Tab_93i Y~d U
Birch Horton Bittner & Cherot
a professional corporation
Respond to Anchorage Office
T 907.263.7226 e F 907.276.3680
November 3, 2016
Mayor and City Council Members
City of Dillingham
P. 0. Box 889
Dillingham, Alaska 99576
Board of Directors
Alaska Municipal Bond Bank
Department of Revenue
333 Willoughby Avenue, 11th Floor
Juneau, Alaska 99811
RBC Capital Markets, LLC
Two Embarcadero Center, Suite 2100
San Francisco, California 94111
Ladies and Gentlemen:
We have acted as Bond Counsel in connection with the issuance by the City of
Dillingham, Alaska (the "Issuer"), of its $8,425,000 General Obligation Refunding Bond, 2016
Series A (the "Bond"). We have examined the law and such certified proceedings and other
papers as we deem necessary to render this opinion.
The Bond is authorized by Resolution No. 2016-51 (the "Resolution") of the Issuer,
adopted September 1, 2016. The Bond is issued under a Loan Agreement dated as of April 1,
2008, as amended by an Amendatory Loan Agreement dated October 18, 2016 (together, the
"Loan Agreement") between the Issuer and the Alaska Municipal Bond Bank (the 'Bond Bank").
The Bond is registered in form, is dated November 3, 2016, matures on December 1 in
each of the years in the respective principal amounts, and bears interest at the rates, as follows:
Year Principal Amount Interest Rate Year Principal Amount Interest Rate
2018 $685,000 4.00% 2023 $ 850,000 5.00%
2019 710,000 4.00 2024 890,000 5.00
2020 740,000 4.00 2025 940,000 5.00
2021 775,000 4.00 2026 990,000 5.00
2022 810,000 5.00 2027 1,035,000 5.00
The Bond shall bear interest from its date payable on December 1, 2016 and semi-
annually thereafter on June 1 and December 1 in each year. The Bond is not subject to optional
redemption prior to maturity.
1127 West Seventh Ave., Anchorage, AK 99501-3301 1156 15th St. NW., Ste. 1020, Washington, D.C. 20005-1754
T 907.276.1550 800.478.1550• F 907.276.3680 1 T 202.659.5800 • F 202.659.1027
Birch Horton Bittner & Cherot
(I profsiona1 corporation
November 3, 2016
Page 2 of 2
As to questions of fact material to ur 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.
Based upon the foregoing, we are of the opinion that, under existing law:
1. The Bond is the valid and legally binding general obligation of the Issuer for the
payment of the principal and interest of which the Issuer has the power and is obligated to levy
taxes upon all taxable property in the City of Dillingham without limitation as to rate or amount
and for the payment of which the full faith and credit of the Issuer are pledged.
2. The Loan Agreement has been duly authorized, executed, and delivered by, and
constitutes a binding agreement in accordance with its terms of, the Issuer, except as the
enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium, or
other laws affecting the enforcement of creditors' rights generally, or general principles of equity.
3. The interest on the Bond is excluded from gross income for federal income tax
purposes and is not an item of tax preference for purposes of the federal alternative minimum
tax imposed on individuals and corporations; however, interest on the Bond is taken into
account in determining adjusted current earnings for the purpose of computing alternative
minimum tax under Section 55 of the Internal Revenue Code of 1986 (the "Code"). The opinion
set forth in the preceding sentence is subject to the conditions that the Issuer comply with all
requirements of the Code that must be satisfied subsequent to the issuance of the Bond 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 Bond in gross
income for federal income tax purposes to be retroactive to the date of issuance of the Bond.
We express no opinion regarding other federal tax consequences arising with respect to the
Bond.
Sincerely,
BIRCH HORTON BITTNER & CHEROT