HomeMy WebLinkAboutResolutions - 1999.04.15 - 25577Miscellaneous Resolution # 99085 April 15, 1999
BY: PLANNING AND BUILDING COMMITTEE
CHARLES E. PALMER, CHAIRPERSON
IN RE: DRAIN COMMISSIONER — VILLAGE OF MILFORD WATER SUPPLY
SYSTEM BOND RESOLUTION
TO THE OAKLAND COUNTY BOARD OF COMMISSIONERS
Mr. Chairperson, Ladies and Gentlemen:
WHEREAS, the Village of Milford (the "Village") and the County of Oakland (the
"County") have entered into the Village of Milford Water Supply System Contract dated as of
April 23, 1997 (the "Contract"), pursuant to the provisions of Act 342, Public Acts of Michigan,
1939, as amended ("Act 342), and especially Sections 5a, 5b and 5c thereof with respect to the
acquisition, construction, and financing of the Village of Milford Water Supply System (the
"Project"); and
WHEREAS, pursuant to a resolution of this Board of Commissioners, bonds of the County
have been issued in the amount of $900,000 (the "1997 Bonds") to defray part of the cost of this
project; and
WHEREAS, a revised estimate of the cost of the Project in the amount of $1,621,564.67 has
been prepared and has been approved by the Village; and
WHEREAS, this Board of Commissioners desires to proceed with the acquisition,
construction and financing of the Project and the issuance of bonds of the County in the principal
amount of $400,000 to defray part of the cost of the Project.
PLANNING & BUILDING COMMITTEE VOTE:
Motion carried unanimously on a roll call vote.
THEREFORE, BE IT RESOLVED by the Board of Commissioners of the County of
Oakland, Michigan, as follows:
1. The revised estimate of the cost of the Village of Milford Water Supply System in
the amount of $1,621,564.61 is hereby approved in the following form:
Milford Water Supply
Comparison of Cost Estimates
January 15, 1999
Estimated Total
Original Actual Costs Costs Estimated
Estimate Phase One Phase Two Project Costs Difference
Contracted Services-Construction $870,650.00 $576,477.46 $582,859.23 $1,159,336.69 $288,686.69
(based on bids received)
Contracted Services-Engineering:
Design $70,000.00 $23,839.44 $40,000.00 $63,839.44 ($6,160.56)
Construction Layout $20,000.00 $0.00 $20,000.00 $20,000.00 $0.00
Construction Engineering $10,000.00 $0.00 $10,000.00 $10,000.00 $0.00
Special Services $20,000.00 $2,525.45 $20,000.00 $22,525.45 $2,525.45
Soil Borings $10.000.00 $0.00 $10,000.00 $10.000.00 $0.00
Subtotal: $130,000.00 $26,364.89 $100,000.00 $126,364.89 ($3,635.11)
Contracted Services -Project Financing:
Bond Counsel $12,000.00 $8,766.49 $12,000.00 $20,766.49 $8,766.49
Financial Consultant $7,000.00 $4,980.35 $6,000.00 $10,980.35 $3,980.35
Official Statement $4,500.00 $0.00 $0.00 $0.00 ($4,500.00)
Bond Rating Fees $10,000.00 $0.00 $0.00 $0.00 ($10,000.00)
Bond Printing and Publishing $2,500.00 $981.00 $1,500.00 $2,481.00 ($19.00)
Local Attorney $5,000.00 $0.00 $5,000.00 $5,000.00 $0.00
Bond Advertisement $1,000.00 $912.50 $1,500.00 $2,412.50 $1,412.50
Bond Discount (1.5%) $19,500.00 $13.500.00 $6.000.00 $19.500.00 $0_,04
Subtotal: $61,500.00 $29,140.34 $32,000.00 $61,140.34 ($359.66)
County Services:
Administration $8,000.00 $6,994.38 $8,000.00 $14,994.38 $6,994.38
Engineering $26,000.00 $17,911.71 $28,000.00 $45,911.71 $19,911.71
Inspection $40,000.00 $60,151.66 $40.000.00 $100,151.66 $60,151.66
Surveying $0.00 $4,278.51 $7,500.00 $11,778.51 $11,778.51
Right-of-Way and Legal $30,000.00 $22,444.04 $15,000.00 $37,444.04 $7,444.04
Soil Erosion Permit $3,850.00 $2,570.45 $1,922.00 $4,492.45 $642.45
Bid Advertisement &OM $750.00 $1,000.00 $1,750.00 $1,750,00
Subtotal: $107,850.00 $115,100.75 $101,422.00 $216,522.75 $108,672.75
Contingency $130,000.00 $0.00 $58,200.00 $58,200.00 ($71,800.00)
Gross Project Costs: $1,300,000.00 $747,083.44 $874,481.23 $1,621,564.67 $321,564.67
Less: Phase One Bond Sale ($900,000.00)
Subtotal: $721,564.67
Less: Investment Earnings: ($19,280.83)
Net Project Cost: $702,283.84
Less: Village of Milford Road Funds Applied to Project: ($302,283.84)
Amount of Phase Two Bond Sale: $400,000.00
Prepared by : Glenn R. Appel, P.E.
2. AUTHORIZATION OF BONDS — PURPOSE. Bonds of the County aggregating
the principal sum of Four Hundred Thousand Dollars (5400,000) shall be issued and sold
pursuant to the provisions of Act 342, and other applicable statutory provisions, for the purpose
of defraying part of the cost of the Project.
3. BOND DETAILS. The bonds shall be designated "Oakland County Water
Supply Bonds (Village of Milford System Phase 2)"; shall be dated April 1 1999; shall be
numbered from 1 upwards; shall be fully registered; shall be in the denomination of $5,000 each
or any integral multiple thereof not exceeding the aggregate principal amount for each maturity
at the option of the purchaser thereof; shall bear interest at a rate or rates not exceeding 6% per
annum to be determined upon the sale thereof payable on November 1, 1999, and semiannually
thereafter; and shall mature on May 1 in each year as follows:
YEAR PRINCIPAL MATURITY YEAR PRINCIPAL MATURITY
2000 $ 5,000 2010 $25,000
2001 10,000 2011 25,000
7 002 10,000 9012 25,000
2003 10,000 2013 25,000
2004 10,000 2014 25,000
2005 20,000 2015 25,000
2006 20,000 2016 30,000
2007 20,000 2017 30,000
2008 20,000 2018 45,000
2009 20,000
4. PAYMENT OF PRINCIPAL AND INTEREST. The principal of and interest on
the bonds shall be payable in lawful money of the United States. Principal shall be payable upon
presentation and surrender of the bonds to the bond registrar and paying agent as they severally
mature. Interest shall be paid to the registered owner of each bond as shown on the registration
books at the close of business on the 15th day of the calendar month preceding the month in
which the interest payment is due. Interest shall be paid when due by check or draft drawn upon
and mailed by the bond registrar and paying agent to the registered owner at the registered
address.
5. BOOK-ENTRY SYSTEM. Initially, one fully-registered bond for each maturity,
in the aggregate amount of such maturity, shall be issued in the name of Cede & Co., as nominee
of The Depository Trust Company ("DTC") for the benefit of other parties (the "Participants") in
the book-entry-only transfer system of DTC. In the event the County determines that it is in the
best interest of the County not to continue the book-entry system of transfer or that the interests
of the holders of the bonds might be adversely affected if the book-entry system of transfer is
continued, the County may notify DTC and the bond registrar and paying agent, whereupon DTC
will notify the Participants of the availability through DTC of bond certificates. In such event,
the bond registrar and paying agent shall deliver, transfer and exchange bond certificates as
requested by DTC and any Participant or "beneficial owner" in appropriate amounts in
accordance with this Resolution. DTC may determine to discontinue providing its services with
respect to the bonds at any time by giving notice to the County and the bond registrar and paying
agent and discharging its responsibilities with respect thereto under applicable law or the County
may determine that DTC is incapable of discharging its duties and may so advise DTC. In either
such event, the County shall use reasonable efforts to locate another securities depository. Under
such circumstances (if there is no successor securities depository), the County and the bond
registrar and paying agent shall be obligated to deliver bond certificates in accordance with the
procedures established by this Resolution. In the event bond certificates are issued, the
provisions of this Resolution shall apply to, among other things, the transfer and exchange of
such certificates and the method of payment of principal of and interest on such certificates.
Whenever DTC requests the County and the bond registrar and paying agent to do so, the County
and the bond registrar and paying agent shall cooperate with DTC in taking appropriate action
after reasonable notice to make available one or more separate certificates evidencing the bonds
to any Participant having bonds certified to its DTC account or to arrange for another securities
depository to maintain custody of certificates evidencing the bonds.
Notwithstanding any other provision of this Resolution to the contrary, so long as any
bond is registered in the name of Cede & Co., as nominee of DTC, all payments with respect to
the principal of, interest on and redemption premium, if any, on such bonds and all notices with
respect to the bonds shall be made and given, respectively, to DTC as provided in the Letter of
Representations relating to the bonds among DTC, the County and the bond registrar and paying
agent. The Treasurer of the County is authorized to sign the Letter of Representations on behalf
of the County, in such form as the Treasurer of the County deems necessary or appropriate in
order to accomplish the issuance of the bonds in accordance with law and this Resolution.
6. OPTIONAL PRIOR REDEMPTION. Bonds maturing prior to May 1, 2007, shall
not be subject to redemption prior to maturity. Bonds maturing on and after May 1, 2007, shall
be subject to redemption prior to maturity upon the terms and conditions set forth in the form of
bonds contained in Section 9 hereof.
7. BOND REGISTRAR AND PAYING AGENT. The County Treasurer shall
designate, and may enter into an agreement with, a bond registrar and paying agent for the bonds
which shall be a bank or trust company located in the State of Michigan which is qualified to act
in such capacity under the laws of the United States of America or the State of Michigan. The
County Treasurer from time to time as required may designate a similarly qualified successor
bond registrar and paying agent.
S. EXECUTION, AUTHENTICATION AND DELIVERY OF BONDS. The bonds
shall be executed in the name of the County by the facsimile signatures of the Chairman of the
Board of Commissioners and the County Clerk and authenticated by the manual signature of an
authorized representative of the bond registrar and paying agent, and the seal of the County (or a
facsimile thereof) shall be impressed or imprinted on the bonds. After the bonds have been
executed and authenticated for delivery to the original purchaser thereof, they shall be delivered
by the County Treasurer to the purchaser upon receipt of the purchase price. Additional bonds
bearing the facsimile signatures of the Chairman of the Board of Commissioners and the County
Clerk and upon which the seal of the County (or a facsimile thereof) is impressed or imprinted
may be delivered to the bond registrar and paying agent for authentication and delivery in
connection with the exchange or transfer of bonds. The bond registrar and paying agent shall
indicate on each bond the date of its authentication.
9. EXCHANGE AND TRANSFER OF BONDS. Any bond, upon surrender thereof
to the bond registrar and paying agent with a written instrument of transfer satisfactory to the
bond registrar and paying agent duly executed by the registered owner or his duly authorized
attorney, at the option of the registered owner thereof, may be exchanged for bonds of any other
authorized denominations of the same aggregate principal amount and maturity date and bearing
the same rate of interest as the surrendered bond.
Each bond shall be transferable only upon the books of the County, which shall be kept
for that purpose by the bond registrar and paying agent, upon surrender of such bond together
with a written instrument of transfer satisfactory to the bond registrar and paying agent duly
executed by the registered owner or his duly authorized attorney.
Upon the exchange or transfer of any bond, the bond registrar and paying agent on behalf
of the County shall cancel the surrendered bond and shall authenticate and deliver to the
transferee a new bond or bonds of any authorized denomination of the same aggregate principal
amount and maturity date and bearing the same rate of interest as the surrendered bond. If, at the
time the bond registrar and paying agent authenticates and delivers a new bond pursuant to this
section, payment of interest on the bonds is in default, the bond registrar and paying agent shall
endorse upon the new bond the following: "Payment of interest on this bond is in default. The
last date to which interest has been paid is
The County and the bond registrar and paying agent may deem and treat the person in
whose name any bond shall be registered upon the books of the County as the absolute owner of
such bond, whether such bond shall be overdue or not, for the purpose of receiving payment of
the principal of and interest on such bond and for all other purposes, and all payments made to
any such registered owner, or upon his order, in accordance with the provisions of Section 3 of
this resolution shall be valid and effectual to satisfy and discharge the liability upon such bond to
the extent of the sum or sums so paid, and neither the County nor the bond registrar and paying
agent shall be affected by any notice to the contrary. The County agrees to indemnify and save
the bond registrar and paying agent harmless from and against any and all loss, cost, charge,
expense, judgment or liability incurred by it, acting in good faith and without negligence
hereunder, in so treating siich registered owner.
For every exchange or transfer of bonds, the County or the bond registrar and paying
agent may make a charge sufficient to reimburse it for any tax, fee or other governmental charge
required to be paid with respect to such exchange or transfer, which sum or sums shall be paid by
the person requesting such exchange or transfer as a condition precedent to the exercise of the
privilege of making such exchange or transfer.
The bond registrar and paying agent shall not be required to transfer or exchange bonds or
portions of bonds which have been selected for redemption.
10. FORM OF BONDS. The bonds shall be in substantially the following form:
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[FORM OF BOND]
UNITED STATES OF AMERICA
STATE OF MICHIGAN
COUNTY OF OAKLAND
OAKLAND COUNTY WATER SUPPLY BOND
(VILLAGE OF MILFORD SYSTEM PHASE 2)
INTEREST RATE MATURITY DATE DATE OF ORIGINAL ISSUE CUSIP
April 1, 1999
Registered Owner:
Principal Amount:
The County of Oakland, State of Michigan (the "County") acknowledges itself indebted
to and for value received hereby promises to pay to the Registered Owner identified above, or
registered assigns, the Principal Amount set forth above on the Maturity Date specified above,
unless redeemed prior thereto as hereinafter provided, upon presentation and surrender of this
bond at in the city of
Michigan, the bond registrar and paying agent, and to pay to the Registered Owner, as shown on
the registration books at the close of business on the 15' day of the calendar month preceding the
month in which an interest payment is due, by check or draft drawn upon and mailed by the bond
registrar and paying agent by first class mail postage prepaid to the Registered Owner at the
registered address, interest on such Principal Amount from the Date of Original Issue or such
later date through which interest shall have been paid until the County's obligation with respect
to the payment of such Principal Amount is discharged at the rate per annum specified above.
Interest is payable on the first days of May and November in each year, commencing
November 1, 1999. Principal and interest are payable in lawful money of the United States of
America.
This bond is one of a series of bonds aggregating the principal sum of Four Hundred
Thousand Dollars (S400,000) issued by the County under and pursuant to and in full conformity
with the Constitution and Statutes of Michigan (especially Act No. 342, Public Acts of 1939, as
amended) and a bond authorizing resolution adopted by the Board of Commissioners of the
County (the "Resolution") for the purpose of defraying part of the cost of acquiring and
constructing water supply facilities to serve the Village of Milford (the "Village"). The bonds of
this series are issued in anticipation of payments to be made by the Village, in the aggregate
principal amount of Four Hundred Thousand Dollars (S400,000), pursuant to a contract between
the County and the Village. The full faith and credit of the Village have been pledged to the
prompt payment of the foregoing amount and the interest thereon as the same become due. As
additional security the full faith and credit of the County have been pledged for the prompt
payment of the principal of and interest on the bonds of this series. Taxes levied by the Village
and the County to pay the principal of and interest on the bonds of this series are subject to
constitutional tax limitations.
This bond is transferable, as provided in the Resolution, only upon the books of the
County kept for that purpose by the bond registrar and paying agent, upon the surrender of this
bond together with a written instniment of transfer satisfactory to the bond registrar and paying
agent duly executed by the Registered Owner or his attorney duly authorized in writing. Upon
the exchange or transfer of this bond a new bond or bonds of any authorized denomination, in the
same aggregate principal amount and of the same interest rate and maturity, shall be
authenticated and delivered to the transferee in exchange therefor as provided in the Resolution,
and upon payment of the charges, if any, therein provided. Bonds so authenticated and delivered
shall be in the denomination of S5,000 or any integral multiple thereof not exceeding the
aggregate principal amount for each maturity.
The bond registrar and paying agent shall not be required to transfer or exchange bonds or
portions of bonds which have been selected for redemption.
Bonds maturing prior to May 1, 2007, are not subject to redemption prior to maturity.
Bonds maturing on and after May 1, 2007, are subject to redemption prior to maturity at the
option of the County, in such order as shall be determined by the County, on any one or more
interest payment dates on and after May 1, 2006. Bonds of a denomination greater than $5,000
may be partially redeemed in the amount of 55,000 or any integral multiple thereof. If less than
all of the bonds maturing in any year are to be redeemed, the bonds or portions of bc,r,is to be
redeemed shall be selected by lot. The redemption price shall be the par value of the bond or
portion of the bond called to be redeemed plus interest to the date fixed for redemption and a
premium as follows:
1% of the par value of each bond called for redemption on or after May 1,
2006, but prior to May 1, 2010;
1/2% of the par value of each bond called for redemption on or after May 1,
2010, but prior to May 1, 2013;
No premium if called for redemption on or after May 1, 2013.
Not less than thirty days' notice of redemption shall be given to the holders of bonds
called to be redeemed by mail to the registered holder at the registered address. Bonds or
portions of bonds called for redemption shall not bear interest after the date fixed for redemption,
provided funds are on hand with the bond registrar and paying agent to redeem the same.
It is hereby certified, recited and declared that all acts, conditions and things required to
exist, happen and be performed precedent to and in the issuance of the bonds of this series,
existed, have happened and have been performed in due time, form and manner as required by
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law, and that the total indebtedness of the County, including the series of bonds of which this
bond is one, does not exceed any constitutional or statutory limitation.
IN WITNESS WHEREOF, the County of Oakland, Michigan, by its Board of
Commissioners, has caused this bond to be executed in its name by facsimile signatures of the
Chairman of the Board of Commissioners and the County Clerk and its corporate seal (or a
facsimile thereof) to be impressed or imprinted hereon. This bond shall not be valid unless the
Certificate of Authentication has been manually executed by an authorized representative of the
bond registrar and paying agent.
COUNTY OF OAKLAND
By:
Chairman, Board of Commissioners
[SEAL]
And:
County Clerk
CERTIFICATE OF AUTHENTICATION
This bond is one of the bonds described in the within mentioned Resolution.
Bond Registrar and Paying Agent
By:
Authorized Representative
AUTHENTICATION DATE:
ASSIGNMENT
For value received, the undersigned hereby sells, assigns and transfers unto
(please print or type name, address and taxpayer identification number of transferee) the within
bond and all rights thereunder and hereby irrevocably constitutes and appoints
attorney to transfer the within bond on the books kept for registration thereof, with full power of
substitution in the premises.
Dated:
Signature Guaranteed:
Signature(s) must be guaranteed by an eligible guarantor institution participating in a
Securities Transfer Association recognized signature guarantee program.
[END OF BOND FORM]
11. SECURITY. The bonds shall be issued in anticipation of payments to be made by
the Village pursuant to the Contract. The bonds shall be secured primarily by the full faith and
credit pledge made by the Village in the Contract pursuant to the authorization contained in Act
342. As additional and secondary security the full faith and credit of the County are pledged for
the prompt payment of the principal of and interest on the bonds as the same shall become due.
If the Village shall fail to make a payment to the County which is sufficient to pay the principal
of, premium, if any, and interest on the bonds as the same shall become due, then an amount
sufficient to pay the deficiency shall be advanced from the general fund of the County. Taxes
imposed by the County shall be subject to constitutional limitations.
12. DEFEASANCE. In the event cash or direct obligations of the United States or
obligations the principal of and interest on which are guaranteed by the United States, or a
combination thereof, the principal of and interest on which, without reinvestment, come due at
times and in amounts sufficient to pay, at maturity or irrevocable call for earlier optional
redemption, the principal of, premium, if any, and interest on the bonds, or any portion thereof,
shall have been deposited in trust, this Bond Resolution shall be defeased with respect to such
bonds, and the owners of the bonds shall have no further rights under this Bond Resolution
except to receive payment of the principal of, premium, if any, and interest on such bonds from
the cash or securities deposited in trust and the interest and gains thereon and to transfer and
exchange bonds as provided herein.
13. PRINCIPAL AND INTEREST FUND. There shall be established for the bonds a
Principal and Interest Fund which shall be kept in a separate bank account. From the proceeds of
the sale of the bonds there shall be set aside in the Principal and Interest Fund any premium and
accrued interest received from the purchaser of the bonds at the time of delivery of the same. All
payments received from the Village pursuant to the Contract are pledged for payment of the
principal of and interest on the bonds and expenses incidental thereto and as received shall be
placed in the Principal and Interest Fund.
14. CONSTRUCTION FUND. The remainder of the proceeds of the sale of the
bonds shall be set aside in a construction fund for the Project and used to defray the cost of the
Project in accordance with the provisions of the Contract.
15. APPROVAL OF MICHIGAN DEPARTMENT OF TREASURY — EXCEPTION
FROM PRIOR APPROVAL. The issuance and sale of the bonds shall be subject to permission
being granted therefor by the Department of Treasury of the State of Michigan or an exception
from prior approval being granted by the Department of Treasury and the County Agency or the
County Treasurer are authorized to file with the Department of Treasury a Notice of Intent to
Issue an Obligation with respect to the bonds and to pay, upon the filing of the notice, the filing
fee of S100. If an exception from prior approval is not granted the County Agency shall make
application to the Department of Treasury for permission to issue and sell the bonds as provided
by the terms of this resolution and for approval of the form of Notice of Sale.
16. SALE, ISSUANCE, DELIVERY, TRANSFER AND EXCHANGE OF BONDS.
The County Agency shall prescribe the form of notice of sale for the bonds and is authorized to
sell the bonds at not less than 98.5% of par and accrued interest in accordance with the laws of
this state and to do all things necessary to effectuate the sale, issuance, delivery, transfer and
exchange of the bonds in accordance with the provisions of this resolution.
17. REPLACEMENT OF BONDS. Upon receipt by the County Treasurer of proof of
ownership of an unmatured bond, of satisfactory evidence that the bond has been lost, apparently
destroyed or wrongfully taken and of security or indemnity which complies with applicable law
and is satisfactory to the County Treasurer, the County Treasurer may authorize the bond
registrar and paying agent to deliver a new executed bond to replace the bond lost, apparently
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destroyed or wrongfully taken in compliance with applicable law. In the event an outstanding
matured bond is lost, apparently destroyed or wrongfully taken, the County Treasurer may
authorize the bond registrar and paying agent to pay the bond without presentation upon the
receipt of the same documentation required for the delivery of a replacement bond. The bond
registrar and paying agent, for each new bond delivered or paid without presentation as provided
above, shall require the payment of expenses, including counsel fees, which may be incurred by
the bond registrar and paying agent and the County in the premises. Any bond delivered
pursuant the provisions of this Section 17 in lieu of any bond lost, apparently destroyed or
wrongfully taken shall be of the same form and tenor and be secured in the same manner as the
bond in substitution for which such bond was delivered.
18. OFFICIAL STATEMENT. The County Agency is authorized, but shall not be
required, to cause the preparation of an official statement for the bonds for the purpose of
enabling compliance with Rule 15c2-12 issued under the Securities Exchange Act of 1934, as
amended (the "Rule") and to do all other things necessary to enable compliance with the Rule.
After the award of the bonds, the County will provide copies of a "final official statement" (as
defined in paragraph (e)(3) of the Rule) on a timely basis and in reasonable quantity as requested
by the successful bidder or bidders to enable such bidder or bidders to comply with paragraph
(b)(4) of the Rule and the rules of the Municipal Securities Rulemaking Board.
19. CONTINUING DISCLOSURE. The County Treasurer is authorized but not
required to execute a certificate of the County, constituting an undertaking to provide ongoing
disclosure about the County for the benefit of the holders of the County Bonds as required under
paragraph (b)(5) of the Rule, and amendments to such certificate from time to time in accordance
with the terms of the certificate (the certificate and any amendments thereto are collectively
referred to herein as the "Continuing Disclosure Certificate"). The County hereby covenants and
agrees that it will comply with and carry out all of the provisions of the Continuing Disclosure
Certificate.
20. TAX COVENANT. The County covenants to comply with all requirements of
the Internal Revenue Code of 1986, as amended, necessary to assure that the interest on the
bonds will be and will remain excludable from gross income for federal income tax purposes.
The County Agency and other appropriate County officials are authorized to do all things
necessary to assure that the interest on the bonds will be and will remain excludable from gross
income for federal income tax purposes.
21. REDUCTION OF PRINCIPAL AMOUNT OF BOND ISSUE. If the County
Agency shall determine that it is not necessary to sell bonds in the principal amount of Four
Hundred Thousand Dollars (S400,000), he may by order reduce the principal amount of bonds to
be sold to that amount deemed necessary. In the event the principal amount of the bond issue is
reduced pursuant to this section, the County Agency shall reduce the amount of bonds maturing
in any one or more years as necessary.
22. CONFLICTING RESOLUTIONS. All resolutions and parts of resolutions
insofar as they may be in conflict herewith are hereby rescinded.
STATE OF MICHIGAN )
)ss
COUNTY OF OAKLAND )
I hereby certify that the foregoing is a tnte and complete copy of a resolution duly
adopted by the Board of Commissioners of the County of Oakland at a regular meeting held on
the day of , 1999, the original of which resolution is on file in my office. I
further certify that notice of said meeting was given in accordance with the provisions of the
open meetings act.
Clerk, County of Oakland
DETROIT 9007-312 408469
OFFICIAL NOTICE OF SALE
$400,000
COUNTY OF OAKLAND, STATE OF MICHIGAN
OAKLAND COUNTY WATER SUPPLY BONDS
(VILLAGE OF MILFORD SYSTEM PHASE 2)
SEALED BIDS for the purchase of the above bonds will be received by the undersigned at the
Office of the Oakland County Drain Commissioner, One Public Works Drive, Waterford,
Michigan on , 1999, until .m., Eastern Time, at
which time and place said bids will be opened and read publicly.
IN THE ALTERNATIVE: Sealed bids also will be received on the same date and until the same
time by an agent of the undersigned at the offices of Bendzinski & Co., Municipal Finance
Advisors, One Kennedy Square, 719 Griswold, Suite 2130, Detroit, Michigan 48226-3333
where they will be opened and read publicly. Bidders may choose either location to present bids,
but may not present bids at both locations.
BOND DETAILS: The bonds will be fully registered bonds of the denomination of $5,000 each
or any integral multiple thereof not exceeding the aggregate principal amount for each maturity
at the oot;on of the purchaser thereof, dated April 1, 1999, and will bear interest from their date
payable on November 1, 1999, and semiannually thereafter.
The bonds will mature on the 1St day of May in each year as follows: •
YEAR PRINCIPAL MATURITY YEAR PRINCIPAL MATURITY
2000 $ 5,000 2010 $25,000
2001 10,000 2011 25,000
2002 10,000 2012 25,000
2003 10,000 2013 25,000
2004 10,000 2014 25,000
2005 20,000 2015 25,000
2006 20,000 2016 30,000
2007 20,000 2017 30,000
2008 20,000 2018 45,000
2009 20,000
PRIOR REDEMPTION: Bonds maturing on and after May 1, 2007, shall be subject to
redemption prior to maturity, at the option of the County, in any order, on any one or more
interest payment dates on and after May 1, 2006, at par and accrued interest to the date fixed for
redemption, plus a premium as follows:
1% of the par value of each bond called for redemption on or
2006, but prior to May 1, 2010;
1/2% of the par value of each bond called for redemption on or
2010, but prior to May 1,2013;
No premium if called for redemption on or after May 1, 2013.
after May 1,
after May 1,
Not less than thirty days' notice of redemption shall be given by mail to the registered
holder at the registered address. Bonds or portions of bonds called for redemption shall not bear
interest after the redemption date, provided funds are on hand with the bond registrar and paying
agent to redeem the same.
INTEREST RATE AND BIDDING DETAILS: The bonds shall bear interest at a rate or rates,
not exceeding 6% per annum, to be fixed by the bids therefor, expressed in multiples of 1/8 or
1/20 of 1%, or both. The interest on any one bond shall be at one rate only and all bonds
maturing in any one year must carry the same interest rate. The difference between the highest
and lowest interest rate on the bonds shall not exceed 2 percentage points. No proposal for the
purchase of less than all of the bonds or at a price less than 98.5% of their par value will be
considered.
BOOK-ENTRY-ONLY: The bonds will be issued in book-entry-only form as one fully-
registered bond per maturity and will be registered in the name of Cede & Co., as nominee for
The Depository Trust Company ("DTC"), New York, New York. DTC will act as securities
depository for the bonds. Purchase of the bonds will be made in book-entry-only form, in the
denomination of $5,000 or any multiple thereof. Purchasers will not receive certificates
representing their interest in bonds purchased.
BOND REGISTRAR AND PAYING AGENT: The bonds shall be payable as to principal in
lawful money of the United States upon surrender thereof at Michigan National Bank,
Farmington Hills, Michigan, the bond registrar and paying agent. Interest shall be paid to the
registered owner of each bond as shown on the registration books at the close of business on the
15 th day of the calendar month preceding the month in which the interest payment is due. Interest
shall be paid when due by check or draft drawn upon and mailed by the bond registrar and
paying agent to the registered owner at the registered address. The County from time to time as
required may designate a successor bond registrar and paying agent.
PURPOSE AND SECURITY: The bonds are to be issued pursuant to the provisions of Act 342,
Public Acts of Michigan, 1939, as amended, to defray part of the cost of acquiring and
constructing water supply facilities to serve the Village of Milford (the "Village"). The bonds
are to be issued in anticipation of and are payable primarily from, payments to be made by the
Village pursuant to a certain contract between the Village and the County of Oakland (the
"County") dated April 23, 1997. The payments to be made by the Village will be in installments
which will equal the annual principal maturities and the semi-annual maturities of interest on the
bonds. Taxes imposed by the Village are subject to constitutional tax limitations.
FULL FAITH AND CREDIT OF COUNTY: Pursuant to a resolution adopted by its Board of
Commissioners, the County of Oakland has pledged its full faith and credit as additional security
for the payment of the principal of and interest on the bonds. In the event and to the extent that
moneys required to pay such principal and interest are not paid to the County by the Village the
County will advance from its general fund moneys sufficient to pay such principal and interest.
The County's ability to raise such funds is subject to constitutional limitations on the taxing
power of the County.
GOOD FAITH: A certified or cashier's check drawn upon an incorporated bank or trust
company or a financial surety bond, in the amount of $4,000 and payable to the order of the
County, is required for each bid as a guarantee of good faith on the part of the bidder, to be
forfeited as liquidated damages if such bid be accepted and the bidder fails to take up and pay for
the bonds. If a check is used, it must accompany the bid. If a financial surety bond is used, it
must be from an insurance company licensed to issue such a bond in the State of Michigan and
such bond must be submitted to the County or Bendzinski & Co. prior to the opening of the bids.
The financial surety bond must identify each bidder whose good faith deposit is guaranteed by
the financial surety bond. If the bonds are awarded to a bidder utilizing a financial surety bond,
then that purchaser (the "Purchaser") is required to submit its good faith deposit to the County in
the form of a cashier's check (or wire transfer such amount as instructed by the County or its
financial advisor) not later than Noon, Michigan Time, on the next business day following the
award. If the good faith deposit is not received by that time, the County may draw upon financial
surety bond to satisfy the good faith deposit requirement. The good faith deposit will be applied
to the purchase price of the bonds. In the event the Purchaser fails to honor its accepted bid, the
good faith deposit will be retained by the County. No interest shall be allowed on the good faith
check and checks of the unsuccessful bidders will be returned to each bidder's representative or
by mail or other delivery service. The good faith check of the successful bidder will be cashed
and payment for the balance of the purchase price of the bonds shall be made at the closing.
AWARD OF BONDS: The bonds will be awarded to the bidder whose bid produces the lowest
interest cost computed by determining at the rate or rates specified in the bid the total dollar
value of all interest on the bonds from April 1, 1999, to their maturity and deducting therefrom
any premium or adding thereto any discount.
LEGAL OPINION: Bids shall be conditioned upon the approving opinion of Dickinson Wright
PLLC, attorneys of Detroit, Michigan, a copy of which opinion will be printed on the reverse
side of each bond, and the original of which will be furnished without expense to the purchaser
of the bonds at the delivery thereof. The fees of Dickinson Wright PLLC for services rendered in
connection with such approving opinion are expected to be paid from bond proceeds. Except to
the extent necessary to issue its approving opinion as to the validity of the bonds, Dickinson
Wright PLLC has made no inquiry as to any financial information, statements or material
contained in any financial documents, statements or materials that have been or may be furnished
in connection with the authorization, issuance or marketing of the bonds and, accordingly, will
not express any opinion with respect to the accuracy or completeness of any such financial
information, statements or materials.
-3-
TAX MATTERS; The approving opinion of bond counsel will include an opinion to the effect
that under existing law, the interest on the bonds (a) is excluded from gross income for federal
income tax purposes, and (b) is not an item of tax preference for purposes of the federal
alternative minimum tax imposed on individuals and corporations; such opinion will note,
however, that certain corporations must take into account interest on the bonds in determining
adjusted current earnings for the purpose of computing such alternative minimum tax. The
opinion set forth in clause (a) above will be subject to the condition that the County comply with
all requirements of the Internal Revenue Code of 1986, as amended (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. Failure to comply with certain
of such requirements could cause the interest on the bonds to be included in gross income
retroactive to the date of issuance of the bonds. The County has covenanted to comply with all
such requirements. Bond counsel will express no opinion regarding other federal tax
consequences arising with respect to the bonds.
The County has NOT designated the bonds as "qualified tax-exempt obligations" for
purposes of Section 265(b)(3) of the Code.
The successful bidder will be required, as a condition of delivery of the bonds, to certify
the "issue price" of the bonds within the meaning of Section 1273 of the Code. In addition, if the
successful bidder will obtain a municipal bond insurance policy or other credit enhancement for
the bonds in connection with their original issuance, the successful bidder will be required, as a
condition of delivery of the bonds, to certify that the premium therefor will be less than the
present value of the interest expected to be saved as a result of such insurance or other credit
enhancement. The form of an acceptable certificate will be provided by bond counsel.
In addition, the approving opinion of bond counsel will include an opinion to the effect
that under existing law, the bonds and the interest thereon are exempt from all taxation in the
State of Michigan except estate taxes and taxes on gains realized from the sale, payment or other
disposition thereof.
CUSIP: CUSIP numbers will be imprinted on all bonds of this issue at the issuer's expense.
Neither the failure to print numbers nor an improperly printed number shall constitute cause for
the purchaser to refuse to accept delivery. The purchaser shall be responsible for requesting
assignment of numbers and for the payment of any charges for the assignment of numbers.
OFFICIAL STATEMENT: Neither the County nor its financial advisors, Bendzinski & Co., will
prepare an official statement for the bonds.
DELIVERY OF BONDS: The County will furnish bonds ready for execution at its expense.
Bonds will be delivered without expense to the purchaser at Detroit, Michigan. The usual
closing documents, including continuing disclosure certificates and a certificate that no litigation
is pending affecting the issuance of the bonds, will be delivered at the time of the delivery of the
bonds. If the bonds are not tendered for delivery by twelve o'clock noon, Eastern
Time, on the 45 th day following the date of sale, or the first business day thereafter if said 45 th
day is not a business day, the successful bidder on that day, or any time thereafter until delivery
of the bonds, may withdraw his proposal by serving notice of cancellation, in writing, on the
-4-
undersigned, in which event the County shall return the good faith deposit. Payment for the
bonds shall be made in Federal Reserve Funds. Accrued interest to the date of delivery of the
Bonds shall be paid by the purchaser at the time of delivery.
FINANCIAL CONSULTANT: Further information may be obtained from Bendzinski & Co.,
Municipal Finance Advisors, One Kennedy Square, 719 Griswold, Suite 2130, Detroit, Michigan
48226-3333. Telephone: (313) 961-8222; Fax: (313) 961-8220
THE RIGHT IS RESERVED TO REJECT ANY OR ALL BIDS.
ENVELOPES containing the bids should be marked plainly "Proposal for Bonds."
George W. Kuhn
Oakland Drain Commissioner
County Agency
DETROIT 9007-312 413078
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DESIGNED BY:
DRAWN BY:
KW, AMG
GEORGE W. KUHN
OAKAND COUNTY DRAIN COMMISSIONER
ONE PUBLIC WORKS DRIVE, WATERFORD, MICHIGAN
48328-1907
DATE:
2-3-98
SHEET NO.
1 OF 1
FISCAL NOTE (Misc. #99085) April 15, 1999
BY: Finance Committee, Sue Ann Douglas, Chairperson
IN RE: DRAIN COMMISSIONER - VILLAGE OF MILFORD WATER SUPPLY SYSTEM BOND
RESOLUTION - SERIES 1999
To the Oakland County Board of Commissioners
Chairperson, Ladies and Gentlemen:
Pursuant to Rule XII-C of this Board, the Finance Committee has reviewed
the above-referenced resolution and finds:
1. The resolution authorizes the issuance of drain bonds with the
County pledging full faith and credit with the Village of Milford as
the primary obligor.
2. The principal amount of the bond issue is $400,000 at an interest
rate not to exceed 6% to be paid back within 20 years.
3. The additional bond issue of $400,000 is necessary to defray part of
the cost of the Village of Milford Water Supply System. This issue
is for the second phase of the Village of Milford Water Supply
improvements.
4. The sale of bonds for Phase I ($900,000) was approved by M.R. 97130.
5. The statutory limit for County debt is $4,305,683,429 (10% of 1998
State Equalized Value. As of 2/28/99, the outstanding debt is
$276,471,190.22 or approximately 0.6% of the S.E.V.
6. There is no County apportionment of the bond sale. The entire cost
to repay the Bond issue is the responsibility of the Village of
Milford, as the primary obligor.
FINANCE COMMITTEE
FINANCE COMMITTEE VOTE:
Motion carried unanimously on a roll call vote.
Resolution #99085 April 15, 1999
Moved by Palmer supported by Dingeldey the resolution be adopted.
AYES: McCulloch, McPherson, Melton, Millard, Moffitt, Obrecht, Palmer,
Patterson, Schmid, Sever, Suarez, Taub, Amos, Appel, Causey-Mitchell, Colasanti,
Coleman, Devine, Dingeldey, Douglas, Galloway, Garfield, Gregory, Jensen,
Law. (25)
NAYS: None. (0)
A sufficient majority having voted therefor, the resolution was adopted.
STATE OF MICHIGAN)
COUNTY OF OAKLAND)
I, G. William Caddell, 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 April 15, 1999 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 15t11,day 0 April, 1999.
G. Wrniam Caddell, County Clerk