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1992-11-05 Special MeetingC I T Y O F 0 Y E E C H 0 B E E C I T Y C 0 U N C I L S P E C I A L M E E T I N G NOVEMBER 5, 1992 — 4:00 P.M. SUMMARY OF COUNCIL ACTION Page 1 of 10 COUNCILMEMBERS ACTION VOTE - YES NO Mayor Kirk called the special meeting to order on November 5, 1992 at 4:00 P.M. A. Call special meeting to order November 5, 1992 at 4:00 P.M. B. Mayor and Council attendance: Mayor James "Jim" Kirk Present X Councilmember R.R. "Nick" Collins Present X Councilmember Danny Entry Present X Councilmember Jerry E. Walker Present X Councilman Dowling R. Watford, Jr. Present X Staff attendance: i Attorney John R. Cook Present X Administrator John J. Drago Present X Clerk Bonnie S. Thomas Present X Deputy Clerk S. Lane Gamiotea Present X C. Discuss the adoption of Resolution Mr. Bill Zvara representing Livermore, Klien and Lott of 92-14 — Mr. Bill Zvara (Exhibit 1). Jacksonville, Florida appeared before the City Council explaining that the firm has been working as the City's Bond Counsel to help finance the public utilities system improvements. First Union Securities which is the investment bankers, based in Charlotte, North Carolina, is the bank the firm has been working with for the 1992A bond issue. Resolution 92-12 adopted on August 18, 1992 was the initial step to establish Resolution 92-14. On August 18, 1992 we authorized the bonds to improve the water System and today we are proposing to take final action to award sale of those bonds at certain interest rates. November 5, 1992 - Special Meeting - Page 2 of 10 COUNCILMFMBFRS ACTI0N V075 yfS Mr. Zvara further explained he made a comparison of interest ' C. Discussion continued: rates with the old bonds and new bonds using one method, "net interest cost", for example the 1987 Bonds were at 7.730 net interest cost. The 1989 Bonds were at 7.0043 and the 1992A Bonds which are proposed to be awarded sale today are at a net interest cost of 6.3381. A tremendous advance has been made in lowering the interest rates. And interest rates are at very good levels now. The final bond amount which was set on the interest rate is $5,495,000. The title (in the resolution) will reflect that. The insurance provided on the bonds is by MBIA. They insured the 1989 bonds and have agreed to insure these bonds. That provides triple AAA rated insurance on the bonds so they are very desirable investments. It allows the interest rate to be as low as possible. We pay the insurer, but in return for that, you get lower interest rates, and it is to the City's benefit to do that. Mr. Zvara continued that when initially planned there was a surety reserve for the reserve account. In otherwords, instead of setting aside dollars for a reserve account we buy another-°7 insurance policy which is just in the amount in the reserve account which is a much smaller amount. The insurers said they did not want to do that, therefore, the reserve account has to be funded with cash. So, instead of issuing additional bonds to fund the reserve account, what has been proposed to your best benefit, is to take some existing funds that you had in the utility system from 1989, and put those back in a reserve account. Right now they are invested. They have not been spent or earmarked for anything else so now they will be put back in and that will save you money also. One of the changes we have made to the Resolution is, we have gotten the approval of the insurance company to change the Resolution from way back in 1987 to allow you to transfer this utility system to a governmental authority of some type. If you decide to pursue that idea we have taken the opportunity to make sure that you can do that when the time comes. It does not require you to do that, it just allows you that privilege. Nnvemhcr S 1QQ7 - SnPrial Maatino - Page 3 of 10 COUNCILMEMBERS ACTION VOTE yES NO Mr. Zvara answered questions from the Council beginning with C. Discussion continued: Mayor Kirk asking, if the Council decides to go on from this point, that means that more than likely these bonds will be sold, tomorrow? Mr. Zvara answered actually in practical practice what they do is they call up people and they say if we sold you these bonds would you buy them, and they say yes. Then if you approve it, they call them back and they make it final. So, it is really like a preliminary commitment. They do not back out of it, they just verbally commit. Mayor Kirk asked, but the transaction would be completed today? Mr. Zvara answered, yes, in fact one of the final things to sign, if you approve it, would be to sign a contract with First Union Securities that sets all the details out. Councilmember Watford asked, if I remember correctly we had this same resolution before us when we passed the other resolution (No. 92-12)? Mr. Zvara stated that was correct. Councilmember Watford continued, and we withdrew it from the agenda. Why did we do that and why are we here at four o'clock today rather than the next regular Council meeting? Mr. Zvara answered with much explanation the reason proposed Resolution No. 92-13 was withdrawn and was not recommended is because the refunding interest rates were not beneficial. Councilmember Watford asked did I understand you to say that the investment bankers recommended that we buy this insurance? Mr. Zvara answered yes. Councilmember Watford continued, and the investment banker is (First Union Securities), isn't that in fact the same person who is buying the bonds? Mr. Zvara explained, yes, they buy the bonds and then they resell them to investors, they do not actually keep the bonds. They buy the bonds and sell them the same day. The fact that they are buying the bonds and they are recommending insurance is not a conflict because it would be very unusual if the City did the bonds without insurance. November 5, 1992 - Special Meeting - Page 4 of 10 COUNCILMEMBERS ACTION VOTE VES NO KW Councilmember Watford asked why did we choose, or by what C. Discussion continued: process did we choose First Union Securities? Mr. Zvara answered when we did the 1989 bond issue we did a bid process to find an investment banker. And at that time, it was intended we would probably do about $10 million in two different pieces. In '89 we did $5 million and it was expected that you would probably do the other $5 million right at the beginning of 190. Which would have been a very short period. The bid process that we did in '89 was still valid because that bond issue was still not done, so this is really the second half of the bond issue you did in '89. Councilmember Watford then asked, what does Exhibit "C" look like? Do we have Exhibit "C"? And are there other exhibits that go with this resolution? Mr. Zvara stated Exhibit "C" is called the "Truth in Bonding Description". What that explains to you is the interest rate that I have described to you, also the total interest cost and iy the maximum annual debt service amount. And yes Exhibit "C" is completed and in Administrator Drago's office. There are other exhibits, one is the "Bond Purchase Agreement" between the City and First Union Securities, which has been sent to the Council (City Attorney Cook) and I have reviewed it myself. The other is the "Official Statement" which is the document that they mail out to investors that explains what the bonds are and it tells about the utility system. The third thing is the "Truth in Bonding Statement" which is set out in statute. The statute tells you exactly what its suppose to say. Its two small paragraphs and you fill in the blanks and the blanks are the rates that I have given you. Councilmember Watford asked what steps are taken after this? Once we approve this today what do we do then? Nnvamhor ;, 19g2 - Snacial Meetino - Paoe 5 of 10 COUNCILMEMBERS ACTION VOTE VES W Mr. Zvara explained we have to sign the Resolution, Bond C. Discussion continued: Purchase Agreement, Official Statement, A letter of commitment between the insurance company and City which outlines what the contract says. We prepare closing documents and certificates. Then we fund the bond issue by First Union wiring money to the City. Councilmember Watford questioned the place and date of the bond closing ceremony. Mr. Zvara explained you have to have a bond closing, that is were you sign the documents and you deliver the legal opinions and make sure all the requirements have been met. Then you can wire the money to the City. It is tentatively scheduled for Monday, November 16th, in Jacksonville, Florida at Mr.Zvara's office. Mr. Zvara also stated if the Council prefers the closing can be done here, but he is recommending it be done in his Jacksonville office. Councilmember Watford asked Mr. Zvara if he had any discussions with anybody with the City of Okeechobee about that bond closing and were it should be held? Mr. Zvara answered he recommended that it be in his office because he has to produce all the C" documents. Councilmember Watford questioned again, and you have not had any other discussions about any other locations? Mr. Zvara responded, No. Councilmember Watford asked are there any other firms such as yours that do this type of work? Mr. Zvara answered yes, there are probably eight to ten in Florida that are considered reputable. Councilmember Watford asked what happens if we were to delay this? Mr. Zvara answered, we have already pulled one issue from the bond market the last time, the refunding. If you pull the second one from the bond market after they priced it, which they set interest rates, they called buyers, I think it would have an adverse affect. That is why one of my recommendations in the past was that if you wanted to proceed that you go ahead and adopt No. 92-12 at that time. That was essentially saying, yes we know that the project is necessary, DER is requiring the project and when the interest rates are in our best interest please proceed and that is what has been done. KI.,...,..,F...... G 1007 Cr,or-i.l mnnfinn _ D2nn A of in COUNCILMEMBERS ACTION VOTE VES W Councilmember Watford questioned Administrator Drago, how far C. Discussion continued: along is this going to take us and when do we anticipate we will go out again for more bonds? Administrator Drago explained, the next project is the expansion of the wastewater plant. Knepper and Willard is working on Phase II. When they get done with that, they will come back with a contract proposal to do Phase III which is the actual design of the plant. When that is complete and all the permits are obtained and it is ready for bidding and I believe Knepper and Willard's time table is the end of '93 beginning of '94. Approximately just for the plant, $7 million. Councilmember Watford expressed to Mayor Kirk and those present he did not see where the Council had much choice here. We are in one of those positions were we have got to have the money. We have got to do the plant. We have come this far, but if any body else has any ideas I sure would like to hear them. Mayor Kirk commented that he tried to get an answer from DER to _ see if they would give the City anymore time and was not successful. From what I am gathering they are not willing to c" really do that. They are not concerned with what we are doing here in Okeechobee (utility authority) except that they have an agreement we are suppose to be following. If we do not follow it then they will come at us with fines. I certainly hope all of us realize that this is getting very expensive and there is going to be a stopping point somewhere, there has to be. I feel like DER has got us in a corner right now and not really giving an option but to proceed with this but I certainly hope before we have to do anything else that we are able to do something through the means of the utility authority and get other people involved not only in obtaining money but also in helping to get grants through the benefit of both City and County, for our entire community. If there was any other option at all, I would vote for it, I would not do this, but I do not see where we have an option. I do not think we can pay $10,000 a day (DER fines) and I think they will come at us because of our track record. I do not think they have any confidence in us at all. November 5. 1992 - SnPrial MPatinn _ Pana 7 of in COUNCILMfMBBRS ACTION VOTE VES NO k&W Attorney Cook added, anticipating the wastewater plant, when the C. Discussion continued: flows that DER monitors get to the point where we are at capacity at the water plant, then they are going to go through the same procedure in wastewater as they did in water. Mayor Kirk continued, I realize that we are all sitting here in a very difficult situation. No matter what we do, we are going to be criticized for it because the general public does not understand at this point we do not have a choice. Mayor Kirk also asked Mr. Zvara, is the revenue that is being pledged here the revenue from Public Utilities, nothing else? Mr. Zvara explained it is also public service tax, franchise revenues, net revenues and guarantee entitlement funds. Stating further that you will notice it is not just the net revenues of the utilities and the reason for that is back in 1987 until the current date, you needed to have additional security for the bond insurer for any investor even if you did not insure the bonds. They require that type of extra revenue and if in fact ` you continue to study the local authority type alternative either the County or the City or both would have to come up with a combined revenue source to supplement the net revenue source. Councilmember Collins expressed his concerns that in the past the City did not have water allocations to give developers and with the building of this water plant it would give us the allocations needed for future growth. Councilmember Watford asked Mr. Zvara if Exhibit "C", Truth in Bonding gives the City's cost or is there something that would give what it is costing the City to do this bond issue? And what the investment bankers are going to get out of this? Mr. Zvara answered the investment bankers are the ones that break down the cost, those are determined at the closing. Continuing that his firms' cost is the same amount ($25,000.00) as it was in 1989 plus the extra time between 1989 and 1992, estimating the extra to not be over $10,000.00, (for a total estimate of $35,000.00). The final amount will be documented for the City's records. The investment bankers fees are governed by the original agreement (1989 Bond Issue) they get what they call a point plus their expenses. November 5, 1992 - Special Meeting - Page 8 of 10 VOTE COUNCILMEMBERS ACTION YES NO Councilmember Watford also asked Mr. Zvara if this bond issue C. Discussion continued: would finish up what was started in 1989, as he had explained earlier? Mr. Zvara answered yes, with further explanation that they would be prepared when the City was ready to start the wastewater bond issues. Mayor Kirk asked Administrator Drago who was going to be at the closing? Following discussion among Council and staff, attending the closing will be Mayor Kirk, Administrator Drago and Attorney Cook. Councilmember Walker added he was uneasy with this bond issue. He felt the Council should have gotten it earlier and had more time to look at it. Citizen Frank Marsocci asked for clarification on revenues from the City that are obligated to repay this bond issue outside of the Water and Sewer System. Mr. Zvara stated those are pledged revenues that are not actually spent because you have to pledge more than you spend. What is pledged in addition to the net revenues are the public service taxes, certain franchise revenues (Cablevision, Florida Power and Light, and United Telephone Service) and Revenue Sharing from the State (excluding motor fuel tax). Administrator Drago and Mr. Zvara also pointed out that there is a provision that even though the funds are pledged, when the City meets certain coverage requirements, and some are met at this time, they can be released if needed. Mr. Marsocci further expressed his concerns to the Council on the affect the borrowing will have on the community, economically. ' Citizen Robbie Hoover also asked certain questions and expressed concerns to the Council of how this bond issue would affect the community. November 5. 1992 - Special Meeting - Page 9 of 10 C. Discussion continued: VOTE YES NO COUNCILMEMBERS ACTION Councilmember Watford made a motion that we adopt Resolution No. 92-14 (1992A Bond Issue, $5,495,000.00 for new water treatment plant); seconded by Councilmember Entry. Attorney Cook read Resolution No. 92-14 by title only as follows: "A RESOLUTION AWARDING SALE OF $5,495,000.00 WATER AND SEWER REVENUE BONDS SERIES 1992A, OF THE CITY OF OKEECHOBEE FLORIDA; AUTHORIZING EXECUTION AND DELIVERY OF A BOND PURCHASE AGREEMENT FOR SUCH BONDS; FIXING THE DATE, DENOMINATIONS, MATURITIES, INTEREST RATES AND REDEMPTION PROVISIONS WITH RESPECT TO SUCH BONDS; AUTHORIZING USE OF AN OFFICIAL STATEMENT IN CONNECTION WITH DISTRIBUTION OF SUCH BONDS AND OTHER ACTION IN CONNECTION WITH THE ISSUANCE AND DELIVERY OF SUCH BONDS; AMENDING RESOLUTION NO. 92-12 TO REDESIGNATE THE WATER AND SEWER IMPROVEMENT BONDS AS SERIES 1992A; DESIGNATING SUCH BONDS AS QUALIFIED TAX—EXEMPT OBLIGATIONS; DESIGNATING THE PAYING AGENT AND REGISTRAR FOR THE BONDS; AND PROVIDING AN EFFECTIVE DATE." Vote on motion to adopt Resolution No. 92-14: KIRK X COLLINS X ENTRY X WALKER X WATFORD X MOTION CARRIED. Nnvamhar 5. 199? - Snprial Meetino - Pace 10 of 10 COUNCILMEMBERS ACTION VOTE VES NO VLW D. ADJOURNMENT Mayor Kirk adjourned the meeting at 4:50 P.M. NOTICE IS HEREBY GIVEN THAT IF ANY PERSON SHOULD DECIDE TO APPEAL ANY DECISION MADE AT THIS MEETING OF THE CITY COUNCIL, SUCH PERSON WILL NEED TO INSURE THAT A VERBATIM RECORD OF THE PROCEEDING IS MADE WHICH IN— CLUDE HE TESTIMONY AND EVIDENCE UPON WH TH APPEAL IS BASED. GZ�-r C Ja E. Kirk, Mayor Attest: Bonnie S. Thomas, CMC, City Clerk f , �.. LJ