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Tab_126I, Katherine M. Suiter, City Clerk of the City of Ketchikan, Alaska (the "City"), DO HEREBY CERTIFY: 1. That the attached Resolution No. 16-2636 (the "Resolution") is a true and complete copy of a resolution of the City Council (the "Council") adopted at a regular meeting of the Council held on September 15, 2016, and duly recorded in my office; 2. That the meeting was duly convened and held in all respects in accordance with law; and that to the extent required by law, due and proper notice of such meeting was given; that a quorum was present throughout the meeting and a legally sufficient number of members of the Council voted in the proper manner for the passage of the Resolution; that all of the requirements and proceedings incident to the proper passage of the Resolution have been duly fulfilled, carried out and otherwise observed, and that I am authorized to execute this certificate. Dated as of November 3, 2016. CITY OF KETCHIKAN, ALASKA / C Katherine M. Suiter, City Clerk City of Ketchikan, Alaska CITY OF KETCIIIKAN, ALASKA RESOLUTION NO. 16-2636 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF KETCHIKAN, ALASKA, APPROVING THE CITY'S PARTICIPATION IN A PROPOSED REFINANCING BY THE ALASKA MUNICIPAL BOND BANK OF ITS GENERAL OBLIGATION BONDS, 2006 SERIES TWO, WHICH PROVIDED FUNDS TO PURCHASE THE CITY'S PORT REVENUE BOND, 2006; AUTHORIZING THE ISSUANCE TO THE BOND BANK OF A REFUNDING BOND OF THE CITY IF THE BOND BANK SUCCESSFULLY REFINANCES ITS BONDS; AUTHORIZING THE CITY TO ENTER INTO AN AGREEMENT WITH THE BOND BANK TO ACCOMPLISH THE REFUNDING; AND ESTABLISHING AN EFFECTIVE DATE. WHEREAS, the City of Ketchikan, Alaska (the "City"), issued and sold its Port Revenue Bond, 2006 in the original principal amount of $38,500,000 (the "2006 Bond"), to the Alaska Municipal Bond Bank (the "Bond Bank"), as authorized by Ordinance No. 06-1549 of the City (the "Bond Ordinance") and Resolution No. 06-2171 of the City Council (together with the Bond Ordinance, the "2006 Bond Legislation"), on the terms and conditions set forth in the 2006 Bond Legislation and in a loan agreement between the City and the Bond Bank dated as of July 1, 2006 (the "2006 Loan Agreement"); and WHEREAS, the Bond Bank issued and sold its General Obligation Bonds, 2006 Series Two (the "2006 Bond Bank Bonds"), to provide funds to purchase the 2006 Bond, as provided in the 2006 Loan Agreement; and WHEREAS, Section 6 of the 2006 Loan Agreement provides that payments of principal of and interest on the 2006 Bond may be adjusted to reduce debt service if the Bond Bank is able to achieve debt service savings by refunding the 2006 Bond Bank Bonds; and WHEREAS, the Bond Bank now wishes to refinance the 2006 Bond Bank Bonds to achieve debt service savings for borrowers including the City by issuing a series of its general obligation bonds (the "2016 Bond Bank Bonds") to currently refund the outstanding 2006 Bond Bank Bonds; and WHEREAS, the City Council wishes to approve the City's participation in this refinancing and, if the Bond Bank successfully refinances the 2006 Bond Bank Bonds, to authorize the City Manager and Finance Director to accept a revised debt service schedule for the 2006 Bond, to be evidenced in a refunding bond issued to the Bond Bank in exchange for the 2006 Bond; and WHEREAS, on September 15, 2016, the Council held a public hearing on the issuance of the refunding bonds in accordance with Section 147(f) of the Internal Revenue Code of 1986, as amended, following publication on August 29, 2016, in the Ketchikan Daily News of a notice of the public hearing; Resolution No. 16-2636 NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Ketchikan, as follows: Section 1: Approval of Refinancing. The City Council hereby approves the City's participation in the Bond Bank's refinancing of the 2006 Bond Bank Bonds and authorizes the City Manager and Finance Director to approve a revised schedule of principal payment amounts and interest rates for the 2006 Bond, in accordance with Section 6 of the 2006 Loan Agreement, so long as the revised debt service schedule is financially advantageous to the City. The revised schedule of debt service on the 2006 Bond and other provisions as may be required by the Bond Bank will be set forth in a loan agreement or amendatory loan agreement (the "2016 Loan Agreement") and in a refunding bond (the "2016 Refunding Bond") to be issued to the Bond Bank in exchange for the 2006 Bond. The City Manager or Finance Director is authorized to execute and deliver the 2016 Loan Agreement on behalf of the City and to deliver the 2016 Refunding Bond, executed in accordance with the provisions of the 2006 Bond Legislation and this resolution, to the Bond Bank in exchange for the 2006 Bond. The City Manager, Finance Director, and other appropriate officers and employees of the City are also hereby authorized to provide financial information about the City that the Bond Bank may require for the official statement for the 2016 Bond Bank Bonds. Section 2: Satisfaction of Parity Conditions. So that the 2016 Refunding Bond may be issued as a Parity Bond, the Council hereby finds, in accordance with the provisions of Section 7.4 of the Bond Ordinance, as follows: • There is not now, and at the time of the issuance of the 2016 Refunding Bond there will not be, any deficiency in the Bond Fund or any accounts therein. o The principal of and interest on the 2016 Refunding Bond will be payable out of the Bond Fund. • Issuance of the 2016 Refunding Bond will not result in a Sinking Fund Requirement for the 2016 Refunding Bond nor any increase in the Reserve Account Requirement. • The 2016 Refunding Bond is being issued as a refunding to achieve debt service savings and will not require an increase of more than $5,000 in any year for Debt Service on the 2016 Refunding Bond, therefore no certification of the type described in Section 7.4(3) or (4) of the Bond Ordinance will be required. The parity conditions being satisfied or provided for, the 2016 Refunding Bond may be issued with a lien on Port Revenue equal to the lien thereon of the 2006 Bond. Section 3: Definitions Covenants. Capitalized terms used in this resolution and not otherwise defined herein have the meanings given those terms in the Bond Ordinance. The City hereby ratifies and confirms as applicable to the 2016 Refunding Bond the covenants of the City set forth in Article VII of the Bond Ordinance, as it may be amended from time to time. Resolution No. 16-2636 Section 4: Tax Covenants: Tax Certificate. The City covenants to undertake all actions required to maintain the tax-exempt status of interest on the 2016 Refunding Bond under Section 103 of the Internal Revenue Code of 1986, as amended. Upon the issuance of the 2016 Refunding Bond, the Finance Director is authorized to execute a federal tax certificate (the "Tax Certificate"), which will certify to various facts and representations concerning the 2016 Refunding Bond, based on the facts and estimates known or reasonably expected on the date of its issuance, and make certain covenants with respect to the 2016 Refunding Bond as may be necessary or desirable to obtain or maintain the benefits conferred under the Code relating to tax-exempt bonds. The City covenants that it will comply with the Tax Certificate unless it receives advice from nationally recognized bond counsel or the Internal Revenue Service that certain provisions have been amended or no longer apply to the 2016 Refunding Bond. Section 5: General Authorization. The Mayor, City Manager, Finance Director, City Clerk, City Attorney, and any other appropriate officers, agents, attorneys and employees of the City are each hereby authorized and directed to cooperate with the Bond Bank and to take such steps, do such other acts and things, and execute such letters, certificates, agreements, papers, financing statements, assignments or instruments as in their judgment may be necessary, appropriate or desirable to carry out the terms and provisions of, and complete the transactions contemplated by, this resolution. Section 6: Prior Acts. Any and all acts heretofore taken by officers, agents, attorneys and employees of the City in connection with refinancing the 2006 Bond and issuing the 2016 Refunding Bond are hereby ratified and confirmed. Section 7: Effective Date. This resolution will be in full force and effect immediately upon its adoption. APPROVED AND ADOPTED by the City Council of the City of Ketchikan, Alaska, at a regular meeting held on September 15, 2016. Lew Williams III, Mayor ATTEST: ( - 1-M K herine M. Suiter, City Clerk Resolution 1'/. 16-2636 -3- t N I (I N all] A iiISI N * I, Katherine M. Suiter, City Clerk of the City of Ketchikan, Alaska (the "City"), DO HEREBY CERTIFY that the attached is a true and correct copy of an excerpt of the minutes of the City Council's meeting of September 15, 2016, showing Council approval of Resolution No. 16- 2636 authorizing the refinancing of the City's Port Revenue Bond, 2006, through the Alaska Municipal Bond Bank. Dated as of November 3, 2016. CITY OF KETCHIKAN, ALASKA Katherine Muiter, City Clerk City of Ketchikan, Alaska September 15, 2016 PUBLIC HEARING ON RESOLUTION NO. 16-2636 APPROVING THE CITY'S PARTICIPATION IN A PROPOSED REFINANCING BY THE ALASKA MUNICIPAL BOND BANK OF ITS GENERAL OBLIGATION BONDS, 2006 SERIES TWO, WHICH PROVIDED FUNDS TO PURCHASE THE CITY'S PORT REVENUE BOND, 2006 David Thompson continued by discussing the public hearing for Resolution No. 16-2636, saying it is similar to refinancing a mortgage. He felt the market was pretty good at this time. He described elements of the bonds and asked if there were any comments from the public. None were heard. COMMUNICATIONS A notice of resignation of the Senior Engineering Technician Matt Brown was laid on the table. Mayor Williams read the proclamation for National Recovery Month & Suicide Prevention and Awareness Month, and presented it to Leah Canfield of Ketchikan Wellness Coalition. Ms. Canfield said one of the things that the Wellness Coalition strives to do is look into the community to find ways to support National Recovery Month as well as the Suicide Prevention and Awareness Month. She said they strive for commonalities, addressing and resolving some of the issues in substance abuse and mental health disorders in order to build awareness in the community. She outlined events they will be having this month, and she thanked the Council for the proclamation. PERSONS TO BE HEARD Shawn McFarlane, Moffatt and Nichol, provided a brief update of the market research they did for the port facilities expansion as well as the concepts they developed for the public workshops. He explained how they went about conducting their research and summarized the feedback they received during the public meetings. He continued by saying they will take the comments into consideration and come back with further information. He said he was available to answer any questions regarding the additional design work. In response to Mayor Williams, he talked about the negative input received on extending Berth I and possibility to modify Berth IV. He as well as Port and Harbors Director Corporon answered questions from the Council. Councilmember Coose indicated the City needed to think about the number of passengers disembarking into the community from the larger ships. Mark Adams, Electric Division Operations Manager, introduced Jeremy Bynum, the new Electric Division Systems Engineer. Mr. Bynum said he looks forward to working for KPU and hopes to bring his experience to help the community. Jason Kolanko spoke regarding the ordinance concerning retail marijuana stores. He felt when the decision was made to reduce the number of stores to one, there was a perception that one license in town was well-progressed. He didn't feel this would be good for market competition and he asked the Council to repeal the amendment and move forward with two stores in town. Page 2 September 15, 2016 Supplemental Agreement No. 2 to Lease No. 57-0109-4-00074 - United States Department of Agriculture - Forest Service Bunkhouse at 2957 Tongass Avenue Moved by Sivertsen, seconded by Zenge the City Council approve Supplemental Agreement No. 2 to Lease No, 57-0109-4-00074 between the City of Ketchikan and the United States Department of Agriculture and authorize the city manager to execute the supplemental agreement on behalf of the City Council. Councilmember Coose commented on the Forest Service bunkhouse, saying it is disappointing the feds and the City can't get anything done on this in 34 years. Motion passed with Sivertsen, Kiffer, Coose, Zenge, Isom and Gage voting yea; Harris absent. Exempting the Procurement of Annual Maintenance Services for the IPTV Middleware System from Competitive Bidding/Written Quotation Requirements - Minerva Networks Moved by Sivertsen, seconded by Zenge pursuant to subparagraph 6 of Section 3.12.050(a) of the Ketchikan Municipal Code, the City Council exempt the procurement of annual maintenance service for the TPTV Middleware System from the competitive bidding/written quotation requirements of the Ketchikan Municipal Code; authorize the procurement of such maintenance services from Minerva Networks at a cost of $27,248.84; approve funding from the Telecommunications Division's 2016 Software and Equipment Maintenance Services Account No. 635.04; and direct the general manager to execute the contract documents on behalf of the City Council. Motion passed with Sivertsen, Kiffer, Coose, Zenge, Isom and Gage voting yea; Harris absent. Resolution No. 16-2635 - Authorizing the Issuance of a General Obligation Bond in A Principal Amount Not to Exceed $2,000,000 to Finance the Cost of Improvements to the Harbor Facilities of the City Moved by Sivertsen, seconded by Zenge the City Council approve Resolution No. 16-2635 authorizing the issuance of a general obligation bond of the City in a principal amount not to exceed $2,000,000 to finance the cost of certain improvements to the harbor facilities of the City as authorized by Ordinance No. 12-1697 and ratified by the City's voter at a special election held on June 26, 2012; authorizing tax levies o pay the principal thereof and interest thereon; authorizing the sale of the bond to the Alaska Municipal Bond Bank on the terms and conditions provided in this resolution; and establishing an effective date. Motion passed with Sivertsen, Kiffer, Coose, Zenge, Isom and Gage voting yea; Harris absent. Resolution No. 16-2636 - Authorizing the City's Participation in a Proposed Refinancing by the Alaska Municipal Bond Bank of Its General Obligation Bonds, 2006 Series Two Which Page 5 September 15, 2016 Provided Funds to Purchase the City's Port Revenue Bond, 2006 Moved by Sivertsen, seconded by Zenge the City Council approve Resolution No. 16-2636 authorizing the City's participation in a proposed refinancing by the Alaska Municipal Bond Bank of its general obligation bonds, 2006 Series Two, which provided funds to purchase the City's Port revenue bond, 2006; authorizing the issuance to the Bond Bank of refunding bond of the City if the Bond Bank successfully refinances its bonds; authorizing the City to enter into an agreement with the Bond Bank to accomplish the refunding; and establishing an effective date. Motion passed with Sivertsen, Kiffer, Coose, Zenge, Isom and Gage voting yea; Harris absent. Ordinance No. 16-1828 - Amending Ordinance No. 06-1549 Relating to the City's Port Revenue Bonds by Modifying Certain Covenants in the Ordinance - First Reading Copies of Ordinance No. 16-1828 were available for all persons present. Moved by Sivertsen, seconded by Zenge the City Council approve in first reading Ordinance No. 16-1828 amending Ordinance No. 06-1549 relating to the City's port revenue bonds by modifying certain covenants in the ordinance; and establishing an effective date. Motion passed with Sivertsen, Kiffer, Coose, Zenge, Isom and Gage voting yea; Harris absent. Budget Transfer - Contract No. 16-39 - Design of Berth I & II Rehabilitation, Phase IVa - Moffatt & Nichol Moved by Sivertsen, seconded by Zenge the City Council approve Contract No. 16-39, Design of Berth I & II Rehabilitation Phase IVa, between the City of Ketchikan and Moffatt & Nichol in an amount not to exceed $167,399; authorize a budget transfer of $200,000 from the Berths I and IT Rehabilitation - Phase IV Capital Account to the Berths I and II Rehabilitation - Phase IVa Capital Account; approve funding from the Port Department's Berth I and I Replacement - Phase IVa Capital Account; and direct the city manager to execute the agreement on behalf of the City Council, Manager Amylon noted staff will be bringing back a report on different alternatives for the port expansion options following yesterday's public meetings. He said he has asked the Port and Harbors director to get a quote from Moffatt & Nichol to take a look at Berth IV in terms of accommodating the larger ships. He pointed out the original scope of work did not address that since we don't own Berth IV, but in light of the public comment received it may be something the Council will want to take a look at. He said this will be brought back at the first meeting in October. Councilmember Sivertsen spoke to the removal of rock in the channel because he didn't see how to accommodate those ships with it intact. He felt perhaps federal money may be able to fund that. Councilmember Coose suggested we start working with the federal delegation on that need, and see what they would suggest. Page 6