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HomeMy WebLinkAboutResolutions - 2013.12.12 - 21116MISCELLANEOUS RESOLUTION #13301 December 12013 BY: Finance Committee, Tom Middleton, Chairperson_ IN RE: RESOLUTION AUTHORIZING ISSUANCE OF OAKLAND COUNTY BUILDING AUTHORITY, BUILDING AUTHORITY REFUNDING BONDS, SERIES 2014 (REFUNDS SERIES 2007) AND APPROVING THE UNDERTAKING TO PROVIDE CONTINUING DISCLOSURE TO THE OAKLAND COUNTY BOARD OF COMMISSIONERS Chairperson, Ladies and Gentlemen: WHEREAS, pursuant to the provisions of Act No. 31, Public Acts of Michigan, 1948, extra session, as amended, ("Act 31") the Oakland County Building Authority (the "Authority") and the County of Oakland (the "County"), have entered into a Full Faith and Credit General Obligation Lease Contract dated as of December 1, 2006 (as listed in Appendix A) (the "Lease Contract") and a Sublease between the County and the Oakland County Community Mental Health Authority (the "CMHA") dated as of June 27, 2007 (the "Sublease"); and WHEREAS, pursuant to the Lease Contract and the Sublease, the Building Authority has issued the Oakland County Building Authority, Building Authority Bonds, Series 2007 in the original aggregate principal amount of $5,500,000 dated as of August 1, 2007 which remain outstanding as listed in Appendix B (the "2007 Bonds") to defray the cost of acquiring various facilities located throughout the County to be used by the CMHA; and WHEREAS, the 2007 Bonds remain outstanding in various aggregate principal amounts which mature in various principal amounts in various years and bear interest at various rates per annum which rates of interest are higher than those now prevailing; and WHEREAS, Act 31 and Act No. 34, Public Acts of Michigan, 2001, as amended, ("Act 34") authorize the Authority to refund all or any part of its indebtedness; and WHEREAS, the County has determined that a significant cost savings can be achieved by refunding the outstanding 2007 Bonds in whole or in part; and WHEREAS, in order to provide for the Refunding Bonds and to comply with federal securities regulations, it is necessary to approve an amendment to the Lease Contract between the County and the Authority (the "Amendment to Lease Contract") attached as Appendix C in order to approve the undertaking to provide continuing disclosure. NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF COMMISSIONERS OF THE COUNTY OF OAKLAND as follows: 1. The Authority is authorized to proceed to refund any or all of the Bonds described in Appendix B in whole or in part, on such terms and conditions as will result in a lower total indebtedness on such issue. 2. The Amendment to Lease Contract attached hereto as Appendix C is hereby approved. 3. The County Officials set forth on the Amendment to Lease Contract are authorized to execute and deliver the Amendment to Lease Contract on behalf of the County. 4. After any refunding bonds are issued, the Authority shall report to the County on the new debt service schedule and the savings in total principal and interest. 5. The County Executive, if necessary, is authorized to file for approval to issue the bonds from the State of Michigan, Department of Treasury ("Treasury"), to pay the related fee, and to execute and deliver such other documents as may be requested by the Treasury. 6, All activities involved in the refunding of the Bonds under this resolution shall comply with the standing rules of the Board of Commissioners. FINANCE COMMITTEE VOTE: Motion carried unanimously on a roll call vote with Scott and Matis absent. (-7 -------, BE IT FURTHER RESOLVED that the Chairperson of the Board of Commissioners is authorized fill in the blanks in Exhibit A to Appendix C - Debt Retirement Schedule prior to executing and filing these documents with the Oakland County Clerk. Chairperson, on behalf of the Finance Committee, I move the adoption of the foregoing resolution. APPENDIX A $5,500,000 Oakland County Building Authority, Building Authority Bonds, Series 2007 - FULL FAITH AND CREDIT GENERAL OBLIGATION LEASE CONTRACT MADE AS OF DECEMBER 1, 2006. las.rl-oak261 las.rl-oak261 APPENDIX B OAKLAND COUNTY BUILDING AUTHORITY, BUILDING AUTHORITY BONDS, SERIES 2007 Date 3/1/14 3/1/15 3/1/16 3/1/17 3/1/18 3/1/19 3/1/20 3/1/21 3/1/22 3/1/23 3/1/24 3/1/25 TOTAL Principal $250,000 250,000 250,000 250,000 275,000 275,000 300,000 300,000 325,000 325,000 350,000 125,000 $3,275,000 APPENDIX C AMENDMENT TO LEASE CONTRACT THIS AMENDMENT TO FULL FAITH AND CREDIT GENERAL OBLIGATION LEASE CONTRACT ("Amendment to Lease Contract") made as of January 1, 2014, by and between the OAKLAND COUNTY BUILDING AUTHORITY (the "Authority"), a building authority organized and existing under and pursuant to the provisions of Act No. 31, Public Acts of Michigan, 1948 (First Extra Session), as amended ("Act 31"), and the COUNTY OF OAKLAND, a County of the State of Michigan (the "County"), WITNESSET H: WHEREAS, the Authority has been incorporated by the County pursuant to Act 31 for the purpose of acquiring, furnishing, equipping, owning, improving, enlarging, operating and maintaining a building Of buildings, automobile parking lots or structures, recreational facilities and stadiums, and the necessary site or sites therefor, for the use of the County; and WHEREAS, the County desired to acquire various facilities located in the County of Oakland to be used by the Oakland County Community Mental Health Authority (the "CMHA") (the "Project"), and the Authority acquired the Project; and WHEREAS, it is proposed that the Authority refinance part of the outstanding Oakland County Building Authority, Building Authority Bonds, Series 2007, dated August 1, 2007 (the "2007 Bonds") issued by the Authority pursuant to the Full Faith and Credit General Obligation Lease Contract dated as of December 1, 2006 (the "Lease Contract") and a Sublease between the County and the CMHA dated as of June 27, 2007 (the "Sublease") and Act 31; and WHEREAS, in order to make possible the issuance of refunding bonds it is necessary for the parties to enter into this Amendment to Lease Contract. THEREFORE, IN CONSIDERATION OF THE MUTUAL UNDERTAKINGS AND AGREEMENTS SET FORTH BELOW, IT IS HEREBY AGREED BY AND BETWEEN THE PARTIES TO THIS AMENDMENT TO LEASE CONTRACT AS FOLLOWS: A. The following paragraphs 24 and 25 are added to the Lease Contract to read as follows: 24. Authorization and Issuance of Refunding Bonds. As soon as practicable after the effective date of the Amendment to Lease Contract, the Authority shall proceed to issue its building authority refunding bonds in the aggregate principal amount of not to exceed $3,300,000 (the "Refunding Bonds"), pursuant to and in accordance with the provisions of Act 31, for the purpose of refunding the Building Authority Bonds, Series 2007, dated as of August 1, 2007 maturing in the years 2015 through 2025. The Authority shall pledge for the payment of the principal of and interest on the Refunding Bonds the cash rental payments described and required to be paid by the County pursuant to the Lease Contract and this Amendment to Lease Contract. The Refunding Bonds shall be dated February 1, 2014 or such earlier or later date as to be determined. The Refunding Bonds shall bear interest at a rate or rates that will produce a savings true interest cost and shall mature in accordance with the Debt Retirement Schedule set forth on Exhibit A to this Amendment to Lease Contract. Each date on which any payment of principal of and/or interest on any Refunding Bonds is due is referred to herein as a "Bond Payment Date". The County and the Authority recognize and acknowledge that (a) such Debt Retirement Schedule is based upon an assumed interest rate and date of issuance of the Refunding Bonds and assumed Bond Payment Date, all as set forth in Exhibit A, (b) the Bond Payment Bates will be specified in the Award Resolution and (c) the rental payments due under this Amendment to Lease Contract will be determined when the Award Resolution is adopted by the Authority and the Refunding Bonds are sold, by application of the rate or rates of interest actually borne by the Refunding Bonds. 25. Undertaking to Provide Continuing Disclosure for Refunding Bonds. The County and the Authority hereby covenant and agree, for the benefit of the beneficial owners of the Refunding Bonds, to enter into a written undertaking (the "Undertaking") required by SEC Rule 1502-12 promulgated by the Securities and Exchange Commission pursuant to the Securities and Exchange Act of 1934 (the "Rule") to provide continuing disclosure of certain financial information and operating data and timely notices of the occurrence of certain events in accordance with the Rule. This Undertaking shall be enforceable by the beneficial owners of the Refunding Bonds or by the Purchaser(s) on behalf of such holders (provided that the Purchaser(s) right to enforce the provisions of this Undertaking shall be limited to a right to obtain specific enforcement of the obligations hereunder and any failure by the County and the Authority to comply with the provisions of this Undertaking shall not be an event of default with respect to the Refunding Bonds). The County Treasurer and the Chairperson or Treasurer of the Authority, or other officer of the County or Authority charged with the responsibility for issuing the Refunding Bonds, shall provide a Continuing Disclosure Certificate for inclusion in the transcript of proceedings, setting forth the details and terms of the County's and Authority's Undertaking." IN WITNESS WHEREOF, the OAKLAND COUNTY BUILDING AUTHORITY, by its Commission, and the COUNTY OF OAKLAND, by its Board of 2 Commissioners, have caused this Amendment to Lease Contract to be signed by their duly authorized officers, and their seals to be affixed hereto, all as of the day and year first above written. WITNESSES TO SIGNATURES OAKLAND COUNTY BUILDING AUTHORITY OF AUTHORITY OFFICERS: By: Chairperson of its Commission By: Secretary of its Commission WITNESSES TO SIGNATURES COUNTY OF OAKLAND OF COUNTY OFFICERS: By: Chairperson, Board of Commissioners By: County Clerk las.rl-oak261 3 STATE OF MICHIGAN) )ss. COUNTY OF OAKLAND) On this day of , , before me appeared and , to me personally known, who being by me duly sworn, did each say that they are, respectively, the Chairperson and the Secretary of the Commission of the OAKLAND COUNTY BUILDING AUTHORITY and that the foregoing Amendment to Lease Contract was signed and sealed by them on behalf of the Authority by authority of its Commission, and that such persons acknowledged such instrument to be the free act and deed of the Authority. Notary Public, Oakland County, Michigan My Commission Expires: (Seal) STATE OF MICHIGAN) )ss. COUNTY OF OAKLAND) On this day of , , before me appeared and , to me personally known, who being by me duly sworn, did each say that they are, respectively, the Chairperson of the Board of Commissioners and the County Clerk of the COUNTY OF OAKLAND and that the foregoing Amendment to Lease Contract was signed and sealed by them on behalf of the County by authority of its Board of Commissioners, and that such persons acknowledged such instrument to be the free act and deed of the County. Notary Public, Oakland County, Michigan My Commission Expires: (Seal) las.rl-oak261 4 EXHIBIT A Period Ending Principal Annual Rate Interest Total 3/1/15 3/1/16 3/1/17 3/1/18 3/1/19 3/1/20 3/1/21 3/1/22 3/1/23 3/1/24 3/1/25 $ 96 $ $ las.rl-oak261 1 Mn4111.111M = $3,110,000 Oakland County Building Authority Building Authority Refunding Bonds, Series 2014 (Refunds Series 2007 BA Bonds) NET SOURCES AND USES Dated Date: Closing Date: Sources: Bond Proceeds Underwriter's Premium Accrued Interest 02/01/14 02/11/14 $3,110,000.00 0.00 2,370.01 Uses: Escrow Fund Costs of Issuance Underwriter's Discount (1.0%) Interest Account Available Amount $1,112,17&M. $3,025,000.00 52,000.00 31,100.00 2,370.01 1,900.00 $3,112,370,01 Net Savings: $149,837.51 Present Value Savings: $126,759.29 Percent of refunded par: 4.190% dedlrefundloakland1BA 2007.xls 11/2512013 /0111111.411.111.1 $3,110,000 Oakland County Building Authority Building Authority Refunding Bonds, Series 2014 NEW DEBT SERVICE Total Annual Date Principal Price Coupon Interest Debt Service Total 09/01/14 03/01/15 09/01/15 03/01/16 09/01/16 03/01/17 09/01/17 03/01/18 09/01/18 03/01/19 09/01/19 03/01/20 09/01/20 03/01/21 09/01/21 03/01/22 09/01/22 03/01/23 09/01/23 03/01/24 09/01/24 03/01125 $280,000.00 275,000.00 275,000.00 290,000.00 285,000.00 305,000.00 300,000.00 325,000.00 320,000.00 340,000.00 115,000.00 20A1Q.Q. 100.000% 100.000% 100.000% 100.000% 100.000% 100.000% 100.000% 100.000% 100.000% 100.000% 100.000% 2.000% 2.000% 2.000% 2.000% 2.100% 2.400% 3.800% 3.300% 3.400% 3.600% 3.800% $49,770.00 42,660.00 39,860.00 39,860.00 37,110.00 37,110.00 34,360.00 34,360.00 31,460.00 31,460.00 28,467.50 28,467.50 24,807.50 24,807.50 19,107.50 19,107.50 13,745.00 13,745.00 8,305.00 8,305.00 2,185.00 2,185.00 $49,770.00 322,660.00 39,860.00 314,860.00 37,110.00 312,110.00 34,360.00 324,360.00 31,460.00 316,460.00 28,467.50 333,467.50 24,807.50 324,807.50 19,107.50 344,107.50 13,745.00 333,745.00 8,305.00 348,305.00 2,185.00 117,185.00 $49,770.00 362,520.00 351,970.00 346,470.00 355,820.00 344,927.50 358,275.00 343,915.00 357,852.50 342,050.00 350,490.00 117,185.00 $571 245 00 $3681 245 00 $3681245.00 Dated Date: 02/01/14 Closing Date: 02/11/14 Principal: Accrued Interest: Credit Enhancement: Ong Issue Prem/(Disc): $3,110,000.00 2,370.01 0.00 0.00 la-ilzazaat dechrefundloakland\BA 2007.xls 11/25/2013 MK AMKNOKAIMINM $3,110,000 Oakland County Building Authority Building Authority Refunding Bonds, Series 2014 ARBITRAGE YIELD WORKSHEET Date Principal Total Coupon Interest Debt Service Annual Total 3.05414% Present Value Debt Service 09/01/14 03/01/15 09/01/15 03/01/16 09/01)16 03/01/17 09/01/17 03/01/18 09/01/18 03/01/19 09/01/19 03/01/20 09/01/20 03/01/21 09/01/21 03/01/22 09/01/22 03/01/23 09/01/23 03/01/24 09/01/24 03/01/25 $280,000.00 275,000.00 275,000.00 290,000.00 285,000.00 305,000.00 300,000.00 325,000.00 320,000.00 340,000.00 115,000.00 $3 110 000.00 2.000% 2.000% 2.000% 2.000% 2,100% 2.400% 3.800% 3.300% 3.400% 3.600% 3.800% $49,770.00 42,660.00 39,860.00 39,860.00 37,110.00 37,110.00 34,360.00 34,360.00 31,460.00 31,460.00 28,467.50 28,467.50 24,807.50 24,807,50 19,107.50 19,107.50 13,745.00 13,745.00 8,305.00 8,305.00 2,185.00 2,185.00 $49,770.00 322,660.00 39,860.00 314,860,00 37,110.00 312,110.00 34,360.00 324,360.00 31,460.00 316,460.00 28,467.50 333,467.50 24,807.50 324,807.50 19,107.50 344,107.50 13,745.00 333,745.00 8,305.00 348,305.00 2,185.00 117,185.00 $49,770.00 362,520.00 351,970.00 346,470.00 355,820.00 344,927.50 358,275.00 343,915.00 357,852.50 342,050.00 350,490.00 117,185.00 $48,938.93 312,500.05 38,024.23 295,841.25 34,343.96 284,501.93 30,849.55 286,840.92 27,402.53 271,499.42 24,055.68 277,549.14 20,337.03 262,270.05 15,196.54 269,558.52 10,605.27 253,635.47 6,216.60 256,797.74 1,586.72 83,818.48 $571,245 00 $3 681 245 00 $3,681.245.00 $3 112 37Q 01 Dated Date: 02/01/14 Closing Date: 02/11/14 Arbitrage Yield: 3.054143% Principal: Accrued Interest: Credit Enhancement: Orig Issue Prem/(Disc): $3,110,000.00 2,370.01 0.00 0.00 SlilLazaa dethrefundloakland \BA 2007.xls 11/25/2013 11111111•11111•1111111• nnn Zr "A'n'-"M" $3,110,000 Oakland County Building Authority Building Authority Refunding Bonds, Series 2014 NET PRESENT VALUE SAVINGS ANALYSIS Net Present Value Savings/(Loss): $126,759.29 Remaining Annual 3.05414% Outstanding Non-Refunded New Net Net Present Value Date Debt Service Debt-Service Debt Service Savings/(Loss) Savings/(Loss) Savings/(Loss) $320,028.13 03/01/14 09/01/14 03/01/15 09/01/15 03/01/16 09/01/16 03/01/17 09/01/17 03/01/18 09/01/18 03/01/19 09/01/19 03/01/20 09/01/20 03/01/21 09/01/21 03/01/22 09/01/22 03/01/23 09/01/23 03/01/24 09/01/24 03/01/25 $320,028.13 65,028.13 315,028.13 60,028.13 310,028.13 55,028.13 305,028.13 50,028.13 325,028.13 44,356.25 319,356.25 38,512.50 338,512.50 32,062.50 332,062.50 25,312.50 350,312.50 18,000.00 343,000.00 10,687,50 360,687.50 2,812.50 127,812.50 $0.00 47,399.99 * 322,660,00 39,860.00 314,860.00 37,110.00 312,110.00 34,360.00 324,360.00 31,460.00 316,460.00 28,467,50 333,467.50 24,807.50 324,807.50 19,107.50 344,107.50 13,745.00 333,745.00 8,305.00 348,305.00 2,185.00 117,185.00 $0.00 17,628.14 (7,631.88) 20,168.13 (4,831.88) 17,918.13 (7,081.88) 15,668.13 668.13 12,896.25 2,896.26 10,045.00 5,045.00 7,255.00 7,255.00 6,205.00 6,205.00 4,255.00 9,255.00 2,382.50 12,382.50 627.50 10,627.50 $17,628.14 12,536.25 13,086.25 8,586.25 13,564.38 12,941.25 12,300.00 13,460.00 10,460.00 11,637.50 13,010.00 10,627.50 $0.00 17,373.35 (7,391.56) 19,239.27 (4,540.01) 16,582.57 (6,455.44) 14,067.36 590.84 11,232.99 2,484.77 8,488.25 4,199.02 5,947.60 5,858.14 4,934.95 4,860.72 3,283.04 7,033.50 1,783.39 9,129.35 455,68 7,601.49 $4 148 740 63 $320 028 13 $3,6,78,874 99 $149 837.51 $149 837.51 i126.759.29 Less accrued interest. decilrefundloakland\ BA 2007.xls 11/25/2013 IIIIn al1111101•14111111= = $5,500,000 Oakland County Building Authority Building Authority Bonds, Series 2007 REMAINING ORIGINAL DEBT SERVICE SCHEDULE 3.05414% Total Annual Present Value Date Principal Coupon Interest Debt Service Total Debt Service 03/01/14 $250,000.00 4.000% 09/01/14 03/01/15 250,000.00 4.000% 09/01/15 03/01/16 250,000.00 4.000% 09/01/16 03/01/17 250,000.00 4.000% 09/01/17 03/01/18 275,000.00 4.125% 09/01/18 03/01/19 275,000.00 4.250% 09/01/19 03/01/20 300,000.00 4.300% 09/01/20 03/01/21 300,000.00 4.500% 09/01/21 03/01/22 325,000.00 4.500% 09/01/22 03/01/23 325,000.00 4.500% 09/01/23 03/01/24 350,000.00 4.500% 09/01/24 03/01/25 125,000.00 * 4.500% $3 275,000.00 $70,028.13 65,028.13 65,028.13 60,028.13 60,028.13 55,028.13 55,028.13 50,028.13 50,028.13 44,356.25 44,356.25 38,512.50 38,512.50 32,062.50 32,062.50 25,312.50 25,312.50 18,000.00 18,000.00 10,687.50 10,687.50 2,812.50 2,812.50 $320,028.13 65,028.13 315,028.13 60,028.13 310,028.13 55,028.13 305,028.13 50,028.13 325,028.13 44,356.25 319,356.25 38,512.50 338,512.50 32,062.50 332,062.50 25,312.50 350,312.50 18,000.00 343,000.00 10,687.50 360,687.50 2,812.50 127,812.50 $385,056.25 375,056.25 365,056.25 355,056.25 369,384.38 357,868,75 370,575.00 357,375.00 368,312.50 353,687.50 363,500.00 127,812.50 $319,489.68 63,942.27 305,108.49 57,263.50 291,301.24 50,926.53 278,046.49 44,916.91 287,431.76 38,635.52 273,984.19 32,543.93 281,748.15 26,284.63 268,128.20 20,131.49 274,419.25 13,888.32 260,668.97 7,999.99 265,927.09 2,042.41 91,419.98 $873740.63 $4,14aMaa $414874063 $3,556,248 97 Defeased in 2010 03/01/25 $225,000.00 * 03/01/26 375,000.00 * 03/01/27 375,000.00 * $975,000.00 * Term Bond. dedlrefundloakland \BA 2007.xls 11/25/2013 $5,500,000 Oakland County Building Authority Building Authority Bonds, Series 2007 REMAINING NON-REFUNDED ORIGINAL DEBT SERVICE SCHEDULE 3.06414% Total Annual Present Value Date Principal Coupon Interest Debt Service Total Debt Service 03/01/14 $250,000.00 4.000% $70,028.13 $320,028.13 $320,028.13 $319,489.68 $250 000.00 $70 028_1.3 $320,028 13 $320,028 1 a samakaa dedlrefundloakland \BA 2007.xls 11/25/2013 $5,500,000 Oakland County Building Authority Building Authority Bonds, Series 2007 REDEMPTION SCHEDULE Redemption Premium: 0.00% Redeemed Date Principal Interest Principal 03/01/14 $0.00 $0.00 $3,025,000.00 lam $3.025.000.00 Redemption Total Annual 3.06414% Premium Debt Service Total Present Value $0.00 $3,025,000.00 $3,025,000.00 $3,019,910.42 $0_00, $3,025,000 00 S3 025.00000 U.=„,42 dedlrefundloakland \BA 2007.xls 11/25/2013 MK /=4/11.111= -nfl an WIMP $5,500,000 Oakland County Building Authority Building Authority Bonds, Series 2007 ESCROW CASH FLOW ANALYSIS February 11, 2014 Beginning Cash Balance: $3,025,000.00 * Beginning Ending Cash SLGS SLGS SLGS SLGS Debt Service Cash 0.00000% Date Balance Principal Rate Interest Total Defeasance Balance Present Value 02/11/14 $3,025,000.00 $3,025,000.00 03/01/14 3,025,000.00 $0.00 0.000% $0.00 $0.00 $3,025,000.00 0.00 $0.00 $0.00 $0.00 $3,025,000.00 $1-30 Total Cost of Escrow Requirements: $3,025,000.00 " Non-Interest bearing cash deposit held with the Escrow Agent. dedlrefundloakland \BA 2007.xls 11/25/2013 Resolution #13301 December 12, 2013 Moved by Spisz supported by McGillivray the resolutions (with fiscal notes attached) on the amended Consent Agenda be adopted (with accompanying reports being accepted). AYES: Dwyer, Gershenson, Hatchett, Hoffman, Jackson, Long, Matis, McGillivray, Middleton, Quarles, Runestad, Scott, Spisz, Taub, Weipert, Zack, Bosnic, Crawford. (18) NAYS: None. (0) A sufficient majority having voted in favor, the resolutions (with fiscal notes attached) on the amended Consent Agenda were adopted (with accompanying reports being accepted). i EP 3 HEREBY APPROVE THIS PESOLOTRON CHIEF DEPUTY COUNTY EXEOUTIVE ACTING PURSUANT TO MCI_ 46.559A (7) STATE OF MICHIGAN) COUNTY OF OAKLAND) I, Lisa Brown, Clerk of the County of Oakland, do hereby certify that the foregoing resolution is a true and accurate copy of a resolution adopted by the Oakland County Board of Commissioners on December 12, 2013, with the original record thereof now remaining in my office. In Testimony Whereof, I have hereunto set my hand and affixed the seal of the County of Oakland at Pontiac, Michigan this 12th day of December 2013. Lisa Brown, Oakland County