HomeMy WebLinkAbout10-02 RESOLUTION• 1
RESOLUTION NO, 10-02
A RESOLUTION RATIFYING THE RESOLUTION OF THE
FAYETTEVILLE PUBLIC FACILITIES BOARD APPROVING
REFUNDING REVENUE BONDS (BUTTERFIELD TRAIL
VILLAGE PROJECT), SERIES 2002 IN A PRINCIPAL AMOUNT
OF NOT TO EXCEED $25,000,000; AND DECLARING AN
EMERGENCY
WHEREAS, The Fayetteville Public Facilities Board (the "Board"), is a public body politic
and corporate with the power of perpetual succession created by Ordinance Number 2485, as amended
(the "Ordinance") of the Board of Directors of the City of Fayetteville, Arkansas (the "City") under the
constitution and laws of the State of Arkansas (the "State"), including the Public Facilities Board Act as
codified at Arkansas Code annotated §14-137-101 et seq. (1987 & Supp. 1995), as amended (the "Act"); and
WHEREAS, the Board is authorized by the Act and the Ordinance to issue and sell its
revenue bonds and to use the proceeds thereof for the purpose of financing housing and health care
facilities in the City to secure payment of such revenue bonds as therein provided (including bond
insurance or letters of credit) and to issue refunding bonds, all in accordance with the provisions of the
Act and the Ordinance; and
WHEREAS, the Board has determined that the economic interest and public purpose of the
Board are served by issuing its Adjustable Rate Demand Refunding Revenue Bonds, Series 2002
(Butterfield Trail Village Project) (the "Bonds") in an aggregate principal amount of not to exceed
525,000,000 for the purpose of providing moneys to refund prior bonds, pay the costs of issuing the Bonds
and for other purposes related thereto: and
WHEREAS, the Bonds are not a debt of or pledge of the credit of either the City or the Board
and neither the City or the Board is obligated to pay debt service on the Bonds; and
WHEREAS, the Act provides that none of the powers granted to the Board under the
provisions of the Act shall be subject to the supervision or regulations or require the approval or consent
of the State or of any municipality or political subdivision of the State, except as provided in the
Ordinance; and
WHEREAS, pursuant to the provisions of the Ordinance, resolutions adopted by the Board
which authorize the approval of bonds for financing residential housing, health care and related facilities
for the elderly which are owned by non-profit corporations shall be ratified by the City; and
WHEREAS, the Board adopted a resolution on February 4, 2002 to approve the Bonds
subject to the ratification by the City and subsequent approval by the Board of final financing terms; and
• •
Res. 10-02
WHEREAS, such resolution adopted by the Board on February 4, 2002, authorized the
Chairman and Secretary to execute documents to effect the issuance of the Bonds; and
WHEREAS, the City, as an exercise of its ministerial powers should ratify the Board's
resolution in recognition that the City is not a part of the deliberative process of approval of the issuance
of the Bonds and provided further that the City should ratify the resolution adopted by the Board on
February 4, 2002, based upon a determination that the Board has solely and independently exercised its
powers and responsibilities in a manner which complies with the Ordinance; and
WHEREAS, the City Council finds that an emergency exists due to the fact that the bonds
in question must be refunded before March 1, 2002 in order to avoid default.
NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
FAYETTEVILLE, ARKANSAS
Section 1. Recognition of Board's Authority. The Board is authorized by the Act and
the Ordinance to approve the issuance of its not to exceed $25,000,000 Adjustable Rate Demand
Refunding Revenue Bonds, Series 2002 (Butterfield Trial Village Project) (the "Bonds") for the purpose of
providing moneys to refund prior bonds, pay the costs of issuing the Bonds and for other purposes
related thereto and shall comply with other provisions of the Act and the Ordinance. The bonds by statute
and intent of this city council are not a debt of or pledge of the credit of either the City or the Board and
neither the City or the Board is obligated to pay debt service on the Bonds whether or not said bonds have
been properly issued.
Section 2. Ratification of Board's Resolution. The provisions of the Board's resolution
approved February 4, 2002, a copy of which is filed with the Clerk of the City, are hereby ratified by the
City.
Section 3. Severability. If any provision of this Resolution shall be held or deemed to be
or shall, in fact, be illegal, inoperative or unenforceable, the same shall not affect any other provision or
provisions herein contained or render the sante invalid, inoperative or unenforceable to any extent
whatever.
Section 4. Repeal of Resolutions in Conflict. All resolutions and parts of resolutions in
conflict herewith are hereby repealed to the extent of such conflict.
Section 5. Emergency Clause. That the City Council having found that immediate
ratification is necessary in order to avoid default, hereby declares this resolution to be necessary to
preserve the public peace, health, safety and welfare, and because of such, an emergency is hereby
•
Res. 10-02
declared to exist and this resolution shall be in full force and effect from the date of its passage and
approval.
PASSED and APPROVED this the 5ih day of February, 2002.
APPROVED:
By
DAN COODY, Mayor
•
NAME OF FILE:
CROSS REFERENCE:
Resolution No. 10-02
•
02/05/02
Resolution No. 10-02
Copy of the Public Facilities Board Revenue Refunding Bonds, Series
2002 -Butterfield Trail Village Projcct
01/15/02
Memo to Mayor Coody and Fayetteville, City Council, from James N.
McCord, Counsel fro Fayetteville Public Facilities Board
01/15/01
Informational Packet regarding Butterfield Trail Village
02/12/02
Memo to Kit Williams, City Attomey, from Heather Woodruff, City
Clerk
NOTES:
•
NEW ISSUE - BOOK ENTRY ONLY
copy'
Rating: Standard & Pear's: AMA -1
(see "RATING" herein)
!n the opinion of Peck, Shaffer & Williams LLP, Bond Cowtsel, under existing law, Interest on the Series 2002 Bonds wi!l be
excludible from gross income of the holders thereof for purposes offederal income taxation, and will not be a specific item of tax
preference for purposes of the federal alternative minimum tax impaled on individuals and corporations. The Series 2002 Bond and the
interest thereon will be exempt from all state, county and municipal taxa. See the caption "TAX EXEAfP77ON" herein.
S23,770,000
FAYETTEVILLE PUBLIC FACILITIES BOARD
Adjustable Rate Demand
Refunding Revenue Bonds, Series 2002
(Butterfield Trail Village Protect)
Dated: Date of Initial Delivery Due: February 1, 2027
Principal of and interest on the Series 2002 Bonds will be paid from funds drawn by the Tntsta (currently U.S. Bank National
Association, St. Louis, Missouri under an irrevocable direct pay letter of credit (the "Letter of Credit") issued by
tbank
a national banking association with a place of business in St. Louis, Missouri) (the "Bank"). The net proceeds of the Series 2002 Bonds
will be used by Butterfield Trail Village, Incorporated, Fayetteville, Arkansas (the "Borrower") to refired the Prior Bonds (as defined
herein) which were issued to refinance the costs of the Project (u defined herein).
The offering price of the Series 2002 Bonds is 100% of the principal amount thereof. The Letter of credit will be issued in the
total amount of 524,063,055, and will perrnit the Trustee to draw (a) up to 523,770,000, which equals the principal amount of the Series
2002 Bonds, in order to pay principal on the Series 2002 Bonds when due, upon redemption or aceelention thereof or to pay the portion of
the purchase price thereof corresponding to the principal amount upon certain tenders, and (b) up to 5293,055, initially, which equals 45
days interest on the Series 2002 Bonds, computed at the maximum rate of 10% per annum, in order to pay accrued interest on the Series
2002 Bonds when due or to pay the portion of the purchase price of the Series 2002 Bonds corresponding to accrued interest. The Later of
Credit will expire on February 15, 2005, unless sooner terminated or extended
From the date of initial delivery through February 27, 2002, the Series 2002 Bonds will bear interest at the rate pa annum
determined in accordance with the Indenture hereinafter referred to. Thereafter the interest rate on the Series 2002 Bonds will be the
Weekly Interest Rate, which will be adjusted weekly by the Remarketing Agent, initially, Lancaster Pollard & Co., unless and until the
Borrower converts the interest rate to a One Month Interest Rate, Three Month Interest Rate, Six Month Interest Rate, One Year Interest
Rate, Five Year Interest Rate or a Fixed Interest Rate (collectively, together with the Weekly Interest Rate Mode, the "Interest Rate
Modes"). Interest will be payable on the first Business Day of each month, commencing March 1, 2002, while the Series 2002 Bonds bear
interest at the Weekly Interest Rate, the One Month Interest Rue or the Three Month Interest Rate, and on the fust day of each August and
February while the Series 2002 Bonds bear interest at the Six Month Interest Rate, the One Year Interest Rue, the Five Year Interest Rue
or the Fixed Interest Rue (the "Interest Payment Dates"). Interest will be payable by check or draft mailed by the Trustee on each Interest
Payment Date to the holders u they appear an the registration books (the "Holders") on the filth Business Day next preceding an Interest
Payment Date while the Series 2002 Bonds bear interest at the Weekly Interest Rate, One Month Interest Rue or Three Month Interest Rue
(provided that for the fust Interest Payment Date, the interest will be payable to Holders as of the date of issuance of the Series 2002
Bonds) and on the fifteenth day of the calendar month next preceding an Interest Payment Date, while the Series 2002 Bonds bear interest
at the Six Month Interest Rue, One Year Incest Rate, Five Year Interest Rate or Fixed Interest Rate (the "Record Date"); provided that
upon request of a Holder of the Series 2002 Bonds, interest shall be paid by wire transfer in immediately available funds.
LANCASTER POLLARD & CO
100llWedistMediessiSiaawcabrairsu.
fnvatmentBanking
February 21, 2002
•
C
in
• •
While the Series 2002 Bonds are in the Weekly Interest Rate Mode. Holden or beneficial owners have the option to
tender their Series 2002 Bonds or beneficial ownership interests to the Trustee for purchase on a Business Day not prior to the
seventh day and not later than the fifteenth day next succeeding the due notice is given by the Holden or beneficial owners.
While the Series 2002 Bonds are in an Interest Rate Mode other than the Weekly Interest Rate Mode, the Holders or beneficial
owners have the option to tender their Series 2002 Bonds or beneficial ownership interests to the Trustee for purchase on any
date the interest rate is subject to adjustment (the "Interest Rate Adjustment Due"). Holders or beneficial owners arc required to
deliver the Series 2002 Bonds or beneficial ownership interests to the Trustee for purchase, and the Series 2002 Bonds or
beneficial ownership interests arc deemed to be tendered, upon any conversion to a different Interest Rate Mode, unless such
Holders or beneficial owners affirmatively elect to retain their Series 2002 Bonds or beneficial ownership interests. The Series
2002 Bonds will no longer be subject to optional tender by the Holders after the interest rate has been converted to the Fixed
Interest Rate. The Series 2002 Bonds are also subject to optional, extraordinary optional and mandatory redemption prior to
maturity, as set forth herein. See THE SERIES 2002 BONDS."
The Series 2002 Bonds are issuable only as fully registered bonds, without coupons, in denominations of $100,000 and
any integral multiples of 55,000 in excess of SI00,000 while the Series 2002 Bonds bear interest at the Weekly, One Month or
Three Month Interest Rate and S5,000 and whole multiples thereof when the Series 2002 Bonds are in any other Interest Rate
Mode, and, when issued, will be registered initially in the name of Cede & Co. as sole registered Holder of the Series 2002 Bonds
and nominee for The Depository Trust Company ("DTC"), New York, New York. Purchases of Series 2002 Bonds will be made
in book entry form only, and purchasers will not receive certificates representing their interest in Series 2002 Bonds so
purchased. So long as Cede & Co. is the registered Holder of the Series 2002 Bonds, as nominee of DTC, references herein to
the registered Holders of the Series 2002 Bonds or registered owners thereof shall mean Cede & Co., in such capacity, and shall
not mean the purchasers of beneficial interests in the Series 2002 Bonds ("Beneficial Owners"), and payments with respect to the
Series 2002 Bonds will be made directly to such registered Holder. Disbursement of such payments by DTC to the DTC
Participants and by the DTC Participants to the Beneficial Owners is more fully described herein. See "THE SERIES 2002
BONDS - Book Entry" herein. So long as Cede & Co. is the sole registered Holder of the Series 2002 Bonds, the principal and
redemption price of and interest on the Series 2002 Bonds will be payable in Federal funds transmitted to Cede & Co.
The payment of principal of, premium, if any, and interest on the Series 2002 Bonds will be further evidenced and
secured by a pledge of payments under a Loan Agreement between The Fayetteville Public Facilities Board (the "Issuer") and the
Borrower. The Series 2002 Bonds are being offered on the basis of the Letter of Credit and are not being offered on the basis of
the financial strength of the Borrower or any other security. This Official Statement does not describe the financial condition of
the Borrower. The Series 2002 Bonds are subject to acceleration of maturity upon the occurrence of a default by the Borrower
under the Reimbursement Agreement between the Bank and the Borrower relating to the Letter of Credit.
THE SERIES 2002 BONDS ARE SPECIAL OBLIGATIONS OF THE ISSUER ONLY. THE SERIES 2002
BONDS, THE PURCHASE PRICE THEREOF, AND THE PREMIUM IF ANY, AND THE INTEREST THERON
WILL NOT BE DEEMED TO CONSTITUTE A DEBT OR A PLEDGE OF THE FAITH AND CREDIT OF THE
STATE OF ARKANSAS OR ANY OF ITS POLITICAL SUBDIVISIONS, INCLUDING THE ISSUER AND THE CITY
OF FAYETTEVILLE, ARKANSAS. NEITHER THE STATE OF ARKANSAS NOR ANY OF ITS POLITICAL
SUBDIVISIONS, INCLUDING THE ISSUER AND THE CITY OF FAYETTEVILLE, ARKANSAS, IS OBLIGATED
TO PAY THE PRINCIPAL OR PURCHASE PRICE OF OR PREMIUM, IF ANY, OR INTEREST ON THE SERIES
2002 BONDS OR OTHER COSTS INCIDENT TO THEM EXCEPT FROM REVENUES PLEDGED FOR SUCH
PURPOSE. NEITHER THE FAITH AND CREDIT NOR THE TAXING POWER OF THE STATE OF ARKANSAS
OR ANY OF ITS POLITICAL SUBDIVISIONS, INCLUDING THE CITY OF FAYETTEVILLE, ARKANSAS, IS
PLEDGED TO THE PAYMENT OF THE PRINCIPAL OF, PURCHASE PRICE THEREOF OR PREMIUM, IF ANY,
OR INTEREST ON THE SERIES 2002 BONDS OR OTHER COSTS INCIDENT TO THEM. THE ISSUER HAS NO
TAXING POWER.
The Series 2002 Bonds are offered, subject to prior sale, when, as and if issued by the Issuer and received by Lancaster
Pollard & Co (the "Underwriter"), subject to approval of certain legal matters by Thompson Cobum LLP, St. Louis, Missouri, as
counsel for the Bank, the approval of certain legal matters by Wade & Gunderson, PLC, Fayetteville, Arkansas, as counsel for
the Borrower, the approval of certain legal matters by lames N. McCord, Esquire, Fayetteville, Arkansas, as counsel for the
Issuer, the approval of certain legal matters by Peck, Shaffer & Williams LLP, as Bond Counsel, the approval of certain legal
maners by Peck, Shaffer & Williams LLP, as counsel for the Underwriter, and certain other conditions.
It is expected that the Series 2002 Bonds will be available for delivery through the facilities of DTC, on or about
February 25, 2002, against payment therefor.
INTRODUCTORY STATEMENT OF CERTAIN FACTORS
This introductory statement is subject in all respects to the more complete information
appearing elsewhere in this Official Statement. The introductory statement is not to be
read or used without reference to the entire Official Statement.
The Issuer: The Fayetteville Public Facilities Board (the "Issuer") is a public body
corporate and politic created and constituted as a public instrumentality existing under the laws
of the State of Arkansas and is authorized by such laws, among other things, to issue bonds in
order to provide financing for residential care facilities for the elderly of the State of Arkansas,
such as the Project (as defined herein).
The Borrower: Butterfield Trail Village, Incorporated, St. Louis, Missouri (the
"Borrower") is an Arkansas nonprofit corporation which will borrow the proceeds of the
Series 2002 Bonds.
The Bank: U.S. Bank National Association, St. Louis, Missouri, is a national banking
association (the "Bank").
Purposes of the Financing: Proceeds to be realized from the sale of the Series 2002
Bonds will be used by the Issuer to fund a loan to the Borrower for the purpose of refunding the
Issuer's Variable Rate Demand Refunding Revenue Bonds (Butterfield Trail Village Project)
Series 1997 (the "Prior Bonds") which were issued to refinance the construction and equipping
of a life care retirement facility owned and operated by the Borrower which is currently
comprised of approximately 235 independent living units, a 60 bed skilled nursing care unit and
related facilities located on approximately 48 acres in Fayetteville, Arkansas (the "Project").
Securities Being Offered $23,770,000 principal amount of Adjustable Rate Demand
Refunding Revenue Bonds, Series 2002 (Butterfield Trail Village Project) will be issuable by the
Issuer initially in denominations of $100,000 and any integral multiples of $5,000 in excess
thereof. If the Series 2002 Bonds bear interest at the Six Month, One Year, Five Year or Fixed
Interest Rate, they will be in denominations of $5,000 and any integral multiples thereof. The
Series 2002 Bonds will be issuable only in fully registered form. One Series 2002 Bond initially
will be delivered to The Depository Trust Company or its nominee. See "THE SERIES 2002
BONDS."
THE SERIES 2002 BONDS ARE SPECIAL OBLIGATIONS OF THE ISSUER ONLY. THE
SERIES 2002 BONDS, THE PURCHASE PRICE THEREOF, AND THE PREMIUM IF ANY, AND THE
INTEREST THERON WILL NOT BE DEEMED TO CONSTITUTE A DEBT OR A PLEDGE OF THE
FAITH AND CREDIT OF THE STATE OF ARKANSAS OR ANY OF ITS POLITICAL SUBDIVISIONS,
INCLUDING THE ISSUER AND THE CITY OF FAYETTEVILLE, ARKANSAS. NEITHER THE STATE
OF ARKANSAS NOR ANY OF ITS POLITICAL SUBDIVISIONS, INCLUDING THE ISSUER AND THE
CITY OF FAYETTEVILLE, ARKANSAS, 1S OBLIGATED TO PAY THE PRINCIPAL OR PURCHASE
PRICE OF OR PREMIUM, IF ANY, OR INTEREST ON THE SERIES 2002 BONDS OR OTHER COSTS
INCIDENT TO THEM EXCEPT FROM REVENUES PLEDGED FOR SUCH PURPOSE. NEITHER THE
FAITH AND CREDIT NOR THE TAXING POWER OF THE STATE OF ARKANSAS OR ANY OF ITS
POLITICAL SUBDIVISIONS, INCLUDING THE CITY OF FAYETTEVILLE, ARKANSAS, IS PLEDGED
TO THE PAYMENT OF THE PRINCIPAL OF, PURCHASE PRICE THEREOF OR PREMIUM, IF ANY,
OR INTEREST ON THE SERIES 2002 BONDS OR OTHER COSTS INCIDENT TO THEM. THE ISSUER
HAS NO TAXING POWER.
•
JAMES N. McCORAD
.• (//wwv,,' u/lei to
11 N. WEST AVE.
SUITE a202
FAYETTEVILLE, ARKANSAS 72701
•
TELEPHONE (501) 595.1134
FACSIMILE (501) 695.1135
jimmccordlaw@aIlteI nel
VIA HAND DELIVERY
To: Mayor Dan Coody - d Fayetteville City Council
From: James N. McCor•; J.unsel for Fayetteville Public Facilities Board
Date: January 15, 2002
Re: $23,000,000 Fayetteville Public Facilities Board Revenue
Refunding Bonds, Series 2002 — Butterfield Trail Village Project
Butterfield Trail Village Inc. ("Butterfield") is requesting the Fayetteville Public
Facilities Board (the "Board") to issue approximately $23,000,000 in tax exempt
bonds to refund all of the outstanding Series 1997 tax exempt bonds issued by
the board for Butterfield. The refunding would result in substantial interest
savings to Butterfield. No new construction is proposed The Board will meet at
4:00 p.m. on February 4, 2002 to hold a public hearing on the proposed bond
issue and to consider a bond authorizing resolution. The meeting will be held
held in the conference room of Stephens Inc. at 3425 N. Futrall Drive, Suite 201.
If the Board approves the refunding bond issue requested by Butterfield, the
Board's action must be ratified by the Fayetteville City Council. Butterfield
representatives are requesting that this matter be placed on the agenda for the
February 5, 2002 City Council meeting. An informational packet for the City
Council and a proposed ratifying resolution will be submitted prior to the meeting.
xc: Fayetteville Public Facilities Board
Kit Willams, Fayetteville City Attorney
Heather Woodruff, Fayetteville City Clerk
Steve Gunderson (Wade & Gunderson), Borrower's Counsel
Glen Pratt (Peck, Shaffer & Williams), Bond and Underwriter's Counsel
Kirk Hendncks (Lancaster, Pollard & Company), Underwriter
0
To:
From:
Date:
Re:
TIMES N. .NICCORD
, (i tienfy- u/juro
I 1 N WEST AVE.
SUITE #202
FAVETTEVILLE, ARKANSAS 72701
•
TELEPHONE 15011 6951134
FACSIMILE 15011 6951135
;immccordlaw@al lteI.net
•
Mayor Dan Coo• . # Fayetteville City Council
James N. McCord'' •unsel for Fayetteville Public Facilities Board
January 17, 200
$25,000,000 Fayetteville Public Facilities Board Revenue Refunding
Bonds, Series 2002 — Butterfield Trail Village
VIA HAND DELIVERY
Enclosed is an informational packet provided by Butterfield Trail Village, Inc.
("Butterfield") on the revenue refunding bond issue Butterfield has requested the
Fayetteville Public Facilities Board (the "Board") to consider authorizing at the
Board's February 4, 2002 meeting. Butterfield has increased the size of the bond
issue not to exceed $25,000,000 because Butterfield decided to keep its existing
capital replacement fund and not use those funds to redeem Butterfield's 1997
bonds.
xc: Fayetteville Public Facilities Board
Kit Williams, Fayetteville City Attorney
Heather Woodruff, Fayetteville City Clerk
Steve Gunderson (Wade & Gunderson), Borrower's Counsel
Glen Pratt (Peck, Shaffer & Williams), Bond and Underwriter's Counsel
Kirk Hendricks (Lancaster, Pollard & Company) Underwriter
1
LANCASTER
POLLARD
• •
THE CITY COUNCIL OF
FAYETTEVILLE, ARKANSAS
Butterfield Trail Village
January 15, 2001
1017 Wildwad Drin • Lammers I(5 66040 • Moo 765350.4%6 • to 785.642.20,3
•
Butterfield Trail Village
Fayetteville City Council Meeting
Weekly Variable Rate Tax -Exempt Bonds
Average Annual interest Rates 1984-2001
1984 6.063%
1985 5.038%
1986 4.399%
1987 4.533%
1988 5.170%
1989 6.331%
1990 5.715%
1991 4.100%
1992 2.591%
1993 2.378%
1994 2.924%
1995 3.914%
1996 3.383%
1997 3.657%
1998 3.426%
1999 3.307%
2000 4.120%
2001 2.610%
Page 4
Butterfield Trail Village
Fayetteville City Council Meeting
This low interest rate structure is available to CCRC bond issues that carry
the guarantee of an investment grade rated bank. In 1997, when Butterfield
moved to this letter of credit structure, there were not many CCRCs that had
accessed this financing model. Since then, however, the approach has been
widely accepted and in 2000, more not-for-profit senior living facilities used
letter of credit enhanced tax-exempt bonds to finance their projects than
any other type of tax-exempt bond structure. Over the last three years
alone, the investment banking flrm of Lancaster Pollard & Co. has served as
investment banker for over 50 letter of credit enhanced tax-exempt bond
finandngs, working with 17 different letter of credit providers.
a
c
$3.000
32.500
$2.000
$1,500
11.000
1500
$
Not -for -Profit Retirement Community
Tax-exempt Bond Volume
1995 1986 1997 199E 1999 2000
ImNon-rated. Unenhanced
Letter of Credit Enhanced
Bond Insurance
Rated. Unenhanced
--g—FMNGNMA Insured
Page 5
Butterfield Trail Villa• •
Fayetteville City Council Meeting
Is Butterfield extending the maturity of the new bonds?
No, the remaining 25 -year term of the debt will not be extended, and the
debt service (principal and interest) will be level over the term. Total cash
savings over the period will exceed $7,043,000, if future interest rates equal
the historical 10 -year average.
Will Butterfield be able to put a cap on its interest rate?
Yes, if the Board of Butterfield so chooses, an interest rate cap can be
secured, with a technique similar to the transaction Butterfield used to fix its
rate at 6.25% from April of 1997 to September of 1999.
Can Butterfield prepay its debt?
Yes, Butterfield can make advance payments or completely pay off the debt
at any time without penalty.
What are the expenses associated with the new bonds?
The bank providing the letter of credit guarantee will be paid an upfront fee
of 0.25% of the principal amount of the bonds for providing the guarantee.
The upfront letter of credit fee for the Series 1997 bonds was 0.75%.
The issuance expenses will be 1.04% of the par amount of the new Series
2002 bonds. On Butterfield's Series 1989 bonds, the total issuance expense
was 3.75%. On the Series 1997 bond refinandng, the total issuance cost
was 3.73%.
What is the letter of credit fee to be paid?
The annual letter of credit fee will be 1.15% for this new Series 2002 bond
issue. For the Series 1997 bond Issue, the annual letter of credit fees
approximated 1.55Wo (1.25% annual LOC Fee, 0.25% annual Bank Fronting
Fee, and a $10,000 annual Agent Fee).
Pagc 6
Butterfield Trail Village
Fayetteville City Council Meeting
Sources and Uses of Funds
Butterfield Trail Village
Estimated Sources and Uses of Funds
2002 Variable Rate Demand Bonds with a 25 Year Maturity
Sources of Funds
Bond Proceeds from Series 2002 Bonds
Existing Debt Service Reserve Fund
Existing General & Letter of Credit Account
Total Sources of Funds
Uses of Funds
Retire Existing Series 1997 Bonds
Costs of Issuance
Prepaid First Year LOC and Remarketing Fees
Additional Proceeds
Total Uses of Funds
Page 7
$23,795,000
2,175, 244
2.157
$25-9.72-40.1
$25,565,000
266,975
136,933
3,493
•
•
Butterfield Trail Village
Fayetteville City Council Meeting
•
Cost of Issuance
Butterfield Trail Village
Series 2002 Current Refunding
Amount
Bond & Underwriter's Counsel
$ 40,000
Borrower's Counsel
8,500
Bank Counsel
25,000
Issuer's Counsel
15,000
Rating Fee
18,500
Trustee Acceptance
2,500
Printing
& Distribution
2,500
Miscellaneous
6,000
Total Cost of Issuance
$118,000
Arbitrage yield
Bond Par Amount
True Interest Cost
Net Interest Cost
Average Coupon Assumed*
*Future Interest costs are based on the historical
Page 8
4.643028%
$23,795,000
4.717565%
3.332698%
3.300000%
10 -yr. average BMA Index.
•
Butterfield Trail Village
Fayetteville City Council Meeting
•
avings of
Feb. 2003
Butterfield Trail
Prior
Net Cash
Flow
3,850,431.78
Village Series
Refunding
Net Cash
Flow
1,615,349.48
2002 Current
Savings
2,235,082.30
Re un.ing
Present
Value
02/01/02 @
4.6430278%
2,473,547.91
Feb. 2004
1,711,591.95
1,616,174.67
95,417.28
98,980.82
1 Feb. 2005
1,687,906.56
1,615,852.51
72,054.05
74,201.92
' Feb. 2006
1,762,476.10
1,619,366.89
143,109.21
131,638.67
Feb. 2007
1,734,032.35
1,616,520.57
117,511.78
105,364.91
Feb. 2008
1,705,588.62
1,617,510.85
88 077.77
78,288.12
Feb. 2009
1,775,460.11 1,617,124.27
158335.84
127,134.75
Feb. 2010
1,742,250.88
1,615,360.88
126,890.00
99,618.07
Feb. 2011
1,709,066.50
1,617,204.55
91,861.95
71,963.77
Feb. 2012
1,774,172.52
1,736,275.90
1,617,441.96
1,616,073.06
156, 730.56
120,202.84
110,946.06
83,393.50
Feb. 2013
Feb. 2014
1,796,612.91
1,618,081.76
178,531.15
114,847.84
Feb. 2015
1,753,947.29
1,618,254.72
135,692.57
86,065.02
Feb. 2016
1,809,572.05
1,762,201.29
1, 616, 591.94
1,618,077.34
192, 980.11
144,123.95
113, 318.12
83,643.18
Feb. 2017
Feb. 2018
1,813,049.92
1,617,497.46
195,552.46
105,454.57
Feb. 2019
1,859,193.46
1,614,852.44
244,341.02
123,906.31
Feb. 2020
1,802,305.96
1,615,125.97
187,179.99
93,252.97
Feb. 2021
1,843,755.00
1,618,088.74
225,666.26
105,908.59
Feb. 2022
1,880,371.13
1,618,527.37
261,843.76
116,298.56
Feb. 2023
1,814,002.36
1,616,441.81
197,560.55
86,480.35
Feb. 2024
1,845,924.01
1,616,816.01
229,108.00
94, 729.58
Feb. 2025
1,873,161.81
1,614,436.56
258,725.25
101,379.17
Feb. 2026
1,895,545.39
1,614,287.40
281,257.99
104,871.63
Feb. 2027
1,.913,245.17
608,552.03
1,616,139.02
297,106.15
608,552.03
105,713.64
188,106.82
Feb. 2028
Totals
47,460,693.05
40,417,198.23
7,043,494.82
5,079,554.88
Page 9
FAYETTEVI.LE
THE CITY OF FAYETTEVILLE. ARKANSAS
DEPARTMENTAL CORRESPONDENCE
•
To: Kit Williams, City Attorney
From: Heather Woodruff, City Clerk
N
Date: February 12, 2002 c
0
Please find attached a copy of Resolution No. 10-02 ratifying the resolution of the Fayetteville
Public Facilities Board approving refunding revenue Bonds (Butterfield Trail Village Project).
Five originals were given to Mr. James N. McCord, Counsel for Fayetteville Public Facilities
Board. The sixth original will be microfilmed and filed with the City Clerk.
cc:
Nancy Smith, Internal Audit
Marsha Farthing, Accounting
Steve Davis, Budget & Research
010 03
Update
Document
Reference
RES
City of Fayetteville it. Action
Maintenance
Date Ref. Taken Brief Description
2052002 10-02
•
2/15/2002
9:59:55
REFUNDING REVENUE BONDS/BUTTERFIELD
Enter Keywords • RES. 10-02
RATIFYING
FAYETTEVILLE PUBLIC FACILITIES
BOARD
REFUNDING
REVENUE BONDS
BUTTERFIELD TRAIL VILLAGE
SERIES 2002
File Reference #
Security Class Retention Type:
Expiration Date **** Active *WWW
Date for Cont/Referred:
Name Referred to
Cmdl-Return CmdB-Retention
Cmd5-Abstract Yes No
Cmd4-Delete Cmd3-End Press 'ENTER' to Continue
(c) 1986-1992 Munimetrix Systems Corp.
Butterfield Trail Village
Fayeneville City Council Meeting
Introduction
In 1997, Butterfield Trail Village ("Butterfield"), a not-for-profit Continuing
Care Retirement Community ("CCRC"), went before the Fayetteville City
Council to explain its plan to refinance its debt. That plan was to change the
debt structure from fixed rate bonds to a "letter of credit enhanced variable
rate bond" structure. The plan has worked extremely well. Butterfield has
experienced an average cost of funds of approximately 5.63% over the last
five years, compared to the previous interest cost from 1989 to 1997 of
9.67%. The existing letter of credit bank (Dresdner Bank AG) has notified
Butterfield that the Letter of Credit ("LOC") that enhances the Series 1997
Bonds and maturing on April 2, 2002 will not be renewed. Butterfield now
desires to replace the Letter of Credit and to restructure the existing
indebtedness in order to further reduce its cost of capital.
Butterfield has received a commitment from US Bank (the 'Bank") to
provide a Letter of Credit guaranteeing the payment of all principal and
interest due on a $22,675,000 new bond issue to refinance the outstanding
Series 1997 Bonds. US Bank has an "A1/VMIG-1" investment grade credit
rating from Moody's Investors Service. US Bank will replace the previous
letter of credit provider, Dresdner Bank AG. With this Letter of Credit
guarantee, Butterfield will be able to sell the bonds to national money
market funds at the lowest possible tax-exempt rates, known as "weekly
tax-exempt variable rates." The new bond issue will provide Butterfield with
an average annual debt service savings of approximately $280,000 and a
total cash savings of over $7,043,000 for the 25 -year term of the debt,
which is equivalent to a net present value savings of over $5,000,000.
Why did Butterfield select the variable rate structure rather than a
fixed rate?
The lowest possible interest rates available to a not-for-profit CCRC borrower
are achieved by having the bonds guaranteed by an investment grade rated
commercial bank and sold on a variable rate basis. Bond issues that are
guaranteed by a letter of credit pay an interest rate based on the credit
rating of the bank providing the letter of credit. This variable rate structure
has saved Butterfield 4.0% in the annual cost of funds compared to the
earlier fixed interest rate bond structure Since 1990, these variable rate
Page 2
Butterfield Trail Villa• •
Fayetteville City Council Meeting
demand bonds ("VRDB") have averaged an interest rate of 3.545%, have
been as low as 1.08%, and have never gone above B.0%.
The blue line on the graph below shows Butterfield's former fixed Interest
rate at 9.67% and how the cost of capital was reduced in 1997 when
structured as a variable rate bond Issue (including the letter of credit bank
fee and the remarketing fee), first to 6.25% and then beginning in 1999 to
an average of 4.95%. The green line represents the average cost of variable
rate bonds (with the equivalent of Butterfield's LOC and remarketing fees)
since 1990.
100
9.0
8.0
r0
6.0
40
30
2.0
0.0
Butterfield Trail Village Cost of Capital
..,,, Cfve PPe,44'e st 'ry404ec 44e„fe„etPfie
44‘ •C J•: %. ^ 4 .o ^ ••‘.
Actual VRDB+BTV Fees •�BTV Cost of Capital n'nAvg. Since Oct. 1999
Page 3
A
li 411;
MtLJ'ij tr
C
7
ti v •
..,,, Cfve PPe,44'e st 'ry404ec 44e„fe„etPfie
44‘ •C J•: %. ^ 4 .o ^ ••‘.
Actual VRDB+BTV Fees •�BTV Cost of Capital n'nAvg. Since Oct. 1999
Page 3