035 of 2011 - authorizing the issuance and confirming the sale of not more than $10,000,000 aggregate principal am R
RESOLUTION No. 35 or, 2011
A Resolution authorizing the issuance and confirming the sale of
$8,000,000 Salt Lake City, Utah Water and Sewer Revenue Bonds,
Series 2011, for the purpose of financing certain improvements to
the City's water, sewer and stormwater system; authorizing the
execution and delivery of a Sixth Supplemental Trust Indenture to
secure said Bonds; accepting a Commitment Letter submitted by
JPMorgan Chase Bank, N.A.; authorizing the taking of all other
actions necessary for the consummation of the transactions
contemplated by this resolution; and related matters.
WHEREAS,Salt Lake City, Utah (the "City"), is a duly organized and existing city of the
first class,operating under the general laws of the State of Utah;
WHEREAS, the City considers it necessary and desirable and for the benefit of the City
and the users of the City's water,sewer and storm water system (the "System") to issue its water
and sewer revenue bonds as hereinafter provided for the purpose of (a) financing the costs
associated with the acquisition, improvement or extension of improvements, facilities and
property that will be a part of the System and will consist primarily of the construction of a new
stormwater line on Folsom Avenue and making other improvements to the System (collectively,
the "Project"); (b)funding any necessary reserves in connection with the Series 2011 Bonds (as
defined below); and (c) paying all related costs authorized by Iaw pursuant to authority contained
in the Local Government Bonding Act, Chapter 14 of Title 11 (the "Act"), of the Utah Code
Annotated 1953, as amended (the "Utah Code"), and other applicable provisions of Iaw;
WHEREAS,for the purposes set forth above,the City has determined (a) to issue its Water
and Sewer Revenue Bonds, Series 2011, in the aggregate principal amount of $8,000,000 (the
"Series 2011 Bonds"), pursuant to a Master Trust Indenture, dated as of January 1, 2004, as
amended and supplemented to the date hereof (the "Master Indenture"), and a Sixth
Supplemental Trust Indenture, dated as of October 1, 2011 (the "Sixth Supplemental
Indenture"), each between the City and U.S. Bank National Association, as trustee (the
"Trustee") (the Master Indenture and Sixth Supplemental Indenture are sometimes collectively
referred to hereinafter as the "Indenture") and (b) to cause the proceeds of the sale of the Series
2011 Bonds to be applied in accordance with the Indenture;
WHEREAS, the City is authorized by the Utah Code to acquire, construct, extend and
improve the Project; to enter into the Sixth Supplemental Indenture and to issue the Series 2011
Bonds,to finance all or a portion of the costs of the Project, to fund any necessary reserves and
to pay all related costs authorized by law;
WHEREAS, the City has made arrangements for the purchase of the Series 2011 Bonds
and the financing of the Project at favorable interest rates;
3053643.01.05.doc
8704025/RDB/mo Bond Resolution
WHEREAS, the City Council of the City adopted a resolution on September 6, 2011 (the
"Parameters Resolution"), approving the issuance of the Series 2011 Bonds, calling for the
publication of a "Notice of Bonds to be Issued" and setting certain parameters for the Series
2011 Bonds;
WHEREAS,the Notice of Bonds to be Issued was (a) published pursuant to the Parameters
Resolution on September 11, 2011, in The Salt Lake Tribune and the Deseret News, newspapers
having general circulation in the City and (b) posted on the website created pursuant to Section
45-1-101 of the Utah Code;
WHEREAS, no action contesting the legality of the Series 2011 Bonds has been filed as
permitted by Section 11-14-316 of the Act; and
WHEREAS,in satisfaction of the requirements to Section 11-14-318 of the Utah Code,the
City, on Tuesday, September 27,2011, held a public hearing after due notice thereof to receive
input from the public with respect to the issuance of the Series 2011 Bonds and the potential
economic impact that the Project will have on the private sector;
NOW,THEREFORE,BE IT RESOLVED BY THE CITY COUNCIL OF SALT LAKE CITY,UTAH,
As FOLLOWS:
Section I. Issuance of Bonds. (a) For the purposes set forth above, there is hereby
authorized and directed the execution, issuance,sale and delivery of the Series 2011 Bonds in the
aggregate principal amount of $8,000,000, The Series 2011 Bonds shall be dated as of the date
of delivery thereof, and shall mature on February 1,2027 and shall bear interest from the date of
delivery thereof, payable on February 1 and August I in each year, commencing February 1,
2011,at the interest rate per annum of 2.37%.
(b) The Series 2011 Bonds shall be in authorized denominations, executed and payable
all as provided in the Indenture. The Series 2011 Bonds shall be subject to redemption prior to
maturity as provided in the Indenture.
(c) The form of the Series 2011 Bonds set forth in the Sixth Supplemental Indenture,
subject to appropriate insertion and revision in order to comply with the provisions of the
Indenture, is hereby approved.
(d) The Series 2011 Bonds shall be special obligations of the City, payable from and
secured by a pledge and assignment of the Revenues (as defined in the Indenture) received by the
City and of certain other moneys held under the Indenture. The Series 2011 Bonds shall not be
obligations of the State of Utah (the "State") or any other political subdivision thereof, other
than the City, and neither the faith and credit nor the taxing or appropriation power of the State
or any political subdivision thereof, including the City, is pledged to the payment of the Series
2011 Bonds. The Series 2011 Bonds shall not constitute general obligations of the City or any
other entity or body,municipal,state or otherwise.
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Section 2. Approval and Execution of the Sixth Supplemental Indenture. The Sixth
Supplemental Indenture, in substantially the form attached hereto as Exhibit A, is hereby
authorized and approved, and the Mayor or the Deputy Mayor is hereby authorized, empowered
and directed to execute and deliver the Sixth Supplemental Indenture on behalf of the City, and
the City Recorder or any Deputy City Recorder is hereby authorized, empowered and directed to
affix the seal of the City,to attest such seal and to countersign the Sixth Supplemental Indenture,
with such changes to the Sixth Supplemental Indenture from the form attached hereto as are
approved by the Mayor or the Deputy Mayor, his execution thereof to constitute conclusive
evidence of such approval. The provisions of the Sixth Supplemental Indenture,as executed and
delivered, are hereby incorporated in and made a part of this resolution. The Master Indenture
and the Sixth Supplemental Indenture shall constitute a "system of registration" for all purposes
of the Registered Public Obligations Act of Utah.
Section 3. Sale of the Series 2011 Bonds; Commitment Letter. The Series 2011 Bonds
authorized to be issued herein are hereby sold and delivered to JPMorgan Chase Bank, N.A., as
purchaser (the "Purchaser"), upon the terms and conditions set forth in the Commitment Letter
attached hereto as Exhibit B. The Mayor or the Deputy Mayor is hereby authorized, empowered
and directed to execute and deliver the Commitment Letter on behalf of the City.
Section 4. Other Certificates and Documents Required to Evidence Compliance with
Federal Tax and Securities Laws. Each of the Mayor, the Deputy Mayor, the City Recorder or
any Deputy City Recorder, the City Treasurer and the Director of Public Utilities of the City is
hereby authorized and directed to execute such other certificates and documents as are required
to evidence compliance with the federal laws relating to the status of interest on the Series 2011
Bonds and such other certificates and documents,if any,as shall be necessary to comply with the
requirements of Rule 15c-2-12 of the Securities and Exchanges Commission and other applicable
federal securities laws.
Section S. Other Actions With Respect to the Series 2011 Bonds. The officers and
employees of the City shall take all action necessary or reasonably required to carry out, give
effect to, and consummate the transactions contemplated hereby and shall take all action
necessary in conformity with the Act to carry out the issuance of the Series 2011 Bonds and the
financing of the Project, including, without limitation, the execution and delivery of any closing
and other documents required to be delivered in connection with the sale and delivery of the
Series 2011 Bonds and the financing of the Project. If (a) the Mayor or (b) the City Recorder
shall be unavailable to execute or attest and countersign, respectively, the Series 2011 Bonds or
the other documents that they are hereby authorized to execute, attest and countersign the same
may be executed, or attested and countersigned, respectively, (i) by the Deputy Mayor or Acting
Mayor or(ii) by any Deputy City Recorder. Without limiting the generality of the foregoing,the
officers and employees of the City are authorized and directed to take such action as shall be
necessary and appropriate to issue the Series 2011 Bonds.
Section 6. Prior Acts Ratified, Approved and Confirmed. All acts of the officers and
employees of the City in connection with the issuance of the Series 2011 Bonds are hereby
ratified,approved and confirmed.
- 3 - Bond Resolution
Section 7. Resolution Irrepealable. Following the execution and delivery of the Sixth
Supplemental Indenture, this resolution shall be and remain irrepealable until the Series 2011
Bonds and the interest thereon shall have been fully paid,cancelled,and discharged.
Section 8. Severability. If any section, paragraph, clause, or provision of this
resolution shall for any reason be held to be invalid or unenforceable, the invalidity or
unenforceability of such section, paragraph, clause, or provision shall not affect any of the
remaining provisions of this resolution.
Section 9. Effective Date. This resolution shall be effective immediately upon its
approval and adoption.
(Signature page follows.)
-4 - Bond Resolution
ADOPTED AND APPROVED by the City Council and the Mayor, as applicable of Salt Lake
City, Utah,this 27th day of September,2011.
SALT LAKE CITY,UTAH
y
Chair
Salt Lake City Council
ATTEST:
I '
By
Deputy City Recorder
[SEAL)..
APPROVED:
!tom
By
Mayor
APPROVED AS TO FORM:
By "1
Senior City Attorney
-5 - Bond Resolution
EXHIBIT A
[ATTACH FORM OF SIXTH SUPPLEMENTAL TRUST INDENTURE]
A-1 Bond Resolution
EXHIBIT B
[ATTACH COPY OF COMMITMENT LETTER]
B-1 Bond Resolution
(Other business not pertinent to the above appears in the minutes of the meeting.)
Upon the conclusion of all business and upon motion duly made and carried, the meeting
of the City Council was adjourned.
SALT LAKE CITY,UTAH
v �
Chair,City Council
tA
r d
Deputy City order
-6 - Bond Resolution Minutes
STATE OF UTAH )
COUNTY OF SALT LAKE )
I, Beverly Jones, a duly qualified and acting Deputy City Recorder of Salt Lake City,
Utah (the "City"), do hereby certify, according to the records of said City in my official
possession, that the foregoing is a full, true and correct copy of the extracts of minutes of a
regular public meeting of the City Council of the City (the "City Council") held on September
27, 2011, including a resolution adopted at the meeting, as recorded in the regular official book
of minutes of the proceedings of the City Council kept in my office,that all members were given
due, legal and timely notice of said meeting, that the meeting therein shown was in all respects
called, held and conducted in accordance with law and in full conformity therewith, and that the
persons therein named were present at the meeting,as therein shown.
IN WITNESS WHEREOF, I have hereunto subscribed my official signature and impressed
hereon the official seal of Salt Lake City,Utah,this 27th day of September,2011.
1L21)ft ID D�A n 1,�,
Deputy Cityj order
�_B C'Z Salt Lake Ci ,Utah
J.
-7 - Bond Resolution Minutes
Salt Lake City,Utah
September 27,2011
The City Council (the "City Council") of Salt Lake City, Utah (the "City"), met in
regular public session on September 27,2011,at the regular meeting place of the City Council in
the Council Chambers, Room 315 in the City and County Building, 451 South State Street, in
Salt Lake City,Utah, at 7:00 p.m.,due, legal and timely notice of the meeting having been given
to all members as required by law.
The meeting was duly called to order by Luke Garrott, who was conducting the meeting,
with the following members of the City Council being present, constituting a quorum of the City
Council:
Jill Remington Love Council Chair
Stan Penfold Council Vice Chair
Carlton J. Christensen Councilmember
Luke Garrott Councilmember
JT Martin Councilmember
Soren Simonsen Councilmember
Van Blair Turner Councilmember
Absent:
There were also present:
Ralph Becker Mayor
Edwin P. Rutan II City Attorney
Beverly Jones Deputy City Recorder.
3076920.01.0l.doe
8704025/RDB/mo Bond Resolution Minutes
The Deputy City Recorder presented to the City Council an affidavit evidencing the
giving of not less than twenty-four (24) hours' public notice of the agenda, date, time, and place
of the September 27, 2011 regular meeting of the City Council in compliance with the
requirements of Section 524-202, Utah Code Annotated 1953, as amended, by (1) posting
written notice of the meeting at the principal office of the City Council, (2) providing notice to at
least one newspaper of general circulation within the geographic jurisdiction of the City, or to a
local media correspondent and (3) posting written notice of the meeting on the Utah Public
Notice Website. The affidavit was ordered recorded in the minutes of the meeting and is as
follows:
- 2- Bond Resolution Minutes
STATE OF UTAH )
)
COUNTY OF SALT LAKE )
I, Beverly Jones, a duly qualified and acting Deputy City Recorder of Salt Lake City,
Utah (the "City"), do hereby certify, according to the records of the City in my official
possession, and upon my own knowledge and belief,that in accordance with the requirements of
Section 52-4-202,Utah Code Annotated 1953,as amended,I gave not less than twenty-four (24)
hours' public notice of the agenda, date, time, and place of the September 27, 2011 regular
public meeting held by the City Council of the City (the "City Council"),by:
(a) causing a Notice of Public Meeting to be posted at the principal office of
the City Council at Room 325, City and County Building,451 South State Street, in Salt
Lake City, Utah, on September 26, 2011, at least twenty-four (24) hours before the
convening of the meeting, in the form attached hereto as Exhibit A; said Notice of Public
Meeting having continuously remained so posted and available for public inspection
during regular office hours until the convening of the meeting;
(b) causing a copy of the Notice of Public Meeting in the form attached hereto
as Exhibit A to be provided on September 26,2011,at least twenty-four (24) hours before
the convening of the meeting, to The Salt Lake Tribune and the Deseret News,
newspapers of general circulation within the geographic jurisdiction of the City; and
(c) causing a Notice of Public Meeting to be posted on September 26, 2011,
on the Utah Public Notice Website, in the form attached hereto as Exhibit B, at least
twenty-four(24) hours before the convening of the meeting.
- 3 - Bond Resolution Minutes
IN WITNESS WHEREOF, T have hereunto subscribed my official signature and impressed
hereon the official seal of Salt Lake City, Utah,this 27th day of September,2011.
IC
Deputy City4Uh
Salt Lake Ci
'9--
au
-4- Bond Resolution Minutes
EXHIBIT A
[ATTACH COPY OF MEETING NOTICE]
A-1 Bond Resolution Minutes
EXHIBIT B
[ATTACH COPY OF NOTICE OF PUBLIC MEETING ON UTAH PUBLIC NOTICE WEBSITE]
B-1 Bond Resolution Minutes
Public Meeting Notice 9/27/11 12:24 PM
��.N, Y_ PUBLIC
11 .
wg
. — . ,, NOTICE
WEBSITE
Entity: Salt Lake City
Public Body: Salt Lake City Council
Subject: Public Meetings
Notice Title: Salt Lake City Council Formal Meeting
451 Suth State Street
Meeting Location: Room 315
Salt Lake City 84111
Notice Date & Time: September 27,2011
7:00 PM - 7:00 PM
Description/Agenda:
Salt Lake City Council
City & County Building
451 South State Street, Room 304
P.O. Box 145476
Salt Lake City, Utah 84114-5476
(801) 535-7600
FORMAL MEETING
B. OPENING CEREMONY: 7:00 p.m. in Room 315,
City & County Building, 451 South State St.
Council Member Luke Garrott will conduct the Formal
Council Meetings during the month of September.
1. Pledge of Allegiance.
2. The Council will approve the meeting
minutes of September 6, 2011 and September 20,
2011. ATTACHMENTS
C. PUBLIC HEARINGS:
1. Ordinance: Amendments to the City's Zoning
Regulations of Fences, Walls and Hedges, Petition
PLNPCM2010-0300
http://www.utah.gov/porn/sitemap/notice print/85881.html Page 1 of 5
Public Meeting Notice 9/27/11 12:24 PM
Staff Recommendation: Close and consider
options.
D. POTENTIAL ACTION ITEMS:
1. Ordinance: Budget Amendment No. 1, Fiscal Year
2011 2012
Consider adopting an ordinance amending Salt Lake
City Ordinance No. 50 of 2011 which adopted the
final budget of Salt Lake City, Utah, for the
Fiscal Year beginning July 1, 2011 and ending June
30, 2012 . ATTACHMENTS
(B 11-7)
Staff
Recommendation: Adopt,
E. COMMENTS:
1. Questions to the Mayor from the City Council.
2. Comments to the City Council. (Comments are
taken on any item not scheduled for a public
hearing, as well as on any other City business.
Comments are limited to two minutes. )
F. NEW BUSINESS:
1. Ordinance: North Temple Project Area Plan
The Council will consider adopting an ordinance
regarding the North Temple Project Area Plan for
the North Temple Project Area, as approved by the
Redevelopment Agency of Salt Lake City, and
designating the North Temple Project Area Plan as
the official Urban Renewal Plan for the North
Temple Project Area. ATTACHMENTS
(T 11-4)
Staff Recommendation: Suspend the rules
and adopt.
G. UNFINISHED BUSINESS:
1. Resolution: Public Utilities Bond, Series 2011,
Resolution Authorizing a Public Hearing for the
Purpose of Financing the Construction of Sewer Line
Improvements
Consider adopting a resolution authorizing the
issuance and confirming the sale of not more than
$10,000,000 aggregate principal amount of Water and
Sewer Revenue Bonds, Series 2011 of the City;
authorizing the execution and delivery of certain
documents relating to such bonds; and providing for
related matters. (Item C2) ATTACHMENTS
(Q 11-5)
http://wvvw.utah.gov/pmn/sitemap/noticeprint/85881.htmi Page 3 of 5
Public Meeting Notice 9127/11 12:24 PM
Approval:
Access agendas at
http://www.slcgov.com/council/agendas/default.htm. People
with disabilities may make requests for reasonable
accommodation no later than 48 hours in advance of council
meetings. We make every.effort to honor these requests, and
they should be made as early as possible. Accommodations
may include alternate formats, interpreters, and other auxiliary
aids. The City and County Building is an accessible facility.
Notice of Special For questions or additional information, please contact the City
Accommodations: Council Office at 535-7600,or TDD 535-6021. Assistive
listening devices are available on Channel I; upon four hours
advance notice. Please allow 72 hours advance notice for sign
language interpreters; large type and #2 Braille agendas. *Final
action may be taken and/or adopted concerning any item on
this agenda. After 5:00 p.m., please enter the City & County
Building through the east entrance. Accessible route is located
on the east side of the building. In accordance with State
Statute, City Ordinance and Council Policy,
Notice of Electronic or : One or more Council Members may be connected via
telephone participation: speakerphone
Other information:
Salt Lake City Council Office
Contact Information: 8015357600
council.comments@slcgov.com
Posted on: September 26,2011 11:34 AM
Last edited on: September 26,2011 11:34 AM
Printed from Utah's Public Notice Website (http:l/pmn.utah.gov/)
http://www.utah.gov/pmn/sitemap/noticeprint/85881.html Page 5 of 5
As required by Section 52-4-203, Utah Code Annotated 1953, as amended, written
minutes and a recording of this meeting were ]ceps.
Thereupon, the following resolution was introduced and after due consideration of the
resolution by the City Council, Councilmember Christensen made a motion to adopt the
resolution,and Councilmember Turner seconded the motion. On being put to a vote,
the motion was carried by the following vote:
AYE: Christensen
Turner
Penfold
Love
Garrott
Martin
Sorensen
NAY:
The resolution was subsequently presented to and approved and signed by the Mayor,
was approved as to form and signed by the Senior City Attorney, was signed by the Chair of the
City Council, and was attested and recorded by the Deputy City Recorder in the official records
of said City. The resolution is as follows:
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