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HomeMy WebLinkAboutBIL 136 Draft 01 2020-2022 AN ORDINANCE AUTHORIZING THE ISSUANCE OF SPECIAL TAX REVENUE BONDS OF THE COUNTY OF HAWAI‘I FOR THE PURPOSE OF FINANCING THE COSTS OF CERTAIN PUBLIC IMPROVEMENTS AND INCIDENTAL EXPENSES RELATING TO THE COUNTY’S COMMUNITY FACILITIES DISTRICT NO. 1-2021 (KALOKO HEIGHTS PROJECT); AMENDING CERTAIN PROVISIONS OF THE ORDINANCE OF FORMATION FOR THE DISTRICT RELATING TO THE LIEN OF THE SPECIAL TAXES SECURING SUCH BONDS; FIXING OR AUTHORIZING THE FIXING OF THE FORM, DENOMINATIONS, AND CERTAIN OTHER DETAILS OF SUCH BONDS AND PROVIDING FOR THE SALE OF SUCH BONDS TO THE PUBLIC BE IT ORDAINED BY THE COUNCIL OF THE COUNTY OF HAWAI‘I: SECTION 1. Findings and Determinations. The Council of the County of Hawai‘i (the “Council” and the “County,” respectively) hereby finds and determines as follows: (a) Upon petition by RCFC Kaloko Heights, LLC, a Delaware limited liability company, Kaloko Heights B1A Holdings, LLC, a Delaware limited liability company, and Kaloko Heights Investors, LLC, a Delaware limited liability company (collectively, the “Petitioner”), the County has, pursuant to Chapter 32, Hawai‘i County Code 1983 (2016 Edition, as Amended) (“Chapter 32,” with all references herein to Articles and Sections, unless otherwise indicated, being intended to mean and refer to Articles and Sections within such Chapter) and Ordinance No. 21-67 (the “Ordinance of Formation”), established a community facilities district, designated as the “County of Hawai‘i Community Facilities District No. 1-2021 (Kaloko Heights Project)” (the “District”) for the purpose of financing the acquisition and construction of certain special improvements (as more fully described in the Ordinance of Formation, the “Improvements”) and has further authorized the levy of a special tax on properties within the District pursuant to Chapter 32 (the “Special Tax”). (b) It is appropriate and in the interest of the County to authorize, and the Council intends hereby to authorize, the issuance and sale of special tax revenue bonds of the County (the “Bonds”), in an aggregate principal amount not to exceed $22,000,000 (excluding Bonds issued to refund other Bonds previously issued), in order to provide funds (i) for payment of the costs of acquiring and constructing the Improvements (the “Project Costs”), and (ii) for payment of incidental expenses incurred with respect to the District (as more fully described in the Ordinance of Formation, the “Incidental Expenses”). SECTION 2. Authorization of Bonds; Approval of Project Funding Agreement. (a) Subject to the terms and conditions herein specified, the Bonds are hereby authorized for issuance and sale, in one or more series as determined by the Director of Finance of the County, in an aggregate principal amount not to exceed $22,000,000 (excluding Bonds issued to refund other Bonds previously issued), for the purpose of funding all or a portion of the Project Costs and Incidental Expenses incurred with respect to the District; subject to compliance, with respect to each series of Bonds, with all applicable terms, conditions and limitations specified in Chapter 32 (including, but not limited to, the limitation on the principal amount of Bonds specified in Section 32-57(c)) and with the further provisions of this Ordinance. The Bonds shall be special limited obligations of the County, payable solely from and secured solely by the Special Tax on properties within the District, such funds and accounts as may be established as security for the Bonds under the Trust Indenture providing for the issuance of the Bonds (as approved pursuant to Section 4 hereof, the “Indenture”) and any credit enhancement obtained for the Bonds. The Bonds shall not constitute a general obligation of the County or charge on its general fund, nor shall the Bonds be secured, directly or indirectly, by the full faith and credit of the County or by any revenues or taxes of the County other than taxes collected from the levy of the Special Tax. (b) Pursuant to the Ordinance of Formation, the use of Bond proceeds to pay Project Costs shall be subject to the terms and conditions set forth in the Indenture and in a Project Acquisition and Funding Agreement (the “Project Funding Agreement”) to be entered into by the County, acting through its Director of Finance and Director of Environmental Management, and the Petitioner. The form of Project Funding Agreement presented at this meeting is hereby approved, and the Director of Finance and the Director of Environmental Management are hereby authorized to execute and deliver the Project Funding Agreement in substantially such form, with such modifications as the County officials executing the same may approve, such approval to be conclusively evidenced by their execution thereof. SECTION 3. Details of Bonds. Subject to the further provisions hereof, including without limitation the provisions of Section 4 hereof, the Bonds of each series authorized for issuance and sale hereunder shall: (a) be dated as of the initial delivery date of the Bonds of such series; (b) mature on such date or dates and be payable as to interest on such dates and at such fixed or variable rate or rates as shall be specified in the Indenture, provided that the final maturity date for the Bonds of such series shall not be more than 30 years after the initial delivery date thereof and in no event later than the expiration of the term of the District; (c) be issued in such denominations as shall be specified in the Indenture,; (d) be issued in the form, and executed in the manner, prescribed in the Indenture; (e) be registered as to both principal and interest, subject to registration, transfer and exchange upon such terms as shall be prescribed in the Indenture; (f) be payable (i) in any coin or currency of the United States of America which at the time of payment is legal tender for public and private debts, and (ii) at such place or places as shall be specified in the Indenture; (g) be subject to redemption prior to maturity, if applicable, at such times and upon such terms as shall be prescribed in the Indenture; (h) be secured under the Indenture by a pledge of (i) the Special Tax and the lien thereof established pursuant to Chapter 32 and the Ordinance of Formation, and (ii) the funds and accounts established under the Indenture as security for the Bonds, including all amounts deposited into such funds and accounts pursuant to the Indenture; it being expressly understood that, except as otherwise provided in the Indenture, the foregoing pledge shall be superior to all other claims on the Special Tax and the pledged funds and accounts, and all series of Bonds shall be of equal rank and priority under the Indenture unless the issuance of senior and junior lien Bonds is expressly authorized thereunder; (i) be subject to such other terms, conditions and limitations as are set forth in the Indenture, including terms and conditions pertaining to (i) the establishment and handling of a special fund or funds to pay or secure the Bonds and/or to pay Project Costs or Incidental Expenses, (ii) the investment of moneys on deposit in the funds and accounts established under the Indenture, and (iii) any other matters relating to the Bonds, including provisions for issuance, payment, security, credit enhancement, handling of funds, defaults and remedies; and (j) contain such other provisions and be subject to such other terms and conditions as are required under Chapter 32. SECTION 4. Further Approvals by Council. The issuance and sale of any series of Bonds pursuant to this Ordinance shall be subject to approval by resolution of Council, prior to the marketing of such series of Bonds, of the following: (a) the maximum principal amount of the Bonds of such series, the maximum interest rate or true interest cost for the Bonds of such series, the maximum redemption price for the Bonds of such series, and the maximum underwriting discount at which such Bonds may be sold;