,923,491 9,978,298 9,598,352 LIABILITIES AND NET ASSETS Bond Debt 15,300,000 14,850,000 14,250,000 13,650,000 13,050,000 Other Liabilities 798,560 923,777 872,825 878,190 904,428 Total Liabilities 16,098,560 15,773,777 15,122,825 14,528,190 13,954,428 NET ASSETS (DEFICIT) (3,860,236) (4,282,896) (4,199,334) (4,549,892) (4,356,076) Operating Revenues 8,305,603 8,972,432 10,290,008 10,361,609 10,859,195 Operating Expenses 7,667,554 8,438,613 9,302,040 9,802,944 9,894,353 Depreciation 1,021,764 988,053 951,871 937,147 832,579 Operating Income (Loss) (383,715) (454,234) 36,097 (378,482) 132,263 Non - Operating Revenue (Expense) 135,696 31,574 47,465 27,924 61,553 Change in Net Assets (248,019) (422,660) 83,562 (350,558) 193,816 Revenue Bond Coverage 1.29 1.10 1.27 1.01 1.33 " Financial statements are prepared on a calendar year basis D -6 Page 7 of 8 CITY AND BOROUGH OF JUNEAU BARTLETT REGIONAL HOSPITAL FINANCIAL SUMMARY ASSETS Plant In- Service (net of depreciation) Construction Work in Progress Cash Restricted Assets Other Assets Total Assets LIABILITIES AND NET ASSETS Revenue Bonds Payable Other Liabilities Total Liabilities NET ASSETS Operating Revenues Operation and Maintenance Administrative and General Depreciation Operating Income (Loss) Non - Operating Revenue (Expense) Net Income (Loss) Before Contribution Capital Contributions Net Transfers -In (Out) Special Item - NPOIOPEB write off Change in Net Assets Population of City Revenue Bond Coverage EXHIBIT B 2008 2009 2010 2011 2012 Audited Audited Audited Audited Audited $54,074,505 $71,272,745 $74,736,663 $72,772,410 $74,566,327 17,059,590 8,224,160 3,126,611 6,866,781 6,202,224 11,061,880 16,297,926 18,036,202 14,990,308 17,386,169 14,414,883 5,462,944 8,555,051 10,160,114 6,549,498 16,925,949 17,751,193 20,549,937 23,011,263 23,462,113 113, 536,807 119, 008,968 125,004,464 127,800,876_ 128,166,331 27,295,000 26,740,000 26,165,000 25,570,000 24,926,795 11,708,161 10,484,387 11,066,147 11,391,053 8,999,867 39,003,161 37,224,387 37,231,147 36,961,053 33,926,662 74,533,646 81,784,581 87,773,317 90,839,823 94,239,669 1 1 68,693,315 76,333,369 82,640,681 90,680,836 95,026,373 61,982,608 66,831,133 72,975,632 83,883,389 89,411,913 4,470,386 5,474,872 6,270,565 6,552,177 7,145,290 2,240,321 4,027,364 3,394,484 245,270 (1,530,830) (677,429) 243,415 911,555 1,579,634 3,306,366 1,562,892 4,270,779 4,306,039 1,824,904 1,775,536 2,136,890 870,700 536,697 89,002 471,910 1,102,100 1,103,000 1,146,000 1,152,600 1,152,400 1,006,456 4,801,882 7,250,935 _ 5,988,736 3,066,506 3,399,846 30,986 30,711 31,275 31,275 32,290 3.58 5.07 5.15 3.63 3.00 D -7 Page 8 of 8 CERTIFICATE 1, DEVEN J. MITCHELL, Executive Director of the Alaska Municipal Bond Bank (the "Bank "), HEREBY CERTIFY that Series Resolution No. 2013 -01, adopted by the Board of Directors of the Bank on January 28, 2013, has not been amended, superseded or repealed, but is in full force and effect as of the date hereof. IN WITNESS WHEREOF, 1 have hereunto set my hand this 12th day of March 2013. t 4DEN J. MITCHELL tive Director AMBB /General Obligation and Refunding Bonds. 2013 Series One Certificate of Series Resolution I Tocs1374217331Certificate Of Series Resolution 2013 -01. D= ALASKA MUNICIPAL BOND BANK RESOLUTION NO. 2013 -01 A SERIES RESOLUTION AUTHORIZING THE ISSUANCE OF GENERAL OBLIGATION AND REFUNDING BONDS, 2013 SERIES ONE, OF THE ALASKA MUNICIPAL BOND BANK WHEREAS, the Board of Directors of the Alaska Municipal Bond Bank (the "Bank ") by Resolution entitled "A Resolution Creating And Establishing An Issue Of Bonds Of The Alaska Municipal Bond Bank; Providing For The Issuance From Time To Time Of Said Bonds; Providing For The Payment Of Principal Of And Interest On Said Bonds; And Providing For The Rights Of The Holders Thereof," adopted July 13, 2005, as amended August 19, 2009 (the 'Resolution "), has created and established an issue of Bonds of the Bank; and WHEREAS, the Resolution authorizes the issuance of said Bonds in one or more series pursuant to a Series Resolution authorizing each such series; and WHEREAS, the Board of Directors of the Bank has determined that it is necessary and required that the Bank issue at this time a Series of Bonds to be designated "Alaska Municipal Bond Bank General Obligation and Refunding Bonds, 2013 Series One" (the "2013 Series One Bonds ") to provide moneys to carry out the purposes of the Bank; BE IT RESOLVED BY THE BOARD OF DIRECTORS OF THE ALASKA MUNICIPAL BOND BANK AS FOLLOWS: ARTICLE I AUTHORITY AND DEFINITIONS Section 101 - Series Resolution. This Series Resolution (the "2013 Series One Resolution ") is adopted in accordance with the provisions of the Resolution and pursuant to the authority contained in the Act. Section 102 - Definitions. In this 2013 Series One Resolution and with respect to the 2013 Series One Bonds: (1) Unless otherwise defined in Article I herein, all capitalized terms herein shall have the same meanings, respectively, as such terms are given in Article I of the Resolution. (2) "Amendatory Loan Agreement" shall mean the agreement by and between the Bank and the City and Borough of Juneau, Alaska, amending certain terms of the loan agreement entered into by the parties and dated August 1, 2004. (3) "Bank" shall mean the Alaska Municipal Bond Bank. (4) "Beneficial Owner" shall mean the person in whose name a 2013 Series One Bond is recorded as the beneficial owner of such 2013 Series One Bond by the respective systems of Depository Trust Company and the Depository Trust Company Participants or the registered owner of the 2013 Series One Bond if the 2013 Series One Bond is not then held in book -entry form under Section 206. (5) "Bond Purchase Contract" shall mean the agreement by and between the Bank and Underwriters, providing for the purchase and sale of the 2013 Series One Bonds. (6) "Bond Year" shall mean each one -year period that ends on an anniversary of the date of issue of the 2013 Series One Bonds. (7) "Chairman" shall mean the chairman of the Board of Directors of the Alaska Municipal Bond Bank Authority (also known as the Alaska Municipal Bond Bank). (8) "Code" shall mean the Internal Revenue Code of 1986, as amended from time to time, together with all regulations applicable thereto. (9) "Continuing Disclosure Certificate" shall mean the Continuing Disclosure Certificate executed by the Bank and dated the date of issuance and delivery of the 2013 Series One Bonds, as originally executed and as it may be amended from time to time in accordance with the terms thereof_ (10) "De osito Trust Company" shall mean The Depository Trust Company, a limited purpose trust company organized under the laws of the State of New York, and its successors and assigns. (11) "Depository Trust Company Participant" shall mean a trust company, bank, broker, dealer, clearing corporation and any other organization that is a participant of Depository Trust Company. N.A. (12) "Escrow Agent" shall mean The Bank of New York Mellon Trust Company, AMBB /General Obligation and Refunding Bonds, 2013 Series One Series Resolution No. 2013 -01 page 2 I.1Dom%37421733V5edes Resolution 2013- 01.Docx (13) "Escrow Agreement" shall mean the agreement entered into by and between the Bank and the Escrow Agent, dated the date of issuance of the 2013 Series One Bonds, securing payment for the Refunded Bonds. (14) "Excess Investment Earnings" shall mean the amount of investment earnings on gross proceeds of the 2013 Series One Bonds determined by the Bank to be required to be rebated to the United States of America under the Code. (15) "Financial Advisor" shall mean Western Financial Group, LLC. (16) "Letter of Representations" shall mean the Blanket Issuer Letter of Representations dated May 2, 1995 from the Bank to Depository Trust Company, a copy of which is attached hereto as Exhibit A, and the operational arrangements referred to therein. (17) "Loan Agreement" shall mean, collectively, the agreements (a) by and between the Bank and the Kenai Peninsula Borough, Alaska; (b) by and between the Bank and the City and Borough of Sitka, Alaska; (c) by and between the Bank and the Ketchikan Gateway Borough, Alaska; (d) by and between the Bank and the City and Borough of Juneau, Alaska, (e) by and between the Bank and the Kodiak Island Borough, Alaska, and (f) by and between the Bank and the City of Sand Point, Alaska, each pertaining to the repayment of a Loan to the Governmental Unit as provided for herein. (18) "Record Date" shall mean fifteen days preceding each interest payment date with respect to the 2013 Series One Bonds. (19) "Refunded Bonds" means the maturities, or portion thereof, of the 2004 Series A Bonds which the Executive Director designates to be refunded pursuant to Section 304 of this 2013 Series One Resolution. (20) "Underwriters" shall mean RBC Capital Markets, LLC together with any other financial institution authorized by the Bank. (21) "2004 Series A Bonds" means the $24,950,000 principal amount of the outstanding Alaska Municipal Bond Bank Authority Revenue Bonds, 2004 Series A, maturing in the years 2014 through 2035, inclusive. (22) "2013 Series One Bonds" shall mean the Bonds authorized by Article II hereof. AMBB /Genera! Obligation and Refunding Bonds, 2013 Series One Series Resolution No. 2013 -01 Page 3 1:1Docs1374217331Se4es Resolution 2413 -01. Dom ARTICLE II AUTHORIZATION OF 2013 SERIES ONE BONDS Section 201 - Principal Amount Desi nation and Series. Pursuant to the provisions of the Resolution, a series of Bonds designated as "Alaska Municipal Bond Bank General Obligation and Refunding Bonds, 2013 Series One" is hereby authorized to be issued in the aggregate principal amount of not to exceed $110,000,000. The Executive Director is hereby authorized to change the designation to allow for the sale of the 2013 Series One Bonds to be combined and sold with other Bonds authorized by a Series Resolution and approved by the Board of Directors of the Bank. Section 202 - Purposes. The purposes for which the 2013 Series One Bonds are being issued are (i) making Loans to the Governmental Units to the extent and in the manner provided in Article lll, (ii) refunding the 2004 Series A Bonds, or portion thereof designated by the Executive Director pursuant to Section 304 of this 2013 Series One Resolution, and (iii) making a deposit, if any, in the Reserve Fund as provided in Article III of this 2013 Series One Resolution. Section 203 - Date Maturities and Interest Rates. The 2013 Series One Bonds shall be dated the date the 2013 Series One Bonds are delivered to the Underwriters. Subject to adjustment as provided for in this Section 203, the 2013 Series One Bonds shall mature, or have Sinking Fund Installments due, on the 1st day of February 2014, and on the 1st day of February in each of the years, in the respective principal amounts as set forth below: AMBB/General Obligation and Refunding Bonds, 2013 Series One Series Resolution Flo. 2013 -01 Page 4 lADocs1374217331Sedes Resolution 2013- 01.Docx Maturity Principal Maturity Principal ( February 1l Amount (February 11 Amount 2014 $2,950,000 2032 $5,410,000 2015 3,100,000 2033 5,580,000 2016 3,115, 000 2034 3,575,000 2017 3,130,000 2035 3,685,000 2018 3,155,000 2036 2,195,000 2019 3,190,000 2037 2,265,000 2020 3,215,000 2038 2,340,000 2021 3,255,000 2039 2,415,000 2022 3,265,000 2040 2,500,000 2023 3,335,000 2041 2,585,000 2024 2,795,000 2042 2,675,000 2025 2,860,000 2043 2,770,000 2026 2,935,000 2044 2,870,000 2027 3,015,000 2045 2,975,000 2028 3,095,000 2046 3,085,000 2029 3,175, 000 2047 3,200,000 2030 3,270,000 2048 3,655, 000 2031 3,365,000 The exact principal amount of each maturity, or the exact amount of each Sinking Fund Installment, the maturity dates, and the interest rates of the 2013 Series One Bonds shall be fixed and determined by the Chairman or the Executive Director at the time the 2013 Series One Bonds are sold pursuant to Section 210 hereof but subject to the limitations set forth in Section 201 hereof. Section 204 - Interest Payments. The 2013 Series One Bonds shall bear interest from their dated date. The first interest payment date shall be August 1, 2013 (or such other date as may be fixed and determined by the Chairman or the Executive Director); thereafter, interest on the 2013 Series One Bonds shall be payable on the 1st days of February and August (or such other months as may be fixed and determined by the Chairman or the Executive Director), computed on the basis of a 360 -day year composed of twelve thirty -day months. Section 205 - Denominations Numbers and Other Designation. The 2013 Series One Bonds shall be issued in registered form in the denomination of $5,000 or any integral multiple thereof, not exceeding the aggregate principal amount of the 2013 Series One Bonds authorized herein. The 2013 Series AMBB /General Obligation and Refunding Bonds, 2013 Series One Series Resolution No. 2013 -01 Page 5 I.1Docs1374217331Series Resolution 2013- 01,Docx One Bonds shall be numbered serially with any additional designation that the Bank deems appropriate. Section 206 - Securities De osito . (1) The 2013 Series One Bonds shall be registered initially in the name of "Cede & Co.," as nominee of Depository Trust Company ( "DTC "), and shall be issued initially in the form of a single bond for each maturity in the amount of such maturity. Registered ownership of the 2013 Series One Bonds, or any portions thereof, may not thereafter be transferred except (i) to any successor of DTC or its nominee, provided that any such successor shall be qualified under any applicable laws to provide the service proposed to be provided by it; (ii) to any substitute depository or such substitute depository's successor; or (iii) to any person as provided in paragraph (4) below. (2) Upon the resignation of DTC or its successor (or any substitute depository or its successor) from its functions as depository or a determination by the Bank that it is no longer in the best interest of Beneficial Owners to continue the system of book -entry transfers through DTC or its successors (or any substitute depository or its successor), the Bank may appoint a substitute depository. Any such substitute depository shall be qualified under any applicable laws to provide the services proposed to be provided by it. (3) In the case of any transfer pursuant to clause (i) or (ii) of paragraph (1) above, the Trustee shall, upon receipt of all Outstanding 2013 Series One Bonds, together with a written request of an Authorized Officer and a supply of new 2013 Series One Bonds, authenticate a single new 2013 Series One Bond for each maturity of 2013 Series One Bonds then Outstanding, registered in the name of such successor or such substitute depository, or its nominee, as the case may be, all as specified in such written request. (4) In the event that (i) DTC or its successor (or substitute depository or its successor) resigns from its functions as depository, and no substitute depository can be obtained, or (ii) the Bank determines that it is in the best interest of the Beneficial Owners that they be able to obtain Bond certificates, the ownership of 2013 Series One Bonds may then be transferred to any person or entity as provided in the Resolution and such 2013 Series One Bonds shall no longer be held in book -entry form. An Authorized Officer shall deliver a written request to the Trustee to issue 2013 Series One Bonds as provided in the Resolution in any authorized denomination, together with a supply of definitive Bonds. Upon receipt of all then Outstanding 2013 Series One Bonds by the Trustee, together with a written request of an Authorized Officer to the Trustee, new 2013 Series One Bonds shall be issued and authenticated in such denominations and registered in the names of such persons as are requested in such written request. AMBB /General Obligation and Refunding Bonds, 2013 Series One Series Resolution No. 2013 -01 Page 6 I %Docs13742173315eries Resolution 2013- 01,Dom (5) For so long as the 2013 Series One Bonds are held in book -entry form under this Section, the Bank and the Trustee may treat DTC (or its nominee) as the sole and exclusive registered owner of the 2013 Series One Bonds registered in its name for the purposes of payment of principal or Redemption Price of and interest on such 2013 Series One Bonds, selecting such 2013 Series One Bonds, or portions thereof to be redeemed, giving any notice permitted or required to be given to Bondholders under the Resolution (except as otherwise provided pursuant to Section 508 or this 2013 Series One Resolution), registering the transfer of such 2013 Series One Bonds and obtaining any consent or other action to be taken by Bondholders and for all other purposes whatsoever; and neither the Bank nor the Trustee shall be affected by any notice to the contrary. Neither the Bank nor the Trustee shall have any responsibility or obligation to any DTC Participant, any person claiming a beneficial ownership interest in the 2013 Series One Bonds under or through DTC or any DTC Participant, or any other person not shown on the registration books of the Trustee as being a registered owner, with respect to the accuracy of any records maintained by DTC or any DTC Participant; the payment by DTC or any Depository Trust Company Participant of any amount in respect of the principal or Redemption Price of or interest on the 2013 Series One Bonds, any notice which is permitted or required to be given to Bondholders under the Resolution, the selection by DTC or any Depository Trust Company Participant of any person to receive payment in the event of a partial redemption of the 2013 Series One Bonds, or any consent given or other action taken by DTC as Bondholder. The Trustee shall pay from money available under the Resolution all principal and Redemption Price of and interest on 2013 Series One Bonds only to or upon the order of DTC, and all such payments shall be valid and effective to fully satisfy and discharge the Bank's obligations with respect to the principal or Redemption Price of and interest on the 2013 Series One Bonds to the extent of the sum or sums so paid. Section 207 - Places and Manner of Payment. For so long as all Outstanding 2013 Series One Bonds are registered in the name of Cede & Co. or its registered assigns, payment of principal and interest thereon shall be made as provided in the Letter of Representations and the operational arrangements referred to therein as amended from time to time. (Details regarding the current DTC Book - Entry-Only Issuance practices are included in Exhibit A attached hereto.) In the event that the 2013 Series One Bonds are no longer registered in the name of Cede & Co. or its registered assigns, (i) payment of interest on the 2013 Series One Bonds will be made by check or draft mailed by first class mail to the registered owner, at the address appearing on the bond register on the Record Date of the Bank kept at the corporate trust office of the Trustee, or, upon the written request of a registered owner of at least $1,000,000 in principal amount of 2013 Series One Bonds received at least 15 days prior to an interest payment date, by wire transfer in immediately available funds to an account in the United States of America designated AMBB /Genera! Obligation and Refunding Bonds, 2093 Series One Series Resolution No. 2013 -01 Page 7 IADoc0 74 2 1 7 3 315edes Resolution 2013- 01.Docx by such registered owner; and (ii) principal of the 2013 Series One Bonds will be payable at the corporate trust office of the Trustee upon surrender of the 2013 Series One Bonds representing such principal. Both principal of and interest on the 2013 Series One Bonds are payable in any coin or currency of the United States of America which, on the respective dates of payment thereof, shall be legal tender for the payment of public and private debts. Section 208 - Optional Reden'113tion. The Chairman or the Executive Director are, and each of them is, hereby authorized to determine the optional redemption provisions, if any, for the 2013 Series One Bonds and shall cause any such provisions to be included in the form of the 2013 Series One Bonds. Section 209 - Mandatory Redempjion. The Chairman or the Executive Director are, and each of them is, hereby authorized to determine the mandatory redemption provisions, if any, for the 2013 Series One Bonds and shall cause any such provisions to be included in the form of the 2013 Series One Bonds. Section 210 - Sale of 2013 Series One Bonds. The 2013 Series One Bonds shall be sold at negotiated sale to the Underwriters pursuant to the terms of the Bond Purchase Contract. The Executive Director or the Chairman are, and each of them is, hereby authorized to execute the Bond Purchase Contract with the Underwriters regarding the sale of the 2013 Series One Bonds upon his approval of the sale details of the 2013 Series One Bonds, including, but not limited to, the aggregate principal amount of the 2013 Series One Bonds, the purchase price of the 2013 Series One Bonds, the maturity and the interest payment dates of the 2013 Series One Bonds, and the redemption provisions and interest rate of each maturity of the 2013 Series One Bonds. Provided, however, the aggregate principal amount of the 2013 Series One Bonds shall not exceed One Hundred Ten Million and No/100 Dollars ($110,000,000.00), the true interest cost on the 2013 Series One Bonds shall not exceed five percent (5 %), and the Underwriters' discount shall not exceed three - quarters of one percent (.75 %) of the par value of the 2013 Series One Bonds. Prior to execution of the Bond Purchase Contract, the Executive Director or the Chairman, with the assistance of the Bank's Financial Advisor, shall take into account those factors which, in their judgment, will result in the lowest true interest cost on the 2013 Series One Bonds. AMBB /General Obligation and Refunding Bonds, 2013 Series One Series Resolution No. 2013 -01 Page 8 IADocs137421733V5eries Resolution 2013- 01.13oa The authority granted to the Executive Director and the Chairman under this Section 210 shall expire 120 days from the date of approval of this 2013 Series One Resolution. Section 211 -Official Statement. The Chairman or the Executive Director are, and each of them is, hereby authorized to approve the final form of, and the distribution to prospective purchasers and other interested persons of, the preliminary Official Statement of the Bank for the 2013 Series One Bonds in the form submitted to and part of the records of the meeting, with such changes as the Chairman or the Executive Director shall deem advisable. The Chairman and the Executive Director are hereby further authorized to approve the final form of the Official Statement. The distribution of the preliminary Official Statement and the Official Statement, as approved by the Chairman or the Executive Director, in connection with the offering of the 2013 Series One Bonds is hereby ratified, confirmed and approved. There is hereby delegated to the Chairman or the Executive Director the power to deem the preliminary Official Statement final on behalf of the Bank for purposes of Securities and Exchange Commission Rule 15c2- 12(b)(1). ARTICLE III DISPOSITION OF BOND PROCEEDS Section 301 - Disposition of Proceeds For Loan and Refunding Pu oses. (a) Upon the delivery of the 2013 Series One Bonds the Bank shall, in accordance with Article V of the Resolution, apply a portion of the proceeds derived from the sale of the 2013 Series One Bonds to the making of a (i) Loan to the Kenai Peninsula Borough, Alaska, in the principal amount not to exceed $1,400,000, to be used to finance fire and emergency capital improvements; (ii) Loan to the City and Borough of Sitka, Alaska, in the principal amount not to exceed $4,600,000, to be used to finance harbor improvements; (iii) Loan to the City and Borough of Sitka, Alaska, in the principal amount not to exceed $40,000,000, to be used to finance certain electric utility capital improvements; (iv) Loan to the Ketchikan Gateway Borough, Alaska, in the principal amount not to exceed $5,500,000, to be used to finance educational capital improvements; (v) Loan to the City and Borough of Juneau, Alaska, in the principal amount not to exceed $3,000,000, to be used to finance miscellaneous capital improvements; (vi) Loan to the Kodiak Island Borough, Alaska in the principal amount not to exceed $25,000,000 to be used to finance education capital improvements; and (vii) Loan to the City of Sand Point, Alaska, in the principal amount not to exceed $3,000,000, to be used to finance certain harbor improvements. AMBB /General Obligation and Refunding Bonds. 2013 Series One Series Resolution No. 2013 -01 Page g 1.1Docs1374217331Sedes Resolution 2013 -01. Dom (b) Certain of the proceeds of the 2013 Series One Bonds shall be used to purchase direct, non - callable (prior to the date of scheduled application) obligations of the United States of America, the principal of and the interest on which when due will provide moneys which, together with cash, if any, shall be sufficient and available to pay when due the redemption price of the Refunded Bonds, and the interest to become due on such bonds prior to and on the first optional redemption date; provided, however, that such amounts shall be applied only with respect to maturities that the Executive Director designates to be Refunded Bonds pursuant to Section 304. Section 302 - Reserve Fund Deposit. On the date of sale, but subject to Section 201 hereof, the Chairman or the Executive Director shall determine whether it is in the best interest of the Bank to use cash or proceeds from the 2013 Series One Bonds for purposes of making a deposit into the Reserve Fund, which amount, together with other available funds, if any, will be the amount necessary to make the total amount in the Reserve Fund equal to the Required Debt Service Reserve upon delivery of the 2013 Series One Bonds. Section 303 - Disposition of Remainder of Bond Proceeds. The balance of the proceeds of the sale of the 2013 Series One Bonds representing any premium received over the principal amount of the 2013 Series One Bonds after deducting the amounts to be paid for costs of issuing the 2013 Series One Bonds, amounts necessary to ensure the deposit to the Reserve Fund equals the Required Debt Service Reserve, and after deducting the amount allocable to the Reserve Obligations, if any, which amount shall be deposited in the Reserve Fund, shall be deposited with the Governmental Units and applied towards costs of issuance and debt service payments due and owing on their respective Municipal Bonds (as such term is defined in the Loan Agreement or Amending Loan Agreement) or such other permitted purpose. Section 304 - Designation of Refunded Bonds. The Executive Director is hereby authorized to designate which, if any, 2004 Series A Bonds shall be refunded, eliminating from the category of Refunded Bonds municipal bonds whose terms have not been amended by the Governmental Unit to conform to the terms of the refunding authorized by this 2013 Series One Resolution as of the date of delivery of the 2013 Series One Bonds. Provided, however, the Refunded Bonds so designated by the Executive Director must realize an aggregate debt service savings of at least three percent (3 %) of their principal amount, net of all issuance costs and underwriting discount, on a present value basis. AMBB/General Obligation and Refunding Bonds. 2013 Series One Series Resolution No. 2043 -01 Page 10 1:1Docs1374217331Se6es Resolution 2013- 01_Docx Section 305 - Escrow Agreement. The Executive Director is hereby authorized and directed to enter into the Escrow Agreement with the trustee for the Refunded Bonds providing for the use and disposition of moneys, if any, and direct, non - callable obligations of the United States of America for the purpose set forth in Section 301(b) of this 2013 Series One Resolution. Section 306 - Election for Redemption of Refunded Bonds. The Executive Director is hereby authorized to direct the trustee of the Refunded Bonds to redeem such bonds on the first available payment date in accordance with the terms of the respective authorizing resolution for the Refunded Bonds. ARTICLE 1V EXECUTION AND FORM OF 2013 SERIES ONE BONDS Section 401 - Execution and Form of 2013 Series One Bonds The 2013 Series One Bonds shall be executed in the manner set forth in Section 303 of the Resolution. Subject to the provisions of the Resolution, the 2013 Series One Bonds, and the Trustee's certificate of authentication, shall be of substantially the following form and tenor: ALASKA MUNICIPAL BOND BANK GENERAL OBLIGATION AND REFUNDING BONDS, 2013 SERIES ONE INTEREST RATE: MATURITY DATE: CUSIP NO.: _,20— Registered Owner: CEDE & Co. Principal Amount: and No/100 Dollars Alaska Municipal Bond Bank (herein called the "Bank "), a public body corporate and politic, constituted as an instrumentality of the State of Alaska, organized and existing under and pursuant to the laws of the State of Alaska, acknowledges itself indebted to, and for value received, hereby promises to pay to CEDE & CO. or registered assigns, the principal sum specified above on the Maturity Date specified above, and to pay to the registered owner hereof interest on such principal sum from the date hereof to the date of maturity of this Bond at the rate per annum specified above, payable 1, 2014, and semi - annually on the 1st day of and on the 1st day of thereafter. For so long as this Bond is held in book - entry form, payment of principal and interest shall be made by wire transfer to the AMBB /Genera! Obligation and Retunding Bonds, 2013 Series One Series Resolution No. 2013 -01 page 11 L1NW374217331Sedes Resolution 2013 -01 Docx registered owner pursuant to written instructions furnished to The Bank of New York Mellon Trust Company, N.A., in Seattle, Washington (or its successor in interest), as Trustee under the General Bond Resolution of the Bank, adopted July 13, 2005, as amended August 19, 2009 (herein called the "Resolution "), or its successor as Trustee (herein called the "Trustee "). In the event that this Bond is no longer held in book -entry form, (i) payment of interest will be made by check or draft mailed by first class mail to the registered owner at the address appearing on the bond register of the Bank kept by the Trustee, or, upon the written request of a registered owner of at least $1,000,000 in principal amount of 2013 Series One Bonds received at least 15 days prior to an interest payment date, by wire transfer in immediately available funds to an account in the United States of America designated by such registered owner; and (ii) principal will be payable upon presentation and surrender hereof at the corporate trust office of the Trustee. Interest shall be computed on the basis of a 360 -day year composed of twelve thirty -day months. Both principal of and interest on this Bond are payable in any coin or currency of the United States of America which, on the respective dates of payment thereof, shall be legal tender for the payment of public and private debts. This Bond is a general obligation of the Bank and is one of a duly authorized issue of Bonds of the Bank designated "Alaska Municipal Bond Bank Bonds" (herein called the "Bonds "), issued and to be issued in various series under and pursuant to the Alaska Municipal Bond Bank Act, constituting Chapter 85, Title 44, of the Alaska Statutes (herein called the "Act"), and under and pursuant to the Resolution and a series resolution authorizing each such series. As provided in the Resolution, the Bonds may be issued from time to time pursuant to series resolutions in one or more series, in various principal amounts, may mature at different times, may bear interest at different rates and, subject to the provisions thereof, may otherwise vary. The aggregate principal amount of bonds which may be issued under the Resolution is not limited except as provided in the Resolution and the Act, and all Bonds issued and to be issued under said Resolution are and will be equally and ratably secured by the pledges and covenants made therein, except as otherwise expressly provided or permitted in the Resolution. This Bond is one of a series of Bonds issued in the aggregate principal amount of $ under the Resolution of the Bank and a series resolution of the Bank, adopted 2013, and entitled: "A Series Resolution Authorizing the Issuance of General Obligation and Refunding Bonds, 2013 Series One, of the Alaska Municipal Bond Bank" (said resolutions being herein collectively called the "Resolutions "). Copies of the Resolutions are on file at the office of the Bank and at the corporate trust office of the Trustee, and reference to the Resolutions and any and all supplements thereto and modifications and amendments thereof and to the Act is made for a description of the pledges and covenants securing the 2013 Series One Bonds; the nature, extent and manner of enforcement of such pledges; the rights and remedies of the registered owners of the 2013 Series One Bonds with respect thereto; and the AMBB /Genera! Obligation and Refunding Bonds, 2013 Series One Series Resolution No. 2013 -01 Page 12 I.1Docs1374217331Series Resolution 2013- 01.Docx terms and conditions upon which the Bonds are issued and may be issued thereunder; to all of the provisions of which the registered owner of this Bond, by acceptance of this Bond, consents and agrees. To the extent and in the manner permitted by the terms of the Resolutions, the provisions of the Resolutions or any resolution amendatory thereof or supplemental thereto may be modified or amended by the Bank, with the written consent of the registered owners of at least two- thirds in principal amount of the Bonds then outstanding and, in case less than all of the several series of Bonds would be affected thereby, with such consent of the registered owners of at least two- thirds in principal amount of the Bonds of each series so affected then outstanding. The 2013 Series One Bonds are subject to redemption prior to their respective scheduled maturities as set forth below. The 2013 Series One Bonds maturing on and after 1, 20_, are subject to redemption on or after 1, 20_, at the option of the Bank at a price of 100% of the principal amount thereof to be redeemed plus accrued interest to the date of redemption. Unless previously redeemed pursuant to the foregoing optional redemption provisions, the 2013 Series One Bonds maturing on 1, 20_ (the "Term Bonds ") are subject to redemption on 1 of the following years and in the following principal amounts at 100% of the principal amount of the 2013 Series One Bonds to be redeemed plus accrued interest, if any, to the redemption date. Term Bonds Due 1, 20_ Year Sinking Fund Re uirement Notice of redemption will be mailed to owners of 2013 Series One Bonds called for redemption not less than 30 days nor more than 60 days before the redemption date. Interest on any 2013 Series One Bonds called for redemption will cease on the redemption date. This Bond is transferable, as provided in the Resolutions, only upon the books of the Bank kept for that purpose at the corporate trust office of the Trustee, by the registered owner hereof in person or by its attorney duly authorized in writing, upon the surrender of this Bond together with a written instrument of transfer satisfactory to the Trustee duly executed by the registered owner or its attorney duly authorized in writing, and thereupon a new registered 2013 Series One Bond or Bonds in the same aggregate principal amount and of the same maturity, in authorized denominations, shall be issued to the transferee in exchange therefor as provided in the Resolutions and upon the payment of the charges, if any, therein prescribed. AMBB /General Obligation and Refunding Bonds, 2013 Series One Series Resolution No. 2013 -01 Page 13 l:%Docs1374217331Sedes Resolution 2013- Di.Docx The 2013 Series One Bonds are issuable in the denomination of $5,000 or any integral multiple thereof, not exceeding the aggregate principal amount of 2013 Series One Bonds maturing in the year of maturity of the Bond for which the denomination of the Bond is to be specified. Subject to such conditions and upon payment of such charges, if any, 2013 Series One Bonds, upon surrender thereof at the corporate trust office of the Trustee with a written instrument of transfer satisfactory to the Trustee, duly executed by the registered owner or its attorney duly authorized in writing, may, at the option of the registered owner thereof, be exchanged for an equal aggregate principal amount of registered 2013 Series One Bonds of any other authorized denominations, of the same maturity. The Bank is obligated to pay the principal of and interest on the 2013 Series One Bonds only from revenues or funds of the Bank, and the State of Alaska is not obligated to pay such principal of or interest on the 2013 Series One Bonds. Neither the faith and credit nor the taxing power of the State of Alaska is pledged to the payment of the principal of or the interest on the 2013 Series One Bonds. This Bond is fully negotiable for all purposes of the Uniform Commercial Code, and each owner of this Bond by accepting this Bond shall be conclusively considered to have agreed that this Bond is fully negotiable for those purposes. Neither a member of the Bank nor any person executing the 2013 Series One Bonds shall be liable personally on the 2013 Series One Bonds by reason of the issuance thereof. This Bond shall not be entitled to any benefit under the Resolutions or be valid or become obligatory for any purpose until this Bond shall have been authenticated by the execution by the Trustee of the Trustee's Certificate of Authentication hereon. IT IS HEREBY CERTIFIED, RECITED AND DECLARED that all acts, conditions and things required by the Constitution and statutes of the State of Alaska and the Resolutions to exist, to have happened and to have been performed precedent to and in the issuance of this Bond, exist, have happened and have been performed in due time, form and manner as required by law and that the issue of the 2013 Series One Bonds, together with all other indebtedness of the Bank, is within every debt and other limit prescribed by law. AMBB /Genera! Obligation and Refunding Bonds.. 2013 Series One Series Resolution No. 2013 -01 Page 14 I.1Docs1374217331Series Resolution 2013 -01. Docx IN WITNESS WHEREOF, the Alaska Municipal Bond Bank has caused this Bond to be executed in its name by the manual or facsimile signature of its Chairman and its corporate seal (or a facsimile thereof} to be affixed, imprinted, engraved or otherwise reproduced hereon, and attested by the manual or facsimile signature of its Executive Director all as of the day of 2013. ALASKA MUNICIPAL BOND BANK [SEAL] Chairman ATTEST: Executive Director TRUSTEE'S CERTIFICATE OF AUTHENTICATION This Bond is one of the Bonds described in the within - mentioned Resolutions and is one of the 2013 Series One Bonds of the Alaska Municipal Bond Bank. Date of Authentication: THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee Authorized Officer ARTICLE V MISCELLANEOUS Section 501 - Paying Agent. The Bank of New York Mellon Trust Company, N.A., Seattle, Washington, or its successor, is appointed paying agent for the 2013 Series One Bonds. Section 502 - Arbitrage Rebate. Within 30 days after the end of every fifth Bond Year, and within 60 days of the date when all of the 2013 Series One Bonds have been retired (or at such other time or AMBB /General Obligation and Refunding Bonds, 2013 Series One Series Resolution No. 2013 -01 Page 15 lADocs13742173315e6es Resolution 2013- 01.Docx times as may then be required by the Code and the applicable Income Tax Regulations), the Bank shall determine the Excess Investment Earnings and pay rebate amounts due the United States of America with respect thereto, as provided in Section 148(f) of the Code and the applicable Income Tax Regulations. Section 503 - 2013 Series One Debt Service Account. There is hereby established as a special account in the Debt Service Fund the "2013 Series One Debt Service Account," for the purpose of receiving amounts in the Debt Service Fund allocable to the 2013 Series One Bonds. Such amounts and the earnings thereon shall be deposited and held, and separately accounted for, in the 2013 Series One Debt Service Account. Section 504 - Tax Exemption and General Tax Covenant. The Bank intends that interest on the 2013 Series One Bonds shall be excludable from gross income for federal income tax purposes pursuant to Section 103 and 141 through 150 of the Code, and the applicable regulations. The Bank covenants not to take any action, or knowingly omit to take any action within its control, that if taken or omitted would cause the interest on the 2013 Series One Bonds to be included in gross income, as defined in Section 61 of the Code, for federal income tax purposes. Section 505 - Arbitrage Covenant. The Bank shall make no use or investment of the gross proceeds of the 2013 Series One Bonds which will cause the 2013 Series One Bonds to be "arbitrage bonds" subject to federal income taxation by reason of Section 148 of the Code. The Bank hereby covenants that so long as any of the 2013 Series One Bonds are outstanding, the Bank, with respect to the gross proceeds of the 2013 Series One Bonds, shall comply with all requirements of said Section 148 and of all regulations of the United States Department of Treasury issued thereunder, to the extent that such requirements are, at the time, applicable and in effect. Section 506 - Resolution Clarification. It shall hereby be clarified that the Resolution, at Section 919, shall only apply to Bonds issued on a tax - exempt basis. Section 507 - Loan Agreement and Amendatory Loan Agreement. The Executive Director and the Chairman are each hereby authorized to execute the Loan Agreement and Amendatory Loan Agreement between the Bank and the herein referred to Governmental Units, in a form similar to the forms submitted to and AMBB /General Obligation and Refunding Bonds, 2013 Series One Series Resolution No. 2013 -01 page 16 I.1Docs13742173MSeries Resolution 2013- 01.Docx part of the records of the meeting of January 28, 2013, with such changes as the Chairman or the Executive Director shall deem advisable. Section 508 - Continuinci Disclosure. The Bank hereby covenants and agrees that it will comply with and carry out all of the provisions of the Continuing Disclosure Certificate attached hereto as Exhibit B. Notwithstanding any other provision of this 2013 Series One Resolution, failure of the Bank to comply with the Continuing Disclosure Certificate shall not be considered a default of the Bank's obligations under this 2013 Series One Resolution, the Resolution or the 2013 Series One Bonds; however, the Beneficial Owner of any Bond may bring an action for specific performance, to cause the Bank to comply with its obligations under this Section. Section 509 - Chairman and Executive Director The Chairman and the Executive Director are each hereby authorized to execute all documents and to take any action necessary or desirable to carry out the provisions of this 2013 Series One Resolution and to effectuate the issuance and delivery of the 2013 Series One Bonds. The authority granted in this Section 509 to the Chairman and the Executive Director includes authorization to solicit commitments for a policy of insurance with respect to payment of the interest on and principal of the Bonds and thereafter to accept such commitment which is in the best interest of the Bank and enter into such agreement with the bond insurer as shall be in the best interests of the Bank. Section 510 - Effective Date. This 2013 Series One Resolution shall take effect immediately on the date hereof (January 28, 2013). AMBB /Genera! Obligation and Refunding Bonds, 2013 Series One Series Resolution No. 2013 -01 Page 17 hDocs1374217331Serles Resolution 2013- 01_Docx EXHIBIT A BLANKET ISSUER LETTER OF REPRESENTATIONS Blanket Issuer Letter of Representations [TO rte C10MI tea by: 55k Bri —_ at McIrb r.utWrrt L dyfi�ln pw.rtr V.,,nrvd lsurri � " _ ?fay 2, 199: Elar %ttention Cnderwritin¢ Department — Eligibility The Depository Trust Company 55 Water Street Wth Floor \eav York. \Y tOO41 -0099 Ladies and Gentlemen: This letter sets forth our understanding with respect to all issues the Securities' that Issuer shall request be made eligible For deposit by The Depository Trust Company ('DTC') To induce DTC to accept the Securities as eligible for deposit at DTC. and to act in accordance with DTCs Rules with respect to the Securities_ Issuer represents to DTC that Issuer wIU comph with the requirements stated in DTCs Operational Arrangements. as they may be amended from time to time Note- Very truly your, Schedule k cantatas statements that DTC believes Jasvratele dewnbe DTC. the method of effecting book - entry starafers of seanitin diimbuted through DTC. and ALASKA MUNICIPAL BOND BANK arrant related r/lattem .lwurn Br 9Yltq Q I[ef1 ,�W► FU;tive J. LEVESQUE Receitied and Accepted. a Director THE DEPOSiTORY TRUST COMPAINY Br iE AMBB /General Obligation and Refunding Bonds, 2013 Series One Series Resolution No. 2013 -01 Page A -1 IADocs1374217331Sef1es Resolution 2013- 01.Docx SAMPLE OFFERING DOCUMENT LANGUAGE DESCRIBING BOOK -ENTRY -ONLY ISSUANCE (Prepared by DTC— bracketed material may apply only to certain issues) 1. The Depository Trust Company ( "DTC "), New York, NY, will act as securities depository for the securities (the "Securities "). The Securities will be issued as fully- registered securities registered in the name of Cede & Co. (DTC's partnership nominee) or such other name as may be requested by an authorized representative of DTC. One fully- registered Security certificate will be issued for [each issue of] the Securities, [each] in the aggregate principal amount of such issue, and will be deposited with DTC. [If, however, the aggregate principal amount of [any] issue exceeds $500 million, one certificate will be issued with respect to each $500 million of principal amount, and an additional certificate will be issued with respect to any remaining principal amount of such issue.] 2. DTC, the world's largest securities depository, is a limited- purpose trust company organized under the New York Banking Law, a "banking organization" within the meaning of the New York Banking Law, a member of the Federal Reserve System, a "clearing corporation" within the meaning of the New York Uniform Commercial Code, and a "clearing agency" registered pursuant to the provisions of Section 17A of the Securities Exchange Act of 1934. DTC holds and provides asset servicing for over 3.5 million issues of U.S. and non -U.S. equity issues, corporate and municipal debt issues, and money market instruments (from over 100 countries) that DTC's participants ( "Direct Participants ") deposit with DTC. DTC also facilitates the post -trade settlement among Direct Participants of sales and other securities transactions in deposited securities, through electronic computerized book -entry transfers and pledges between Direct Participants' accounts. This eliminates the need for physical movement of securities certificates. Direct Participants include both U.S. and non -U.S. securities brokers and dealers, banks, trust companies, clearing corporations and certain other organizations. DTC is a wholly -owned subsidiary of The Depository Trust & Clearing Corporation ( "DTCC "). DTCC is the holding company for DTC, National Securities Clearing Corporation and Fixed Income Clearing Corporation, all of which are registered clearing agencies. DTCC is owned by the users of its regulated subsidiaries. Access to the DTC system is also available to others such as both U.S. and non -U.S. securities brokers and dealers, banks, trust companies, and clearing corporations that clear through or maintain a custodial relationship with a Direct Participant, either directly or indirectly ( "Indirect Participants "). DTC has a Standard & Poor's rating of AA +. The DTC Rules applicable to its Participants are on file with the Securities and Exchange Commission. More information about DTC can be found at www.dtcc.com. AMBB /Genera! Obligation and Refunding Bonds, 2013 Series One Series Resolution No. 2013 -01 Page A -2 h0ocsW41217331Series Resolution 2013- 01,Docx 3. Purchases of Securities under the DTC system must be made by or through Direct Participants, which will receive a credit for the Securities on DTC's records. The ownership interest of each actual purchaser of each Security ( "Beneficial Owner") is in turn to be recorded on the Direct and Indirect Participants' records. Beneficial Owners will not receive written confirmation from DTC of their purchase. Beneficial Owners are, however, expected to receive written confirmations providing details of the transaction, as well as periodic statements of their holdings, from the Direct or Indirect Participant through which the Beneficial Owner entered into the transaction. Transfers of ownership interests in the Securities are to be accomplished by entries made on the books of Direct and Indirect Participants acting on behalf of Beneficial Owners. Beneficial Owners will not receive certificates representing their ownership interests in Securities, except in the event that use of the book -entry system for the Securities is discontinued. 4. To facilitate subsequent transfers, all Securities deposited by Direct Participants with DTC are registered in the name of DTC's partnership nominee, Cede & Co., or such other name as may be requested by an authorized representative of DTC. The deposit of Securities with DTC and their registration in the name of Cede & Co. or such other DTC nominee do not effect any change in beneficial ownership. DTC has no knowledge of the actual Beneficial Owners of the Securities; DTGs records reflect only the identity of the Direct Participants to whose accounts such Securities are credited, which may or may not be the Beneficial Owners. The Direct and Indirect Participants will remain responsible for keeping account of their holdings on behalf of their customers. 5. Conveyance of notices and other communications by DTC to Direct Participants, by Direct Participants to Indirect Participants, and by Direct Participants and Indirect Participants to Beneficial Owners will be governed by arrangements among them, subject to any statutory or regulatory requirements as may be in effect from time to time. [Beneficial Owners of Securities may wish to take certain steps to augment the transmission to them of notices of significant events with respect to the Securities, such as redemptions, tenders, defaults, and proposed amendments to the Security documents. For example, Beneficial Owners of Securities may wish to ascertain that the nominee holding the Securities for their benefit has agreed to obtain and transmit notices to Beneficial Owners. In the alternative, Beneficial Owners may wish to provide their names and addresses to the registrar and request that copies of notices be provided directly to them.] 6. Redemption notices shall be sent to DTC. If less than all of the Securities within an issue are being redeemed, DTC's practice is to determine by lot the amount of the interest of each Direct Participant in such issue to be redeemed. AMBB /General Obligation and Refunding Bonds, 2093 Series One Series Resolution No. 2013 -01 Page A -3 I:IDocs%37421733%Sedes Resolution 2013- 01_Docu 7. Neither DTC nor Cede & Co. (nor any other DTC nominee) will consent or vote with respect to Securities unless authorized by a Direct Participant in accordance with DTC's MMI Procedures. Under its usual procedures, DTC mails an Omnibus Proxy to Issuer as soon as possible after the record date. The Omnibus Proxy assigns Cede & Co.'s consenting or voting rights to those Direct Participants to whose accounts Securities are credited on the record date (identified in a listing attached to the Omnibus Proxy). 8. Redemption proceeds, distributions, and dividend payments on the Securities will be made to Cede & Co., or such other nominee as may be requested by an authorized representative of DTC. DTC's practice is to credit Direct Participants' accounts upon DTC's receipt of funds and corresponding detail information from Issuer or Agent, on payable date in accordance with their respective holdings shown on DTC's records. Payments by Participants to Beneficial Owners will be governed by standing instructions and customary practices, as is the case with securities held for the accounts of customers in bearer form or registered in "street name," and will be the responsibility of such Participant and not of DTC, Agent, or Issuer, subject to any statutory or regulatory requirements as may be in effect from time to time. Payment of redemption proceeds, distributions, and dividend payments to Cede & Co. (or such other nominee as may be requested by an authorized representative of DTC) is the responsibility of Issuer or Agent, disbursement of such payments to Direct Participants will be the responsibility of DTC, and disbursement of such payments to the Beneficial Owners will be the responsibility of Direct and Indirect Participants. 9. A Beneficial Owner shall give notice to elect to have its Securities purchased or tendered, through its Participant, to [Tender /Remarketing] Agent, and shall effect delivery of such Securities by causing the Direct Participant to transfer the Participant's interest in the Securities, on DTC's records, to [Tender /Remarketing] Agent. The requirement for physical delivery of Securities in connection with an optional tender or a mandatory purchase will be deemed satisfied when the ownership rights in the Securities are transferred by Direct Participants on DTC's records and followed by a book -entry credit of tendered Securities to [Tender /Remarketing] Agent's DTC account. 10. DTC may discontinue providing its services as depository with respect to the Securities at any time by giving reasonable notice to Issuer or Agent. Under such circumstances, in the event that a successor depository is not obtained, Security certificates are required to be printed and delivered. 11. Issuer may decide to discontinue use of the system of book - entry-only transfers through DTC (or a successor securities depository). In that event, Security certificates will be printed and delivered to DTC. AMBB/General Obligation and Refunding Bonds: 2013 Series One Series Resolution No. 2013 -01 Page A-4 I.1Docs1374217331Sedes Resolution 2013- 01.0ocx EXHIBIT B CONTINUING DISCLOSURE CERTIFICATE Alaska Municipal Bond Bank (the "Issuer") executes and delivers this Continuing Disclosure Certificate (the "Disclosure Certificate ") in connection with the issuance of $ Alaska Municipal Bond Bank General Obligation and Refunding Bonds, 2013 Series One (the "Bonds "). The Bonds are being issued under the General Bond Resolution of the Bank entitled "A Resolution Creating And Establishing An Issue Of Bonds Of The Alaska Municipal Bond Bank; Providing For The Issuance From Time To Time Of Said Bonds; Providing For The Payment Of Principal Of And Interest On Said Bonds, And Providing For The Rights Of The Holders Thereof," adopted July 13, 2005, as amended August 19, 2009 (the "General Bond Resolution "), and Series Resolution No. 2013 -01 adopted on January _, 2013 (the "Series Resolution," and together with the General Bond Resolution, the "Resolutions "). The Issuer covenants and agrees as follows: Section 1. Purpose of the Disclosure Certificate. The Issuer is executing and delivering this Disclosure Certificate for the benefit of the Beneficial Owners of the Bonds, and to assist the Participating Underwriter in complying with Securities and Exchange Commission Rule 15c2- 12(b)(5). Section 2. Definitions. In addition to the definitions set forth in the Resolutions, which apply to any capitalized term used in this Disclosure Certificate unless otherwise defined in this Section, the following capitalized terms shall have the following meanings: "Annual Report" means any Annual Report provided by the Issuer pursuant to, and as described in, Section 3 of this Disclosure Certificate. "Fiscal Year" means the fiscal year of the Issuer (currently the 12 -month period ending June 30), as such fiscal year may be changed from time to time as required by State law. "MSRB" means the Municipal Securities Rulemaking Board. "Participating Underwriter" means any of the original underwriters of the Bonds required to comply with the Rule in connection with the offering of the Bonds. "Rule" means Rule 15c2- 12(b)(5) adopted by the Securities and Exchange Commission under the Securities Exchange Act of 1934, as amended from time to time. AMBB /General Obligation and Refunding Bonds, 2013 Series One Series Resolution No. 2013 -01 Page B -1 I.1Docs13742173315eries Resolution 2013- 01.Doex Section 3. Provision of Annual Reports and Financial Statements. Commencing with its Fiscal Year ending June 30, 2013, the Issuer will provide to the MSRB, in a format as prescribed by the Rule: (a) Not later than 210 days after the end of each Fiscal Year, an Annual Report for the Fiscal Year. The Annual Report shall contain or incorporate by reference: (i) annual audited financial statements of the Issuer; (ii) a statement of authorized, issued and outstanding bonded debt of the Issuer; (iii) the Reserve Fund balance and the estimated Required Debt Service Reserve under the Resolutions; and (iv) for each of the Governmental Units that has outstanding with the Issuer an amount of Bonds equal to or greater than ten percent (10 %) of all Outstanding Bonds under the General Bond Resolution as of the last day of the Fiscal Year of the Issuer, statistics regarding such Governmental Units similar to those found in Appendix D to the Official Statement. Any or all of these items may be included by specific reference to documents available to the public or the intemst website of the MSRB or filed with the Securities and Exchange Commission. The Issuer shall clearly identify each such other document so incorporated by reference. The Annual Report may be submitted as a single document or as separate documents comprising a package, provided that audited financial statements may be submitted separately from the remainder of the Annual Report. (b) Not later than 120 days after the end of each Fiscal Year, the Issuer will notify each Governmental Unit, who has, or had, an amount of Bonds equal to or greater than ten percent of all Bonds Outstanding under the General Bond Resolution, of its continuing disclosure undertaking responsibility. A list of Governmental Units deemed Obligated Persons for the prior Fiscal Year will be included in the Annual Report. Section 4. Notice of Failure to Provide Information. The Issuer shall provide in a timely manner to the MSRB notice of any failure to satisfy the requirements of Section 3 of this Disclosure Certificate. Section 5. Reporting of Significant Events, (a) The Issuer shall file with the MSRB a notice of any of the following events with respect to the Bonds, within ten (10) business days of the occurrence of such event: (1) Principal and interest payment delinquencies. (2) Unscheduled draws on debt service reserves reflecting financial difficulties. AMBB /General Obligation and Refunding Bonds, 2013 Series One Series Resolution No. 2013 -01 rage B -2 [ 1Docs%37421733%Series Resolution 2013- 01.Dom (3) Unscheduled draws on credit enhancements reflecting financial difficulties. (4) Substitution of credit or liquidity providers, or their failure to perform. (5) Adverse tax opinions or events affecting the tax - exempt status of the Bonds which include (i) the issuance by the Internal Revenue Service ( "IRS ") of proposed or final determinations of taxability, (ii) Notices of Proposed Issues (IRS Form 5701 -TEB), (iii) other material notices or determinations with respect to the Bonds, and (iv) other events affecting the tax status of the Bonds. (6) Defeasances. (7) Rating changes. (8) Tender offers. (9) Bankruptcy, insolvency, receivership or similar proceeding by the Issuer or "obligated person." (b) The Issuer shall file with the MSRB a notice of any of the following events with respect to the Bonds, within ten (10) business days of the occurrence of such event, if material: (1) Nonpayment- related defaults. (2) Modifications to rights of holders of the Bonds. (3) Bond calls, other than mandatory, scheduled redemptions not otherwise contingent on the occurrence of an event. (4) Release, substitution or sale of property securing repayment of the Bands. (5) Other than in the normal course of business, the consummation of a merger, consolidation, or acquisition involving an 'obligated person," or the sale of all or substantially all of the assets of the Issuer or "obligated person," or the entry into a definitive agreement to undertake such an action, or a termination of a definitive agreement relating to any such actions, other than in accordance with its terms. AMBB /General Obligation and Refunding Bonds, 2013 Series One Series Resolution No. 2013 -01 Page 8 -3 l Docs1374217331Sedes Resolution 2013 -01 Docx (6) Appointment of a successor or additional trustee or the change in name of the trustee for the Bonds. Section 6. Termination of Reporting Obligation. The Issuer's obligations under this Disclosure Certificate shall terminate upon the legal defeasance, prior redemption or payment in full of all of the Bonds. Section 7. Amendment: Waiver. Notwithstanding any other provision of this Disclosure Certificate, the Issuer may amend this Disclosure Certificate, provided that the amendment meets each of the following conditions: (a) The amendment is made in connection with a change in circumstances that arises from a change in legal requirements, change in law, or change in the identity, nature or status of the Issuer; (b) This Disclosure Certificate, as amended, would have complied with the requirements of the Rule as of the date hereof, after taking into account any amendments or interpretations of the Rule, as well as any changes in circumstances; (c) The Issuer obtains an opinion of counsel unaffiliated with the Issuer that the amendment does not materially impair the interests of the Beneficial Owners of the Bonds; and (d) The Issuer notifies and provides the MSRB with copies of the opinions and amendments. Any such amendment may be adopted without the consent of any Beneficial Owner of any of the Bonds, notwithstanding any other provision of this Disclosure Certificate or the Resolutions. The first Annual Report containing amended operating data or financial information pursuant to an amendment of this Disclosure Certificate shall explain, in narrative form, the reasons for the amendment and its effect on the type of operating data and financial information being provided. Section 8. Filing Alternative. Any filing required under the terms of this Disclosure Certificate may be made solely by transmitting such filing to the Electronic Municipal Market Access as provided at http:/ /www.emma.msrb.org, or in such other manner as may be permitted from time to time by the Securities Exchange Commission. Section 9. Default. In the event of a failure of the Issuer to comply with any provision of this Disclosure Certificate, any Beneficial Owner may take such actions as may be necessary and appropriate, including an action to compel specific performance, AMBB /General Obligation and Refunding Bonds, 2013 Series One Series Resolution No. 2043 -01 Page B-4 1: 1Docs1374217331Series Resolution 2013- 01,Docx to cause the Issuer to comply with its obligations under this Disclosure Certificate. No failure to comply with any provision of this Disclosure Certificate shall be deemed an Event of Default under the Resolutions, and the sole remedy under this Disclosure Certificate in the event of any failure of the Issuer to comply with this Disclosure Certificate shall be an action to compel specific performance. Section 10. Beneficiaries. This Disclosure Certificate shall inure solely to the benefit of the Issuer, the Trustee, the Participating Underwriter and the Beneficial Owners from time to time of the Bonds, and shall create no rights in any other person or entity. Section 11. Prior Compliance. The Issuer is in compliance with all of its prior undertakings pursuant to the Rule. DATED this day of 2013. ALASKA MUNICIPAL BOND BANK DEVEN J. MITCHELL Executive Director AMBB /Genera! Obligation and Refunding Bonds_ 2013 Series One Series Resolution No. 2013 -01 Page 8 -5 l:%Docs1374217331Sedes Resolution 2013- 01.Docx UNITED STATES OF AMERICA KODIAK ISLAND BOROUGH, ALASKA NO. 1 $21,595,000 GENERAL OBLIGATION SCHO ANDS, SERIES 2013 REGISTERED OWNER: ALASKA MUNIM ND BANK PRINCIPAL AMOUNT: TWENTY iTLLION, FIVE HUNDRED NINETY -FIVE THOU DOLLARS The Kodiak Island Boroug --s- he "Borough ") a municipal corporation of the State of Alaska, hereby acknowledges itself to owe and for value received promises to pay to the Registered Owner identified above, or its registered assigns, the principal amount shown above in the following installments on February 1 of each of the following years, and to pay interest on such installments from the date hereof, payable on August 1, 2013, and semiannually thereafter on the first days of February and August of each year, at the rates per annum as follows: Maturity Principal Interest Date Amount Rate 02/01/2014 $635,000 2.00% 02/01/2015 730,000 4.00 02/01/2016 760,000 4.00 02/01/2017 790,000 4.00 02/01/2018 820,000 4.00 02/01/2019 855,000 5.00 02/01/2020 895,000 4.00 02/01/2021 935,000 4.00 02/01/2022 970,000 4.00 02/01/2023 1,010,000 4.00 02/01/2024 1,050,000 5.00 02/01/2025 1,100, 000 5.00 02/01/2026 1,155, 000 5.00 02/01/2027 1,215,000 5.00 02/01/2028 1,275,000 5.00 02/01/2029 1,340,000 5.00 02/01/2030 1,405,000 5.00 02/01/2031 1,475,000 5.00 02/01/2032 1,550,000 5.00 02/01/2033 1,630,000 3.80 For so long as this Bond is owned by the Alaska Municipal Bond Bank, payment of principal and interest shall be made as provided in the Loan Agreement between the Bond Bank and the Borough (the "Loan Agreement "). When and if this Bond is not owned by the Bond Bank, installments of principal and interest on this Bond shall be paid by check or draft mailed by first class mail to the Registered Owner as of the close of business on the 15th day of the month before each installment payment date; provided that the final installment of principal and interest on this Bond shall be payable upon presentation and surrender of this Bond by the Registered Owner at the office of the Registrar. Interest will be computed on the basis of a 360 -day year consisting of twelve 30 -day months. Both principal of and interest on this Bond are payable in lawful money of the United States of America which, on the respective dates of payment thereof, shall be legal tender for the payment of public and private debts. This Bond is one of the General Obligation School Bonds, Series 2013 of the Kodiak Island Borough, Alaska, of like tenor and effect except as to interest rate, serial number, and maturity, aggregating in principal amount, and constituting Bonds authorized for the purpose of paying the cost of school and related capital improvements in the Borough, and is issued under Resolution No. FY2013 -26 of the Borough entitled: A RESOLUTION OF THE KODIAK ISLAND BOROUGH ASSEMBLY AUTHORIZING THE BOROUGH TO ISSUE GENERAL OBLIGATION SCHOOL BONDS IN THE PRINCIPAL AMOUNT OF NOT TO EXCEED $25,000,000 TO PROVIDE FUNDS FOR SCHOOL AND RELATED CAPITAL IMPROVEMENTS IN THE BOROUGH AND TO PAY COSTS OF ISSUING THE BONDS, FIXING CERTAIN DETAILS OF SUCH BONDS, AUTHORIZING THEIR SALE, AND PROVIDING FOR RELATED MATTERS (the "Resolution "). Installments of principal of this Bond payable on and after February 1, 2024, shall be subject to prepayment on and after February 1, 2023, at the option of the Borough, subject to any applicable provisions of the Loan Agreement, and in such principal amounts and from such maturities as the Borough may determine, and by lot within a maturity, at a redemption price equal to the principal amount to be prepaid, plus accrued interest to the date of prepayment. This Bond is transferable as provided in the Resolution, (i) only upon the bond register of the Borough, and (ii) upon surrender of this Bond together with a written instrument of transfer duly executed by the registered owner or the duly authorized attorney of the registered owner, and thereupon a new fully registered Bond or Bonds in the same aggregate principal amount and maturity shall be issued to the transferee in exchange therefor as provided in the Resolution and upon the payment of charges, if any, as therein prescribed. The Borough may treat and consider the person in whose name this Bond is registered as the absolute owner hereof for the purpose of receiving Page 2 payment of, or on account of, the principal or redemption price, if any, hereof and interest due hereon and for all other purposes whatsoever. This Bond is a general obligation of the Kodiak Island Borough, and the full faith and credit of the Borough are pledged for the payment of the principal of and interest on the Bond as the same shall become due. IT IS HEREBY CERTIFIED AND RECITED that all conditions, acts or things required by the constitution or statutes of the State of Alaska to exist, to have happened or to have been performed precedent to or in the issuance of this Bond exist, have happened and have been performed, and that the series of Bonds of which this is one, together with all other indebtedness of the Borough, is within every debt and other limit prescribed by such constitution or statutes. Page 3 IN WITNESS WHEREOF, THE KODIAK ISLAND BOROUGH, ALASKA, has caused this Bond to be signed in its name and on its behalf by the manual or facsimile signature of its Mayor and its corporate seal (or a facsimile thereof) to be impressed or otherwise reproduced hereon and attested by the manual or facsimile signature of its Cleric, all as of the 12th day of March 2013. ATTEST: Nova M. Javier, MM Borough Clerk KODIAK ISLAND BOROUGH, ALASKA Jerckde M. Selby, Ba SIGNATURE CERTIFICATE We, the undersigned officers of the Kodiak Island Borough, a second -class Borough of the State of Alaska, HEREBY CERTIFY that the Kodiak Island Borough $21,595,000 General Obligation School Bonds, Series 2013 (the "Bonds "), were duly and completely signed on behalf of the Kodiak Island Borough by the execution thereon of the signature of the undersigned Jerome M. Selby, Mayor, and duly and completely attested by the execution thereon of the signature of the undersigned Nova Javier, Borough Clerk. We further certify that the signatures subscribed below are the true and genuine signatures of said officers respectively. We further certify: a. that on the date of execution of the Bonds, and on the date hereof, the undersigned were and are the duly elected or appointed, qualified and acting officers of the Borough authorized to execute the Bonds, holding the respective offices indicated by the official titles set beneath said signatures below; and b. that the seal which is impressed upon this certificate has been impressed on the Bonds and is the official seal of the Kodiak Island Borough, Alaska. IN WITNESS WHEREOF, I have executed this certificate and impressed the seal of the Kodiak Island Borough hereon this 12th day of March 2013. • �4 2 (SEAL) TE—RCME M. SELBY, Mayor Kodiak Island Borough 16j, wl NOVA JAVIER, MMC Borough Clerk Kodiak Island Borough CERTIFICATE REGARDING COMPLIANCE WITH RULE 15c2 -12 I, KARLETON SHORT, the duly chosen, qualified Finance Director of the Kodiak Island Borough, Alaska (the "Borough "), acting in my official capacity, DO HEREBY CERTIFY that to the best of my knowledge and belief, and except as disclosed in the Official Statement dated February 26, 2013, for the Alaska Municipal Bond Bank's General Obligation and Refunding Bonds, 2013 Series One, the Borough has complied with each continuing disclosure undertaking that the Borough has entered into under Rule 15c2 -12 adopted by the Securities and Exchange Commission under the Securities Exchange Act of 1934, as amended from time to time. DATED as of this 12th day of March 2013. KODIAK ISLAND BOROUGH, ALASKA By 7{u1 KARLETON SHORT Finance Director I:IDocs1374217331Cert Re Compl Rule 15c2 Kodiak. Docx CERTIFICATE AS TO ARBITRAGE AND TAX COMPLIANCE Kodiak Island Borough, Alaska $21,595,000 General Obligation School Bonds, Series 2013 I, KARLETON SHORT, Finance Director of the Kodiak Island Borough (the "Issuer"), hereby state that, as of the date hereof, the Issuer reasonably expects the following regarding the amount and use of the gross proceeds of the $21,595,000 Kodiak Island Borough, Alaska, General Obligation School Bonds, Series 2013 (the "Bonds "). I. Preliminary Matters 1. Purpose of Certificate. This Certificate is provided pursuant to § 1.148- 2(b)(2) of the Income Tax Regulations. 2. Officer of Issuer. I am an officer of the Issuer responsible for issuing the Bonds. To the best of my knowledge, information, and belief, the expectations of the Issuer stated herein are reasonable. 3. Definitions. All capitalized terms not otherwise defined herein shall have the meanings provided in Resolution No. FY2013 -26 of the Issuer adopted February 21, 2013 (the "Resolution "). Any other terms shall have the meanings ascribed to them in § 103 and §§ 141 through 150 of the Internal Revenue Code of 1986, as amended, and the Income Tax Regulations thereunder (the "Code "). II. Authorization and Governmental Purpose of the Issue 1. Authorization and Purpose. The Bonds are authorized by the Resolution, and pursuant to the laws of the State of Alaska, and are issued pursuant to a Loan Agreement dated as of March 1, 2013 (the "Loan Agreement ") between the Issuer and the Alaska Municipal Bond Bank (the 'Bond Bank "). The Bond Bank is purchasing the Bonds with a portion of the proceeds of its General Obligation and Refunding Bonds, 2013 Series One (the "Series One Bonds "). The Bonds are being issued for the following purposes: (a) To provide funds to pay the cost of designing, constructing, and installing school capital improvements and other educational capital improvements owned by the Issuer and located in the Kodiak Island Borough (the "Project "); and (b) To pay issuance costs of the Bonds. 2. No Overissuance. The total amount of the proceeds of the Bonds will not exceed the total amount necessary for the governmental purposes of the Bonds. III. Sources and Uses of Sale Proceeds of the Bonds 1. Sale Proceeds. The total amount of sale proceeds of the Bonds are $25,082,751.35, consisting of the $21,595,000.00 face amount of the Bonds, plus $3,487,751.35 net original issue premium. There is no direct monetary benefit, such as a rebate of bond insurance premium, surety bond premium, or letter of credit fee, being received by the Issuer in connection with the issuance of the Bonds. 2. Allocation of Sale Proceeds. The sale proceeds of the Bonds will be allocated as follows: (a) No more than $25,000,000.00 will be allocated to expenditures for costs of the Project; and (b) The remainder will be allocated to expenditures for issuance costs of the Bonds. IV. Replacement Proceeds 1. Bonds Not Outstanding Longer Than Necessary. All of the net sale proceeds of the Bonds will be used to finance capital expenditures for the Project. The portion of the Bonds that is to be used to finance capital expenditures for the Project will not be outstanding for a period longer than 120% of the average reasonably expected economic life of the Project, as determined under § 147 of the Code. 2. Bona Fide Debt Service Fund. The Issuer will deplete any amounts allocable to the Bonds in a fund that is used primarily to achieve a proper matching of revenues of the Issuer with principal and interest payments on the Bonds at least once each bond year, except for a reasonable carryover amount not exceeding the greater of (i) the earnings on the fund allocable to the Bonds for the immediately preceding bond year, or (ii) one - twelfth of the principal and interest payment on the Bonds for the immediately preceding bond year. 3. No Other Replacement Proceeds. Other than amounts specifically identified as replacement proceeds of the Bonds in this Certificate, there are no amounts (including, without limitation, sinking funds, pledged funds, and other replacement proceeds) that (i) are held by or derived from the Issuer, any related party to the Issuer, or the State of Alaska; and (ii) have a sufficiently direct nexus to the Bonds or to the governmental purpose of the Bonds to conclude that the amounts would have been used for that governmental purpose if the proceeds of the Bonds were not used or to be used for that governmental purpose. KIB General Obligation School Bonds Page 2 of 9 CERTIFICATE AS TO ARBITRAGE AND TAX COMPLIANCE 10ocsW 10160031C:c si nq D= 20ITZe rV.cate As To Arbitm.a Dr c� V. Temporary Investment Period for Capital Projects 1. Capital Expenditures. All net proceeds of the Bonds will be allocated to capital expenditures. 2. Temporary Period Tests. The Issuer has incurred, or within six months of the date hereof will incur, a substantial binding obligation (which does not have a contingency within the control of the Issuer or a related party) to a third party to spend at least five percent of the net sale proceeds of the Bonds on costs of the Project. Completion of the Project and the allocation of net sale proceeds of the Bonds to expenditures will proceed with due diligence. The Issuer will allocate at least 85% of the net sale proceeds of the Bonds and the amounts received from the investment thereof to expenditures for the Project by March 12, 2016. VI. Yield Limitations on Investments of Proceeds of the Bonds 1. Investments Without Yield Limitation. The following proceeds of the Bonds may be invested without yield limitation: (a) Amounts to be allocated to expenditures for costs of the Project may be invested without yield limitation for a period not to exceed three years from the date hereof. (b) Amounts allocated to any fund described in Section IV.2 may be invested without yield limitation for a period not to exceed 13 months from the date of their deposit therein. (c) Except as otherwise provided in this Section VI.1, proceeds received from investing proceeds of the Bonds may be invested without yield limitation for a period of one year beginning on the date of receipt. (d) In addition to the proceeds described in Section VI. 1(a) through (c), an amount of proceeds of the Bonds not exceeding $100,000 may be invested without yield limitation as a minor portion of the proceeds of the Bonds. 2. Investments Subject to Yield Limitation. Proceeds of the Bonds that cannot be invested without yield limitation under this section will be invested at a yield, computed in the manner described in Section VII.2, which is not in excess of the yield on the Bonds by more than .125 %. VII. Computation of Yield 1. Computation of Yield on Bonds. For purposes of this Certificate, the yield on the Bonds is deemed to be equal to the yield on the Series One Bonds. KIB General Obligation School Bonds Page 3 of 9 CERTIFICATE AS TO ARBITRAGE AND TAX COMPLIANCE 1 %0=1410160031Closing Dots 20131Canificate As To Arbitrage Do= For the purpose of calculating the yield on the Series One Bonds, the purchase price of the Series One Bonds is the initial offering price of the Series One Bonds to the public (excluding bond houses, brokers, and other intermediaries) at which price at least 10% of the Series One Bonds were sold. The yield on the Series One Bonds has been determined to be 2.841297 %. Such determination as to yield has been made by Western Financial Group, LLC and is based on the representations made to the Issuer by Western Financial Group, LLC and in turn by RBC Capital Markets, LLC, as to the offering prices at which a substantial amount of the Series One Bonds were sold. See attached Exhibit A. 2. Computation of Yield on Investments. The yield on an investment allocated to an issue is the discount rate that, when used in computing the present value as of the date the investment is first allocated to the issue of all unconditionally payable receipts from the investment, produces an amount equal to the present value of all unconditionally payable payments for the investment. The frequency of compounding interest that is used to calculate yields on investments allocated to the Bonds is the same as that used to calculate the yield on the Series One Bonds. VIII. Hedqe Bonds Representations 85% of the spendable proceeds of the Bonds will be used to carry out the governmental purposes of the Bonds within the three -year period beginning on the date hereof. Not more than 50% of the proceeds of the Bonds will be invested in non - purpose investments (as defined in § 148(f)(6)(A) of the Code) having a substantially guaranteed yield for four years or more. IX. Reimbursement Representations None of the proceeds of the Bonds will be applied to reimburse the Issuer for expenditures paid before the date hereof, except: 1. Preliminary expenditures such as architectural, engineering, surveying, soil testing, bond issuance costs, and similar costs that, in the aggregate, are not in excess of 20% of the sale proceeds of the Bonds. The costs of land acquisition, site preparation, and similar costs incident to commencement of construction are not preliminary expenditures. 2. Expenditures for issuance costs or for an amount of expenditures that is not in excess of the lesser of (i) five percent of the sale proceeds of the Bonds, or (ii) $100,000. KIB General Obligation School Bonds Page 4 of 9 CERTIFICATE AS TO ARBITRAGE AND TAX COMPLIANCE I kDoa 1011XIM lasing pars 201=ertificato As To Arbitrage, hoax 3. Expenditures that are described in a reimbursement resolution or other declaration of official intent that satisfy the requirements of § 1.150 -2 of the Income Tax Regulations and are paid no earlier than 60 days prior to the adoption of such resolution or declaration of official intent and are reimbursed with the proceeds of the Bonds no later than 18 months after the later of (i) the date on which the expenditure was paid, or (ii) the date on which the property financed, in whole or in part, by the expenditure was placed in service, but in any event not later than three years after the date on which the expenditure is made. X. General Representations 1. Other Obligations. There are no other obligations of the Issuer which are sold at substantially the same time as the Bonds, are sold pursuant to a common plan of financing together with the Bonds, and are reasonably expected to be paid out of substantially the same source of funds as the Bonds. 2. Abusive Transactions. The Bonds are not and will not be part of a transaction or series of transactions that attempt to circumvent the provisions of § 148 of the Code and the regulations thereunder by (i) enabling the Issuer to exploit the difference between tax exempt and taxable interest rates to gain a material financial advantage, or (ii) overburdening the tax exempt bond market. The Issuer has covenanted that it will make no use or investment of the proceeds of the Bonds which will cause the Bonds to be "arbitrage bonds" subject to federal income taxation under the Code. XI. Expectations as to Private Activity Bonds The Issuer reasonably expects that neither the proceeds of the Bonds nor the Project will be used in such a manner as to cause the Bonds to be private activity bonds under § 141 of the Code. Specifically, as long as the Bonds are outstanding: General Private Activity Bonds Tests. (a) No more than 10% of the proceeds of the Bonds, and no more than 10% of the Project, will be used in the trade or business of a nongovernmental person, other than use by a nongovernmental person as a member of the general public. A nongovernmental person is any person or entity other than a state or local governmental unit. Nongovernmental persons include the federal government and an organization described in § 501(c)(3) of the Code. A nongovernmental person uses the Project as a member of the general public only if the Project is intended to be available and in fact is reasonably available for use on the same basis by natural persons not engaged in a trade or business. Use by a nongovernmental person other than as a member of the general public includes ownership or KIB General Obligation School Bonds Page 5 of 9 CERTIFICATE AS TO ARBITRAGE AND TAX COMPLIANCE I %D=W 1016W3Vosing pots 20131Cerlificale As 7o Arbitrage, poor use under an arrangement that conveys priority rights or other preferential benefits, including actual or beneficial use under a lease, management contract, service or incentive payment contract, output contract, or other special arrangement. (b) No more than 10% of the debt service on the Bonds will be directly or indirectly (i) secured by any interest in property used or to be used in the trade or business of a nongovernmental person, or secured by payments in respect of property used or to be used in the trade or business of a nongovernmental person, or (ii) derived from payments in respect of property or borrowed money, used or to be used in the trade or business of a nongovernmental person. This test is applied by comparing the present value of the payments or property with the present value of the debt service to be paid over the term of each Bond, in each case discounted to the Issue Date at a discount rate equal to the yield on the Bond. 2. Private Loan Financing Test. No proceeds of the Bonds will be used (directly or indirectly) to make or finance loans to any nongovernmental person. 3. Unrelated or Disproportionate Use Test. The amount of use of the proceeds of the Bonds by a nongovernmental person (as described under Section X1.1 (a) above) and private security or payments (as described under Section X1.1(b) above) attributable to unrelated or disproportionate use by a nongovernmental person shall not exceed 5% of the proceeds of the Bonds. The term "Private Use" shall also include any contract for services relating to or the management operation of any such facilities not in compliance with the guidelines set forth in Revenue Procedure 97 -13, as modified by Revenue Procedure 2001 -39 (the "Guidelines "). With respect to any management contract, service contract, agreement, or arrangement that provides for the management, operation, or provision of services with respect to the Project or any portion thereof ( "Service Contracts "), the Issuer represents, warrants, and covenants that the Issuer will not enter into, and has not entered into, any Service Contract with any person or organization other than a state or local government unit unless the Guidelines are satisfied. A contract for janitorial or similar services, or where the only compensation is reimbursement for actual and direct expenses by the service provider to unrelated parties, in and of itself, will not constitute a Service Contract. The above requirements do not apply to the extent the Issuer obtains a private letter ruling from the Internal Revenue Service or an opinion of counsel which allows for a variation from the Guidelines. The Internal Revenue Service or the United States Department of Treasury may promulgate Treasury Regulations incorporating the Guidelines. Until such Treasury Regulations are published, such contracts, agreements, or arrangements that relate to the use or operation of the Project, professional corporations, or other "service providers," as that term is used in the KIB General Obligation School Bonds Page 6 of 9 CERTIFICATE As TO ARBITRAGE AND TAX COMPLIANCE I OmsW 0160030osing Dora 20131CeAificale As To Arbitrage Doax Guidelines (the "Service Provider "), will satisfy the Guidelines if and only if each of the following (a) through (e) is satisfied. (a) The compensation of the Service Provider under the contract must be reasonable for the services rendered. (b) The contract must not provide for any compensation for services, based in whole or in part, on a share of net profits from the operation of the Project. Generally, compensation is not based on a share of net profits if such compensation is based on a "capitation fee," a "periodic fixed fee" or a "per -unit fee." Under the Guidelines, "capitation fee" means a fixed periodic amount for each person for whom the Service Provider assumes the responsibility to provide all needed services for a specified period (so long as the quantity and type of services actually provided to covered persons varies substantially). Under the Guidelines, a "per -unit fee" means a fee based on a unit of service provided as specified in the Contract determined by an independent third party or the qualified user. Under the Guidelines, a "periodic fixed fee" means a stated amount for a stated period. Fixed fees and per unit fees may be subject to adjustment as set forth in the Guidelines. (c) The contract must provide for a compensation arrangement for the Service Provider that satisfies any one of the following five paragraphs: (i) The maximum term of the contract does not exceed the lesser of 15 years or 80% of the reasonably expected useful life of the property financed or refinanced by the Bonds and for each annual period during the term at least 95% of compensation is based on a periodic fixed fee. (ii) The maximum term of the contract does not exceed the lesser of ten years or 80% of the reasonably expected useful life of the property financed by the Bonds and for each annual period during the term at least 80% of Compensation is based on a periodic fixed fee. (iii) The maximum term of the contract does not exceed five years and in addition the contract is terminable by the qualified user on reasonable notice without penalty or cause, at the end of the third year of the contract term and at least 50% of the compensation for services for each annual period during the term of the service contract is based on a periodic fixed fee or 100% of compensation is based on a capitation fee or 100% of compensation is based on a capitation fee and a periodic fixed fee. KIB General Obligation School Bonds Page 7 of 9 CERTIFICATE AS TO ARBITRAGE AND TAX COMPLIANCE I TocsA10160=Clostng Don 2013tCartificale As To Arbilrape.Dom (iv) If the contract has a term, including renewal options, that is not longer than three years, all of the Service Provider's compensation may be based on "per -unit fee" or a combination of a "per -unit fee" and a periodic fixed fee. For this compensation arrangement to satisfy the Guidelines, the contract must be cancelable by the Issuer on reasonable notice, without penalty or cause, at the end of the second year of the contract term. In addition, the amount of the "per -unit fee" must be specified in the service contract or otherwise specifically limited by the Issuer, or an independent third party. (v) If the contract has a term, including renewal options, that is not longer than two years, all of the Service Provider's compensation may be based on a percentage of fees charged or a combination of a "per -unit fee" and a percentage of revenue or expense fee. For this compensation arrangement to satisfy the Guidelines, the contract must be cancelable by the Issuer on reasonable notice, without penalty or cause, at the end of the first year of the contract term. In addition, the contract must (A) require the Service Provider to provide services primarily to third parties, or (B) involve a facility during an initial start-up period for which there have been insufficient operations to establish a reasonable estimate of the amount of the annual gross revenues and expenses (e.g., a service contract for general management services for the first year of operations). During the start-up period only, the Service Provider's compensation may be based on a percentage of either gross revenues, adjusted gross revenues, or expenses of the Project. (d) For purposes of canceling a contract under the Guidelines, contract termination penalties include (i) a limitation on the Issuer's right to compete with the Service Provider; (ii) a requirement that the Issuer purchase equipment, goods, or services from the Service Provider; and (iii) a requirement that the Issuer pay liquidated damages for cancellation of the service contract. However, the Guidelines generally do not treat the following as contract termination penalties: (A) a requirement, effective on cancellation of the contract, that the Issuer reimburse the Service Provider for ordinary and necessary expenses; and (B) a restriction on the Issuer against hiring key personnel of the Service Provider. (e) No Service Provider has a role or relationship with the Issuer, as appropriate, that, in effect, substantially limits the ability of the Issuer to exercise its rights, including cancellation rights, under the service contract. Accordingly, not more than 20% of the voting power of the governing body of the Issuer, as appropriate, in the aggregate may be vested in the Service KIB General Obligation School Bonds Page 8 of 9 CERTIFICATE AS TO ARBITRAGE AND TAX COMPLIANCE i 1,DocsW1016WMC1osing oocs 2013%Certkricate As To Arb ua,-0 !lam Service Provider in the aggregate may be vested in the Issuer, as appropriate, and its directors, officers, shareholders, and employees. Furthermore, the group of persons belonging to both the governing board of the Issuer, as appropriate, and the Service Provider may not include the chief executive officers of the Issuer, as appropriate, and the Service Provider, or their respective governing bodies. Finally, the Service Provider and the Issuer, as appropriate, may not be members of the same "controlled group" (within the meaning of Treasury Regulations § 1.150 -1(e)) or "related persons" (within the meaning of § 144(a)(3) of the Code). 4. Sale of Property. The Issuer will not sell, encumber, or otherwise dispose of any property financed by the Bonds, except such parts or portions that may be disposed of because of normal wear, obsolescence, or depreciation, prior to the final maturity of the Bonds. XII. Arbitrage Rebate The Issuer will calculate or cause to be calculated the rebate amount with respect to the Bonds at least once every five years from the date hereof, and on the date the last of the Bonds are redeemed, in accordance with § 1.148 of the Code. DATED this 12th day of March 2013. KODIAK ISLAND BOROUGH By: Zak i/n5( KARLETON SHORT Finance Director KIB General Obligation School Bonds Page 9 of 9 CERTIFICATE AS TO ARBITRAGE AND TAX COMPLIANCE 11Does141016MMOosing Docs 20131CertiBcale As To Arbitrage D= SOURCES AND USES OF FUNDS Kodiak Island Borough GO School Bond Alaska Municipal Bond Bank General Obligation and Refunding Bonds, 2013 Series One Final Numbers -- March 8, 2013 Dated Date Delivery Date Sources: Bond Proceeds: Par Amount Premium Other Sources of Funds: 0311212013 03112/2013 21,595,000.00 _ 3,487,751.35 25,082,751.35 AMBB COI Grant 40,561.59 25,123,312.94 Uses: Project Fund Deposits- Project Fund 25,000,000.00 Cost of Issuance: AMBB Financial Advisor 7,194.96 AMBB Bond Counsel 17,987.40 AMBB Trustee 89,94 Moody's Rating 7,194.96 Fitch Rating 6,970,12 Miscellaneous 1,124.21 Borrower Bond Counsel 17,000.00 57,561.59 Delivery Date Expenses: Undcrwritces Discount 62,932.78 Other Uses of Funds: Additional Proceeds 2,818.57 25,123,312.94 _. ..... ....... Mar 8, 2013 12 :19 pm Prepared by RBC Capital Markets EXHIBIT A Page 41 Page 1 of 6 q� BOND PRICING Kodiak Island Borough GO School Bond Alaska Municipal Bond Bank General Obligation and Refunding Bonds, 2013 Series One Final Numbers - March 8, 2013 Maturity Yield to Bond Component Date Amount Rate Yield Price Maturity Serial Bonds: 02/01/2014 635,000,00 2.000% 0.180% 101.610 02/01/2015 730,000.00 4.000% 0.390% 106.776 02/01/2016 760,000.00 4.000% 0.570% 109.804 02/01/2017 790,000.00 4.000% 0.780% 112.301 02/01/2018 820,000.00 4.000% 1.040% 114.065 02/01/2019 855,000.00 5.000% 1.300% 120.899 02/01/2020 895,000.00 4.000% 1.580% 115.729 02/01/2021 935,000,00 4.000% 1.840% 115.786 02/01/2022 970,000.00 4.000% 2,030% 115.942 02/01/2023 1,010,000.00 4.000% 2.220% 1 15.720 02/01/2024 1,050,000.00 5.000% 2.330% 123.452 C 2.523% 02/01/2025 1,100,000.00 5.000% 2.430% 122.462 C 2.769% 02/01/2026 1,155,000.00 5,000% 2.540% 121.384 C 2.988% 02/01/2027 1,215,000.00 5.000% 2.640% 120.414 C 3.171% 02/01/2028 1,275,000.00 5.000% 2.720% 119.644 C 3.317% 02/01/2029 1,340,000.00 5.000% 2.780% 119.071 C 3.432% 02/01/2030 1,405,000.00 5.000% 2.840% 118.501 C 3.535% 02/01/2031 1,475,000.00 5.000% 2.890% 118.028 C 3,622% 02/01/2032 1,550,000.00 5.000% 2,940% 117.558 C 3.699% 02/0112033 1,630,000.00 3.800 °.6 3.300° o 104.185 C 3.506% 21,595,000.00 Dated Date Delivery Date First Coupon Par Amount Premium Production Underwriter's Discount Purchase Price Accrued Interest Net Proceeds Mar 8, 2013 12:19 pm Prepared by RBC Capital Markets 0311242013 03112!2013 0810112013 21,595,000.00 3,487,751.35 25,082,751.35 116.150736% - 62,932.78 - 0.291423% 25,019,818.57 115.859313% 25,019,818.57 EXHIBIT A Page 42 Page 2 of 6 BOND SUMMARY STATISTICS Kodiak Island Borough GO School Bond Alaska Municipal Bond Bank General Obligation and Refunding Bonds, 2013 Series One Final Numbers -- March 8, 2013 Mar 8, 2013 12 :19 pm Prepared by RBC Capital Markets EXHIBIT A Page 43 Page 3 of 6 Dated Date 03/1212013 Delivery Date 03/12/2013 Last Maturity 02/0112033 Arbitrage Yield 2.841297% True Interest Cost (TIC) 3.013640% Net Interest Cost (NIC) 3.341075% All -In TIC 3.038633% Average Coupon 4.675218% Average Life (years) 11.887 Duration of Issue (years) 9.359 Par Amount 21,595,000.00 Bond Proceeds 25,082,751.35 Total Interest 12,001 ,545.44 Net Interest 8,576,726.87 Total Debt Service 33,596,545.44 Maximum Annual Debt Service 1,691,940.00 Average Annual Debt Service 1,689,447.74 Par Average Average Bond Component Value Price Coupon Life Serial Bonds 21,595,000.00 116.151 4.675% 11.887 21,595,000.00 11.887 All -In Arbitrage TIC TIC Yield Par Value 21,595,000.00 21,595,000.00 21,595,000.00 — Accrued Interest Premium (Discount) 3,487,751.35 3,487,751.35 3,487,751.35 - Underwriter's Discount - 62,932.78 - 62,932.78 - Cost of Issuance Expense - 57,561.59 - Other Amounts Target Value 25,019,818.57 24,962,256.98 25,082,751.35 Target Date 03+1212013 03 +112x2013 03f 121'2013 Yield 3.013640% 3.038633% 2.841297% Mar 8, 2013 12 :19 pm Prepared by RBC Capital Markets EXHIBIT A Page 43 Page 3 of 6 BOND DEBT SERVICE. Kodiak Island Borough GO School Bond Alaska Municipal Bond Bank General Obligation and Refunding Bonds, 2013 Series One Final Numbers -- March 8, 2013 Dated Date 03/12/2013 Delivery Date 03/12/2013 Period Annual Ending Principal Coupon Interest Debt Service Debt Service 03/12/2013 08/01/2013 375,315.44 375,315.44 02/01/2014 635,000.00 2.000% 486,020.00 1,121,020.00 1,496,335.44 08/01/2014 479,670.00 479,670.00 02/01/2015 730,000.00 4.000% 479,670.00 1,209,670.00 1,689,340.00 08/01/2015 465,070.00 465,070.00 02/0I/2016 760,000.00 4 -000% 465,070.00 1,225,070.00 1,690,140.00 08/01/2016 449,870.00 449,870.00 02/01/2017 790,000.00 4.000% 449,870.00 1,239,870.00 1,689,740.00 08/01/2017 434,070.00 434,070.00 02/01/2018 820,000.00 4.000% 434,070.00 1,254,070.00 1,688,1 40.00 08/01/2018 417,670.00 417,670.00 02/01/2019 855,000.00 5.000% 417,670.00 1,272,670.00 1,690,340.00 08/01/2019 396,295.00 396,295.00 02/01/2020 895,000.00 4.000% 396,295.00 1,291,295.00 1,687,590.00 08/01/2020 378,395.00 378,395.00 02/01/2021 935,000.00 4.000% 378,395.00 1,313,395.00 1,691,790.00 08/01/2021 359,695.00 359,695.00 02/01/2022 970,000.00 4.000% 359,695.00 1,329,695.00 1,689,390.00 08/01/2022 340,295.00 340,295.00 02/0112023 1,010,000.00 4.000% 340,295.00 1,350,295.00 1,690,590.00 08/01/2023 320,095.00 320,095.00 02/01/2024 1,050,000,00 5.000% 320,095.00 1,370,095.00 1,690,190.00 08/01/2024 293,845.00 293,845.00 02/01/2025 1,100,000.00 5.000% 293,845.00 1,393,845.00 1,687,690.00 08101/2025 266,345.00 266,345.00 02/01/2026 1,155,000.00 5.000% 266,345.00 1,421,345.00 1,667,690.00 08/01/2026 237,470.00 237,470.00 02/01/2027 1,215,000.00 5.000% 237,470.00 1,452,470.00 1,689,940.00 08/01/2027 207,095.00 207,095.00 02/01/2028 1,275,000.00 5.000% 207,095.00 1,482,095.00 1,689,190.00 08/01/2028 175,220.00 175,220.00 02/01/2029 1,340,000.00 5.000% 175,220.00 1,515,220.00 1,690,440.00 08/01/2029 141,720.00 141,720.00 02/01/2030 1,405,000.00 5.000% 141,720.00 1,546,720.00 1,688,440.00 08/01/2030 106,595.00 106,595,00 02/01/2031 1,475,000.00 5.000% 106,595.00 1,581,595.00 1,688,190.00 08/01/2031 69,720.00 69,720.00 02/01/2032 1,550,000.00 5.000% 69,720.00 1,619,720.00 1,689,440.00 08/01/2032 30,970.00 30,970.00 02/01/2033 1,630,000.00 3.800% 30,970.00 1,660,970.00 1,691,940.00 21,595,000.00 12,001,545.44 33,596,545.44 33,596,545.44 Mar 8, 2013 12:19 pm Prepared by RBC Capital Markets EXHIBIT A page 44 Page 4 of 6 UNDERWRITER REPRESENTATIONS $96,045,000 Alaska Municipal Bond Bank General Obligation and Refunding Bonds, 2013 Series One This certificate is being delivered by RBC Capital Markets, LLC (the "Underwriter") in connection with the issuance by the Alaska Municipal Bond Bank (the "Bond Bank ") of the Bond Bank's General Obligation and Refunding Bonds, 2013 Series One (the "Bonds "). Each capitalized term used herein, but not defined herein, shall have the meaning specified for such term in the Federal Tax Certificate, dated the date hereof, and relating to the Bonds. 1. The undersigned is authorized to execute this certificate on behalf of the Underwriter, which certifications are not necessarily based on personal knowledge, but may instead be based on either due inquiry deemed adequate by the undersigned or institutional knowledge (or both) regarding the matters set forth herein. 2. The Underwriter has made a bona fide public offering of the Bonds at the prices (or the prices corresponding to the yields) set forth on the inside cover of the Official Statement. On the sale date of the Bonds (February 27, 2013), at least 10% of each maturity of the Bonds were sold to the public at initial offering prices not greater than the respective prices corresponding to the yields shown on the inside cover of the Official Statement. The term "public," as used herein, does not include bond houses, brokers, dealers, and similar persons or organizations acting in the capacity of underwriters or wholesalers. 3. The amount of the Reserve Fund Requirement (as defined in the 2005 General Bond Resolution, as amended on August 19, 2009) is a reasonable amount to facilitate marketing of the Bonds at the most favorable interest rates available. 4. The statements contained in the Official Statement under the heading "Underwriting" are true and correct in all material respects. 5. These representations are provided to (i) Wohiforth, Brecht, Cartledge & Brooking ( "Wohiforth ") and the Alaska Municipal Bond Bank to provide them with information concerning the Bonds, (ii) Wohiforth to provide it with information concerning the municipal bonds of Kenai Peninsula Borough and Kodiak Island Borough; (iii) K &L Gates, LLP to provide it with information concerning the municipal bonds of the City and Borough of Sitka, Ketchikan Gateway Borough, and the City and Borough of Juneau; and (iv) Foster Pepper PLLC to provide it with information concerning the municipal bonds of the City of Sand Point, for purposes of formulating their opinions with respect to the municipal bonds; and are not to be used or relied upon by any other person; provided however, the Underwriter expresses no view regarding the legal sufficiency or the correctness of any legal interpretation made by bond EXHIBIT A Page 5 of 6 counsel, nothing herein represents our interpretation of any laws, and in particular, regulations under the Code, and the Underwriter expresses no view regarding the legal sufficiency of any representations made herein. DATED this 12th day of March 2013. RBC CAPITAL MARKETS, LLC By: u Underwriter Representations Page 2 i•1Docs1374217331Underwriter Representations. Docx EXHIBIT A Page 6 of 6 CERTIFICATE OF DELIVERY AND PAYMENT I, KARLETON SHORT, Finance Director of the Kodiak Island Borough, Alaska (the "Issuer"), HEREBY CERTIFY that: 1. On the date hereof, I caused to be delivered to the Alaska Municipal Bond Bank (the "Purchaser ") the Issuer's $21,595,000 General Obligation School Bonds, Series 2013 (the "Bonds "). 2. At or before the time of such delivery there was received by the Issuer from the Purchaser $25,019,818.57 as full payment for the Bonds, consisting of $21,595,000.00 principal amount of the Bonds, plus net original issue premium of $3,487,751.35, less $62,932.78 allocated to a portion of costs of issuance. IN WITNESS WHEREOF, I have executed this certificate this 12th day of March 2013. KODIAK ISLAND BOROUGH, ALASKA -AlaVZ2�;L KARLETON SHORT Finance Director RECEIPT OF PURCHASER The undersigned hereby acknowledges receipt of the Issuer's $21,595,000 General Obligation School Bonds, Series 2013. DATED this 12th day of March 2013. ALASKA MUNICIPAL BOND BANK t 1A I DE EN J. MITCHI Executive Director KIB General Obligation School Bonds CERTIFICATE OF DELIVERY AND PAYMENT 11Dom%41016003TIosing Docs 2013terlireate Of De :very And Paymenl.Docx WOHLFORTH I BRECHT I CARTLEDGE I BROOKING A PROFESSIONAL CORPORAiIOti Julius J. Brecht TELEPHONE Cheryl Rawls Brooking 90 7.2 76.6 401 Cynthia L. Cartledge ATTORNEYS AT LAW Claire F. DeWltte 900 WEST 5TH AVENUE. SUITE 600 FACSIMILE Michael Gatti 907.276.5093 Mary B. Plnkel ANCHORAGE, ALASKA 99501 -2048 Eric E. Wohiiorth WESSITE WWW.AKATTY.COM March 12, 2013 Mayor and Members Kodiak Island Borough Assembly Kodiak Island Borough 710 Mill Bay Road Kodiak, AK 99615 Alaska Municipal Bond Bank RBC Capital Markets, LLC P.O. Box 110405 as Representatives of the Underwriters Juneau, AK 99811 -0405 345 California Street, 29th Floor San Francisco, CA 94104 RE: Kodiak Island Borough $21,595,000 General Obligation School Bonds, Series 2013 Ladies and Gentlemen: We have acted as Bond Counsel in connection with the issuance by the Kodiak Island Borough, Alaska (the "Issuer "), a second class municipal corporation of the State of Alaska, of its General Obligation School Bonds, Series 2013 (the "Bonds ") in the aggregate principal amount of $21,595,000. We have examined the law and such certified proceedings and other papers as we deem necessary to render this opinion. The Bonds are authorized by Resolution No. FY2013 -26 of the Issuer adopted February 21, 2013 (the "Resolution "), and pursuant to a Loan Agreement between the Issuer and the Alaska Municipal Bond Bank dated as of March 1, 2013 (the "Loan Agreement "). The Bonds are registered in form, are dated March 12, 2013, mature on February 1, 2033, with interest payable semiannually from August 1, 2013, as shown on the Bonds. Principal installments due on or after February 1, 2024 are subject to prepayment by the Issuer, in whole or in part, on any date on or after February 1, 2023 at a price of 100% of the principal amount to be prepaid, plus interest accrued to the date of payment. As to questions of fact material to our opinion, we have relied upon the certified proceedings and other certifications of public officials furnished to us without undertaking to verify the same by independent investigation. March 12, 2013 Page 2 Based upon the foregoing, we are of the opinion that, under existing law: The Issuer is duly organized and legally exists as a municipal corporation in Alaska, with the power to adopt the Resolution, which has been duly adopted by the Issuer and is valid and binding upon the Issuer and enforceable in accordance with its terms. The Bonds have been duly authorized, executed, and issued in accordance with the Constitution and laws of the State of Alaska, and the Resolution, and constitute valid, binding general obligations of the Issuer as provided in the Resolution, payable and enforceable in accordance with the terms of the Bonds and the terms of the Resolution. The Loan Agreement has been duly authorized, executed, and delivered by the Issuer and is a valid and binding agreement of the Issuer enforceable in accordance with its terms, except as the enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium, or other laws affecting the enforcement of creditors' rights generally, general principals of equity, or the exercise of judicial discretion in appropriate cases. The interest on the Bonds is excluded from gross income for federal income tax purposes, and is not an item of tax preference for purposes of determining the federal alternative minimum tax imposed on individuals and corporations. The opinions set forth in the preceding sentence are subject to the condition that the Issuer comply with all requirements of the Code that must be satisfied subsequent to the issuance of the Bonds in order that interest thereon be, or continue to be, excluded from gross income for federal income tax purposes. The Issuer has covenanted to comply with each such requirement. Failure to comply with certain of such requirements may cause the inclusion of interest on the Bonds in gross income for federal income tax purposes to be retroactive to the date of issuance of the Bonds. We express no opinion regarding other federal tax consequences arising with respect to the Bonds. The Bonds and the interest thereon are exempt from taxation by the State of Alaska except for transfer, estate, and inheritance taxes and except to the extent that inclusion of such interest in computing the federal corporate alternative minimum tax under Section 55 of the Code may affect the corresponding provisions of the State of Alaska corporate income tax. Sincerely, WOHLFORTH, BRECHT, CARTLEDGE & BROOKING A"3 Cheryl Bro ing CAB:dc 160oea14101600Z4Closinp Documenle Nodiak%WBCB Opinion Docx WOHLFORTH I BRECHT I CARTLEDGE E BROOKING A PROFESSIONAL CORPORATION Julius J. Brecht TELEPHONE Cheryl Rawls Brooking 907.276.6401 Cynthia L. Cartledge ATTORNEYS AT LAW Claire F. DeWitte 900 WEST STH AVENUE. SUITE 600 FACSIMILE Michael Gatti 907.276.5093 Mary B. Pinkel ANCHORAGE, ALASKA 98501 -2048 Eric E. Wohiforth WESSITE WWW.AKATTY.COM March 12, 2013 Alaska Municipal Bond Bank P.O. Box 110405 Juneau, AK 99811 -0405 Re: Kodiak Island Borough $21,595,000 General Obligation School Bonds, Series 2013 Ladies and Gentlemen: I am the Borough Attorney for the Kodiak Island Borough (the "Borough "). This Opinion is given in connection with the issuance and sale by the Borough of its $21,595,000 General Obligation School Bonds (the "Bonds "). The Bonds are sold to the Alaska Municipal Bond Bank (the 'Bank ") pursuant to a Loan Agreement between the Bank and the Borough (the "Loan Agreement "). I am of the opinion that: There is no litigation pending or threatened: A. Affecting the corporate existence of the Borough, or the titles of officers to their respective offices, or seeking to restrain or enjoin the issuance, sale, or delivery of the Bonds, or the rights of the Borough to levy and collect taxes pledged to pay the principal of and interest on the Bonds, or pledge thereof, or in any way contesting or affecting the validity or enforceability of the Bonds or the Loan Agreement between the Borough and the Bank, or contesting the power of the Borough or its authority with respect to the Bonds; or B. Against the Borough or involving any of the property or assets of or under the control of the Borough which, whether individually or in the aggregate, involves the possibility of any judgment or uninsured liability which may result in any material change in the revenues properties, or assets, or in the condition, financial or otherwise, of the Borough. Sincerely, WOHLFORTH, BRECHT, CARTLEDGE & BROOKING Cheryl Bro ing CAB:dc I %Docs1410160031Clasmg rocs 2013%No Litigation Letter Coco WOHLFORTH I BRECHT I CARTLEDGE I BROOKING A PROFESSIONAL CORPORATION Julius J. Brecht TELEPHONE Cheryl Rawls Brooking 907.276.6401 Cynthia L. Cartledge ATTORNEYS AT LAW Michael Gatti 800 WEST STH AVENUE, SUITE 600 FACSIMILE 907.276.5093 Mary B. Pinke) ANCHORAGE, ALASKA SSSOi -2048 Erfc E. Wohlforth WESSITE www.AKATTY.COM March 20, 2013 Certified Mail /Return Receipt Requested 7011 0110 0000 2275 6139 Department of the Treasury Internal Revenue Service Center Ogden, Utah 84201 Re: Kodiak Island Borough $21,595,000 General Obligation School Bonds, Series 2013 Our File No. 4101.6003 Dear Ladies and Gentlemen: Enclosed please find Form 8038 -G in the above - referenced matter. Sincerely, WOHLFORTH, BRECHT, CARTLEDGE & BROOKING Donna Charter Legal Assistant to Cheryl Brooking Enclosure I M>=1410ISDM1C1a! ing pots 2013U IRS Re Form 8038- G.Coex Form 8038 -G Information Return for Tax - Exempt Governmental Obligations (Rev. September 2011) ► Under Internal Revenue Code section 149(e) 01VIt3 No. 1545 -0720 10- See separate Instructions. Department of the Treasury Interne! Revenue Service Caution: if the issue price is under $100,000, use Form 8438 -GC. If Amended Retum. check here ► 1 issuer's name 2 Issuer's employer identification number (FJN) Kodiak Island Borou h 92- 0030845 38 Name of person (other than Issuer) with whom the IRS may communicate about this return (see Instructions) 3b Telephone number of other person shown on 3a 4 Number and street (or P.O. box If mail Is not delivered to street address) Room/suite 5 Report number (For IRS Use Only) 710 Mill Say Road 3 6 City, town, or post office, state, and ZIP code 7 Date of Issue Kodiak, Alaska 99615 March 12, 2013 8 Name of Issue 9 CUSIP number Kodiak Island Borough General Obligation School Bonds, Series 2013 10a Name and title of officer or other employee of the Issuer whom the IRS may call for more Information (see 10b Telephone number of officer or other Instructions) employee shown on 10a Karlelon Short, Finance Director (907) 486 -9320 il:F-1741 l Type of Issue (enter the issue price). See the instructions and attach schedule. 11 12 13 14 i5 16 17 18 19 20 21 22 23 24 25 26 27 28 Education. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Health and hospital . . . . . . . . . . . . . . . . . . . . . . . . . . Transportation . . . . . . . . . . . . . . . . . . . . . . . . . . . . Public safety . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Environment (including sewage bonds) . . . . . . . . . . . . . . . . . . . . Housing. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Utilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Other. Describe ► If obligations are TANS or RANs, check only box 19a . . . . . . . . . . . . . ► ❑ If obligations are BANs, check only box 19b . . . . . . . . . . . . . . . . ► ❑ If obligations are In the form of a lease or installment sale, check box . . . . . . . . ► ❑ le) Final maturity date (b) issue price (c) Stated redemption price at maturity 02/0112033 1 it 25,082.751.35 Proceeds used for accrued interest . . . . . . . . . . . . . Issue price of entire issue (enter amount from line 21, column (b)) . . . Proceeds used for bond issuance costs (including underwriters' discount) . . Proceeds used for credit enhancement . . . . . . . . . . . . Proceeds allocated to reasonably required reserve or replacement fund . Proceeds used to currently refund prior issues . . . . . . . . . P ed d t d ante refund A— issues (d) Weighted average maturity 11.9511 ve 11 25,082,751 35 12 13 14 15 16 17 18 3d. (e) Yield 2.841297 44 . . . . . . . . 22 0 00 . . . 23 25,082,751 35 24 82,751 j 35 rote s use o a v p . . . . . . . . 29 Total (add lines 24 through 28) . . . . . . . . . . . . . . . . . . . 29 82,751 35 30 Nonrefunding proceeds of the issue (subtract line 29 from line 23 and enter amount here) 30 25,000,000 00 y Description of Refunded Bands. Complete this part only for refunding bonds. 31 Enter the remaining weighted average maturity of the bonds to be currently refunded . . . . ► years 32 Enter the remaining weighted average maturity of the bonds to be advance refunded . . . . ► years 33 Enter the last date on which the refunded bonds will be called (MM /DD/YYYY) . . . . . . ► 34 Enter the dates the refunded bonds were issued ► (MMIDD/YYYY) For Paperwork Reduction Act Notice, see separate instructions. Cat. No. 63773S Form 8038-G (Rev, 9 -2011) Form 8038 -G (Rev. 9 -2011) Page 2 LiEM Miscellaneous 35 Enter the amount of the state volume cap allocated to the issue under section 141(b)(5) 35 36a Enter the amount of gross proceeds invested or to be Invested in a guaranteed investment contract (GIC) (see instructions) . . . . . . . . . . . . . . . . . . . . . . . . . 36a b Enter the final maturity date of the GIC ► c Enter the name of the GIC provider 10- 37 pooled financings: Enter the amount of the proceeds of this issue that are to be used to make loans to other governmental units . . . . . . . . . . . . . . . . . . . . . . . . 37 38a If this Issue is a loan made from the proceeds of another tax - exempt issue, check box Ni- ✓❑ and enter the following information: b Enter the date of the master pool obligation ► 03112/2013 c Enter the EIN of the issuer of the master pool obligation ► 92- 6001165 d Enter the name of the issuer of the master pool obligation ► Alaska Municipal Bond Bank 39 If the issuer has designated the Issue under section 265(b)(3)(121)(i)(111) (small issuer exception), check box . . . . > ❑ 40 If the issuer has elected to pay a penalty in lieu of arbitrage rebate, check box . . . . . . . . . . . . . ► ❑ 41a If the issuer has Identified a hedge, check here ► ❑ and enter the following information: b Name of hedge provider 10- c Type of hedge Po- d Term of hedge No- 42 If the issuer has superintegrated the hedge, check box . . . . . . . . . . . . . . . . . . . . . ► 43 If the Issuer has established written procedures to ensure that all nonqualified bonds of this issue are remediated according to the requirements under the Code and Regulations (see instructions), check box . . . . . . . . Do- If the Issuer has established written procedures to monitor the requirements of section 148, check box . . . . . ► ✓❑ 45a If some portion of the proceeds was used to reimburse expenditures, check here ► ❑ and enter the amount of reimbursement . . . . . . . . . ► b Enter the date the official intent was adopted ► Signature and Consent Paid Preparer Use Only Under penalties of perjury, I declare that I have examined this return and accompanying schedules and statements, and to the best of my knowledge and belief, they are true, correct, and complete. I further declare that I consent to the IRS's disclosure of the issuer's return information, as necessary to process this return, to the person that I have authorized_ above. 'Zae& /,t �� _ _ Karleton Short, Finance Director Signature of Issuer's authorized representative Rate ' Type or print name and title Printrrype preparer's name rrepae r' signatu I Date1 _ I Check ❑ tf PTIN Cheryl Brooking /fQ � �— _ / /,�/�r1/ 3 self - employed P01506831 Firm's name ► Wohlforth, Brecht, Cartledge & Brooking Firm's address ► 900 West 5th Avenue, Suite 606, Anchorage, AK 99501 s (907) 276.6401 Form 8038 -G (Rev. 9 -2011)