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HomeMy WebLinkAboutOrdinance 4484 ORDINANCE NO.4484 AN ORDINANCE AUTHORIZING THE EXECUTION AND DELIVERY OF A MASTER EQUIPMENT LEASE/PURCHASE AGREEMENT HAVING A NOMINAL PRINCIPAL AMOUNT OF NOT TO EXCEED $5,000,000 FOR THE PURPOSE OF FINANCING THE COST OF ACQUIRING CERTAIN SOLID WASTE VEHICLES, CARTS AND OTHER EQUIPMENT; AND PRESCRIBING OTHER MATTERS RELATING THERETO WHEREAS, the City Council of the City of Fayetteville, Arkansas (the "City") has determined that there is a great need for a mechanism to finance the costs of acquisition of certain solid waste vehicles, carts and related equipment to benefit the residents of the City (the "Improvements"); and WHEREAS, the City is authorized and empowered under the provisions of the Constitution and laws of the State of Arkansas, including particularly Amendment 65 to the Constitution of the State of Arkansas ("Amendment 65") and the Local Government Capital Improvement Revenue Bond Act of 1985, codified as Arkansas Code Annotated ( 1998 Repl .) Sections 14- 164-401 et seq. (as from time to time amended, the "Act"), to enter into certain short-term lease/purchase arrangements to finance the costs of various capital improvements such as those comprising the Improvements, which lease obligations shall constitute special obligations of the City under Amendment 65 and the Act; and WHEREAS, the City has made arrangements for the entry into a Master Equipment Lease/Purchase Agreement (the "Lease/Purchase Agreement') with Banc of America Leasing & Capital, LLC, a Delaware limited liability company (the "Lessor"), in substantially the form presented to and before this meeting; NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF FAYETTEVILLE, ARKANSAS THAT: Section 1 . Under the authority of the Constitution and laws of the State of Arkansas, including particularly Amendment 65 and the Act, and in order to finance the acquisition of the Improvements, the Mayor is hereby authorized and directed to execute the Lease/Purchase Agreement, and the City Clerk is hereby authorized and directed to execute the Lease/Purchase Agreement and to affix the seal of the City thereto, and the Mayor and the City Clerk are hereby authorized and directed to cause the Lease/Purchase Agreement to be executed by the Lessor. The Lease/Purchase Agreement is hereby approved in substantially the form submitted to this meeting. The Mayor is hereby authorized to confer with the Lessor and Kutak Rock LLP, Bond Counsel, in order to complete the Lease/Purchase Agreement in substantially the form submitted to this meeting, with such changes as shall be approved by such persons executing the Lease/Purchase Agreement, their execution to constitute conclusive evidence of such approval. (Advice is given that a copy of the Lease/Purchase Agreement in substantially the form authorized to be executed is on file with the City Clerk and is available for inspection by any interested person.) Section 2. The nominal principal amount of the Lease/Purchase Agreement may not exceed $5,000,000 in the aggregate and the effective interest rate relating to the City's obligations under the Lease/Purchase Agreement shall not exceed the maximum rate prescribed by Arkansas law, including Amendment 65. Section 3. It is affirmed that, pursuant to Amendment 65 and the Act, the payment obligations of the City under the Lease/Purchase Agreement shall not constitute general obligations of the City, but shall be special obligations, secured by and payable from the receipts of the City' s solid waste fees and charges. The payment obligations shall additionally be secured by a security interest in the Improvements as provided in the Lease/Purchase Agreement. Section 4. The Mayor and City Clerk, for and on behalf of the City, are hereby authorized and directed to do any and all things necessary to effect the execution and delivery of the Lease/Purchase Agreement, and to perform all of the obligations of the City under and pursuant thereto. The Mayor and the City Clerk are further authorized and directed, for and on behalf of the City, to execute all papers, documents, certificates and other instruments that may be required for the carrying out of such authority or to evidence the exercise thereof. Section 5. The provisions of this Ordinance are hereby declared to be severable, and if any section, phrase or provision shall for any reason be declared to be illegal or invalid, such declaration shall not affect the validity of the remainder of the sections, phrases or provisions of this Ordinance. Section 6. All ordinances, resolutions and parts thereof in conflict herewith are hereby repealed to the extent of such conflict. PASSED and APPROVED this the 61h day of May, 2003. APPROV D: DAN COODY, Mayor ATTEST__: Kd& AA�� SONDRA SMITH, City Clerk b • 2 NAME OF FILE: Ord. No. 4484 CROSS REFERENCE: Item # Date Document t 05/06/03 10rd. No. 4484 2 03/22/03 Staff Review Form w/attachments: draft ordinance memo to mayor/city council Summary of Terms and Conditions Appendix A Appendix B Amortization Schedule: Fire Trucks 3 05/24/03 Affidavit of Publication NOTES: NORTI*VEST ARKANSA4 EDITION A* SaS Dem®c (0azew AFFIDAVIT OF PUBLICATION I , Z do solemnly swear that I am Leg I Clerk of the Arkansas Democrat-Gazette newspaper, printed and published in Lowell , Arkansas, and that from my own personal knowledge and reference to the files of said publication , the advertisement of: P was inserted in the regular editions on s5 c ** Publication Charge : $ Subscribed and sworn to before me this day of 2003. No ary Publi ��al puEN My Commission Expi es: mmHNo ta' , ItAG � t 11A520 `* Please do not pay from An invoice will be sent. RECEIVED MAY 2 8 2003 CITY OF FAYMEVILLE CITY CLERK'S OFFICE 212 NORTH EAST AVENUE • P.O. BOX 1607 FAYETTENAI I E, ARKANSAS 72702 • (501 ) 442-1700 r ORDINANCE NO. 4484 _ AN ORDINANCE AUTHORIZING THE EXECUTION AND DELIVERY OF A MASTER EQUIPMENT LEASE/PURCHASE AGREEMENT HAVING A NOMINAL PRINCIPAL AMOUNT OF NOT TO EXCEED $5,000,000 FOR THE PURPOSE Of FINANCING THE COST OF ACQUIRING CERTAIN SOLID �J/ WASTE VEHICLES, CARTS AND OTHER EQUIPMENT; AND � .V, FayBH 119 PRESCRIBING OTHER MATTERS RELATING THERETO. WIIERFAS, the City Council of aro City of FWattevll9, Arkansas ghe 'Gty) has dotermNad that there Is a great need fa a mechanism to finance me wets of abc dsltbn of certain slid waste vehidas, came and related equipment to benefit the residents of the City (the -ImprovemantS�: and WHEREAS, Ina Gty is authorized and empayssed under Ina Provisions of the Ca fiession and laws of the state of Arkansas, Indudkig perticularN ArtondmeM 65 to the CanstaW03 of the State of Arkorvsav ( Nrendment 65, and the Local GvrernmaM Capast Impro+amait Revenue Bond Act of 1985. coddled as Arkansas Code Annotated (1998 Repl.) Sectkim 14-1134-401 at seq. (as from Into to Ifire costs oamended,various capital ItR1P�tnW&n011b tch as thosB pd5hg Lha nnplU'emBnl3`o &UVKm the whC11 IBBs9 obligations shall corssfitute special obligations of the City under Amendmem 65 and fine Act: and WHEREAS, the City has made armagemants,for the entry Into a Master Equipment LeaserPumhase m It Agreeinene 'L.eawAudnase Af rsementj with Banc of America Leasing 8 Capital, LLC, a Delaware frame lbbpaty comparry (tis -Lesson, In substanualy the forth presented to and before INS meeting: NOW, THEREFORE, BE IT ORDAINED BY THE CIN COUNCIL OF THE Cf OF FAYETTEMLLE, ARKANSAS THAT: ' Section 1. Under Ne authority of the Constitution and laws of the State Of Adrersses, including partlwlarty Amendment 65 and the Act, and in order to finance Ina acquisition of the Improvamerts, the Mayor is hereby avoartzed and directed to execute the Losse/Purchase Agreement, and the City Clerk is hereby aulhonzed 6rd directed to execute the Lease/R+chase Agreement and to alfa Ne seal of the City lterete, and the Mayor and the City Gerk are hereby authorized and directed to cause the LeasrlPlndfilse Agraern int to be axeated M the Lessen. The Lease/Purchase Agreement is hereby 'approved in substantially the Icon subrrstted to this ineeang. The Mayor Is hereby authorized to confer ,with are Lessor and Kutak Rock LLP, Bond Counsel, n ardor to complete the Leese/Purahaso Agreement in subslantaly the loam submlhed to this meeting, vviN such changes as sw be approved by such persons "pouting the LeamoPurchase Agreement, tto'v execution to consllule wnduslve evidence of such approval. (Advica is given that a dopy of the Leesa/Purchese Agreement in substantially one form authorized to be geculed Is w file wN the Gly Clerk and Is avatlable for fiv peeliw by any Interested person.) SechaN2.The nonvnal pnndPal mount of the Lease/Purcnase Agreement may not exceed $5.000.000 la tho ing to ft Cry's obligaecins under the LeasaPurdtaxe Agr�nantt sneu not xexeaed the maxi nun e and the offec" Interest rate re e prescribed by Arkansas law, MCkid'vg Aarendment 135. Section 3.It Is affirmed Nat, Pursuant to Amendment 85 and the Act, the payment obligations; of No Cay under one Leasa/Pumhase Agreement shall not consfitute general obligations of the City, but shall be special cbllgations, secured by and payable horn Ina moopts of the Cly§ solid vasty lees and .doges. The payment cbllgatlws shell addloonsly be secured by a security Interest In the -Improvements as provided N the LeasaPurd,_ ^ Agreement. SecbOn 4.The Mayor and Gy Clerk. for" w behalf of the Gy. are hereby authorized end dareciel to de any sad aA "ngs necessary to eaeot tha exec tion and delivery of the LeaswPuwasa Agmamenl cod to perfoam as of tte obfgatWo of the Cay under and pursuant aorato. The Maya and Na Cay Clerk are furaor auNwzed and directed, b and on banal of the Cay, to smoule al papers, dowments, certificates and other instruments that may be required fa the carrying cul of saw authority or to evidence lila exemise thereof, Section 5.The provisions of this Ordinance are hereby declared to be severable, and if any section, please or provision shop for any reason be declared to be illegal a invalid, such declaration shall not affect the vaudaly of the renwXm. of the sedlorsl phases a providons of NIs Ordinance. Section 6.ArI atlinsnces, resolutions and pans thereof h eoaW herewith are hereby repealed to the indent of such wnflcl. PASSED just APPROVED this Ns 6th day of May, 2003. APPROVED: By: DAN COODY, Maya ATFc.ST: SORA SMITH, City aerk STAFF REVIEW FORM XX AGENDA REQUEST • Residential Solid Waste V CONTRACT REVIEW - Lease Agreement GRANT REVIEW Amendment 65 f hGoa3 �\ For the Fayetteville City Council Meeting of : FROM : Stephen Davis Finance & Internal Services Div. Finance & Internal Services Name Division Department ACTION REQUIRED : Approval of a master lease agreement with Banc of America Leasing & Capital, LLC. The leasing agreement provide the opportunity for the City, to utilize Amendment 65 to fund the acquisition of enc" 'authorizing the Cit to execute the necessary residential solid waste collecti s. An Or-dinAnGe�"� g Y agreements with Banc of America Leasing & Capital, LLC for the City to participate in a Lease-To-Own lease agreement for the residential solid_waste collection vehicles. COST TO CITY : No Cost At .This Time $ Cost of this request Program Category. / Project Name $ Account Number Funds Used to Date Program / Project Category Name Project Number Remaining Balance Fund Name BuDG� REVIEW : �V/,q Budgeted Item Budget Adjustment Attached Budget Manager Date CO N TRACT/GRANT/LEASE REVIEW : Accounting Ma ger Date Internal ditor Date wwos Date Purchasing Manager City Attorne 9 Date STAFF RECOMMENDATION: Staff recommends approval Of the lease agreements. )�,Y� Cross Reference . Division Head Date New Item : Yes No /J14- Department Director Date Previous Ord/Res# : Z,/—,/'13 A 46 `,/—/03 Orig . Contract Date Fina cn e & internal Services Dir . Date Orig . Contract Number 7 � Chiefinistrative Officer Date 71 Mayor LT- 7� D�te • Staff Review Form - Page 2 • Description Meeting Date, Comments : Reference Comments : Budget Manager Accounting Manager ('on ( 11Zlr,wOo ugakA Le 09 a_ Purchasing Manager ADA . Coordinator Internal Auditor Grants Coordinator ORDINANCE NO. AN ORDINANCE AUTHORIZING THE EXECUTION AND DELIVERY OF A MASTER EQUIPMENT LEASE/PURCHASE AGREEMENT HAVING A NOMINAL PRINCIPAL AMOUNT OF NOT TO EXCEED $5,000,000 FOR THE PURPOSE OF FINANCING THE COST OF ACQUIRING CERTAIN SOLID WASTE VEHICLES, CARTS AND OTHER EQUIPMENT; AND PRESCRIBING OTHER MATTERS RELATING THERETO WHEREAS, the City Council of the City of Fayetteville, Arkansas (the "City") has determined that there is a great need for a mechanism to finance the costs of acquisition of certain solid waste vehicles, carts and related equipment to benefit the residents of the City (the "Improvements"); and WHEREAS, the City is authorized and empowered under the provisions of the Constitution and laws of the State of Arkansas, including particularly Amendment 65 to the Constitution of the State of Arkansas ("Amendment 65") and the Local Government Capital Improvement Revenue Bond Act of 1985, codified as Arkansas Code Annotated ( 1998 Repl.) Sections 14- 164-401 et seg. (as from time to time amended, the "Act'), to enter into certain short-term lease/purchase arrangements to finance the costs of various capital improvements such as those comprising the Improvements, which lease obligations shall constitute special obligations of the City under Amendment 65 and the Act; and WHEREAS, the City has made arrangements for the entry into a Master Equipment Lease/Purchase Agreement (the "Lease/Purchase Agreement') with Banc of America Leasing & Capital, LLC, a Delaware limited liability company (the "Lessor"), in substantially the form presented to and before this meeting; NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF FAYETTEVILLE, ARKANSAS THAT: Section 1 . Under the authority of the Constitution and laws of the State of Arkansas, including particularly Amendment 65 and the Act, and in order to finance the acquisition of the Improvements, the Mayor is hereby authorized and directed to execute the Lease/Purchase Agreement, and the City Clerk is hereby authorized and directed to execute the Lease/Purchase Agreement and to affix the seal of the City thereto, and the Mayor and the City Clerk are hereby authorized and directed to cause the Lease/Purchase Agreement to be executed by the Lessor. The Lease/Purchase Agreement is hereby approved in substantially the form submitted to this meeting. The Mayor is hereby authorized to confer with the Lessor and Kutak Rock LLP, Bond Counsel, in order to complete the Lease/Purchase Agreement in substantially the form submitted to this meeting, with such changes as shall be approved by such persons executing the Lease/Purchase Agreement, their execution to constitute conclusive evidence of such approval. (Advice is given that a copy of the Lease/Purchase Agreement in substantially the form authorized to be executed is on file with the City Clerk and is available for inspection by any interested person.) 0 0 Section 2. The nominal principal amount of the Lease/Purchase Agreement may not exceed $5,000,000 in the aggregate and the effective interest rate relating to the City' s obligations under the Lease/Purchase Agreement shall not exceed the maximum rate prescribed by Arkansas law, including Amendment 65. Section 3. It is affirmed that, pursuant to Amendment 65 and the Act, the payment obligations of the City under the Lease/Purchase Agreement 'shall not constitute general obligations of the City, but shall be special obligations, secured by and payable from the receipts of the City's solid waste fees and charges. The payment obligations shall additionally be secured by a security interest in the Improvements as provided in the Lease/Purchase Agreement. Section 4. The Mayor and City Clerk, for and on behalf of the City, are hereby authorized and directed to do any and all things necessary to effect the execution and delivery of the Lease/Purchase Agreement, and to perform all of the obligations of the City under and pursuant thereto. The Mayor and the City Clerk are further authorized and directed, for and on behalf of the City, to execute all papers, documents, certificates and other instruments that may be required for the carrying out of such authority or to evidence the exercise thereof. Section 5. The provisions of this Ordinance are hereby declared to be severable, and if any section, phrase or provision shall for any reason be declared to be illegal or invalid, such declaration shall not affect the validity of the remainder of the sections, phrases or provisions of this Ordinance. Section 6. All ordinances, resolutions and parts thereof in conflict herewith are hereby repealed to the extent of such conflict. PASSED and APPROVED this the 6`h day of May, 2003. APPROVED: AFS DAN C ODY, Mayor ATTEST: SONDRA SMITH, City Clerk 2 FAYETTETILLE THE CITY OF FAYETTEYILLE, ARKANSAS DEPARTMENTAL CORRESPONDENCE TO: Fayetteville City Council THROUGH: Dan Coody, Mayor Hugh Earnest, Chief Administrative Officer / FROM: Stephen Davis, Finance & Internal Services Directory 1 DATE: March 27, 2003 vv SUBJECT: Debt Management Program: Leasing Services Background City Council approved a Debt Management Policy (Policy) on November 5, 2002. The Debt Management Committee met after approval of the Policy and determined the City needed to seek statement of qualifications for bond counsel services and to seek requests for proposals for bond underwriter services and for leasing services. A professional selection committee was formed to: 1) provide oversight of the drafting of the request for qualifications for bond counsel services and the request for proposals for the bond underwriter services and leasing services; 2) review the responses to the request for qualification/proposals; conduct interviews of the selected respondents; and, 3) recommend service providers for leasing services and bond underwriter services. Current Status In mid-January 2003, the Professional Selection Committee (Committee) met, reviewed and approved the request for qualifications for bond counsel services and request for proposals for bond underwriter and leasing services. The Committee reviewed the responses, developed a short list to interview for each service to be provided and selected the firm or firms to provide the service. The firms selected to provide services under this set of request for qualifications and request for proposals are as follows: Bond Counsel Services - Gordon Wilboum of Kutak Rock LLP; Leasing Services - Banc of America Leasing & Capital, LLC, and, Bond Underwriter Services — (two firms were selected to provide bond underwriter services): Stephens, Inc and Crews & Associates. City Council, on March 18 and April 1 , approved a Resolution of Intent to Reimburse and approved a bond counsel agreement with Kutak Rock. Staff has negotiated two master lease agreements with Banc of America Leasing & Capital, LLC. These master lease agreements provide a funding mechanism to leverage current and future City funds in acquiring solid waste residential collection vehicles and fire apparatus vehicles. KASteve Davis\Debt Financing\Leasing Services BOA_ 2003 Council Memo.doc • There are two lease agreements submitted for approval because of the differences in revenues pledged to fund the lease payments. The revenue stream pledged for the solid waste vehicles is the solid waste fees collected and the debt is authorized under Amendment 65 of the Arkansas Constitution. The revenue stream pledged for the fire apparatus vehicles is the general revenues of the City and is authorized under Amendment 78 of the Arkansas Constitution. The payment terms under each of the lease agreements would be for a period of no more than sixty (60) months at a fixed interest cost of 2.89%. /bj- 6� -erccceJ Recommendation Staff recommends City Council approval of the two master lease agreements with Banc of America Leasing & Capital, LLC. KASteve Davis\Debt Financing\Leasing Services BOA_ 2003 Council Memo.doc SUMMARY OF TERMS AND CONDITIONS Date: December 3, 2002 Lessee: City of Fayetteville, Arkansas Lessor: Banc of America Leasing & Capital, LLC or its designee ("Lessor") Equipment: Various essential use equipment including, but not limited to, sanitation vehicles and receptacles, fire emergency response vehicles, specialized constructionequipment such as paving machines, track hoes, and excavators (individually "Unit" and collectively "Equipment"). Maximum Purchase Price: The lower of $5,000,000 and the fair market value of the Equipment, which may with Lessor's prior consent include soft costs such as freight, installation and taxes paid up-front by Lessor not exceeding 20% of the Maximum Purchase Price. The Purchase Price for used Equipment may be subject to verification by an independent third party appraiser. Lease Structure: A lease intended as security transaction; under which all tax benefits will retrain with Lessee. The lease will be a net financial lease, and all expenses, including (but not limited to) insurance, maintenance, and taxes, will be for the account of Lessee. Term: Lease Commencement Date: No later than February 14, 2003 Lease Term: 36, 48, or 60 months from funding. Interim Rental Term: The Interim Rental Tetra will be equal to the number of days from acceptance of the Equipment to the Lease Commencement Date. Rent will be charged at the daily equivalent of the Tax Exempt Interest Rate. Tax Exempt Interest Rate: Fixed Rate Options Option A: 3-Year Fixed Rate: 2.53% Option B: 4-Year Fixed Rate: 2.76% Option C: 5-Year Fixed Rate: 2.89% The above rates will be held for 30 days from the date of this proposal. Subsequent to that date and subject to the economic yield maintenance requirements below, the Tax Exempt Interest Rate will be fixed at funding at an interest rate equal to the following equation: 3-Year, Term: 3-Year H. 15 Constant Maturity x .65 + 85.3 basis points (bps) - 4-Year Tem: 5-Year H. 15 Constant Maturity x .65 + 58.9 bps 5-Year Tem: 5-Year H. 15 Constant Maturity x .65 + 71 .9 bps City of Fayetteville Page 12 of 15