ORDINANCE No. 179041

* Authorize limited tax revenue refunding bonds to finance outstanding bonds issued to fund the City portion of the Oregon Arena Project (Ordinance)

The City of Portland ordains:

Section 1. The Council finds:

1.  The City of Portland Arena Limited Tax Revenue Bonds (Federally Taxable), 1996 Series A, its Arena Limited Tax Revenue Bonds (Tax Exempt), 1996 Series B, its Arena Limited Tax Bonds (Federally Taxable), Series 1996, and its Arena Gas Tax Revenue Bonds, Series 1996, (collectively, the “Arena Bonds”) were authorized by City Ordinances No. 165626 and 168729.

2.  City Ordinances No. 165626 and 168729 permit the City to secure any bonds authorized by those ordinances with the full faith and credit and available general funds of the City.

3.  The City wishes to change the security for the Arena Bonds by releasing the lien of the Arena Bonds on the net revenues of the Oregon Arena Project. The City may also obtain debt service savings by refunding all or a portion of the outstanding Arena Bonds.

4.  ORS 288.665 authorizes the City to secure advance refunding bonds with any revenues that could have been used to secure the refunded bonds.

5.  Oregon law requires that the City submit an advance refunding plan to the Oregon State Treasurer, and obtain the approval of the Oregon State Treasurer before advance refunding bonds may be issued.

6.  The City Council adopts this Ordinance to authorize the issuance of bonds to refund all or any portion of the Arena Bonds, and to secure the refunding bonds with the full faith and credit and Available General Funds of the City.

NOW, THEREFORE, the Council directs:

A.  Definitions.

Unless the context clearly requires otherwise, the following terms shall have the following meanings:

“Bonds” means the limited tax revenue bonds that are authorized by Section 1.B of this Ordinance.

“Arena Bonds” means the bonds described in Section 1.1 of this Ordinance.

“Available General Funds” means “revenues” as defined in the Uniform Revenue Bond Act, and includes all taxes and other legally available general funds of the City.

“City” means the City of Portland, Oregon.

“Code” means the Internal Revenue Code of 1986, as amended.

“Debt Manager” means the Debt Manager of the City, the Director of the Bureau of Financial Services, the Chief Administrative Officer of the Office of Management and Finance, or the person designated by the Chief Administrative Officer of the Office of Management and Finance to act as Debt Manager under this Ordinance.

“Ordinance” means this ordinance.

B.  Bonds Authorized.

The City hereby authorizes the sale and delivery of the Bonds in accordance with this Ordinance in an aggregate principal amount of sufficient to refinance all or any portion of the Arena Bonds and to pay costs of the refinancing. The Bonds may be issued in one or more series.

C.  Delegation.

The Debt Manager may, on behalf of the City and without further action by the Council:

1.  Submit an advance refunding plan for the Arena Bonds to the State Treasurer.

2.  Participate in the preparation of, authorize the distribution of, and deem final the preliminary and final official statements and any other disclosure documents for the Bonds.

3.  Provide that the Bonds may be issued in one or more series, may bear interest at fixed rates or variable rates, and may pay deferred interest.

4.  Establish the final principal amounts, maturity schedules, interest rates, sale prices, redemption terms, payment terms and dates, and other terms of the Bonds, and either publish a notice of sale, receive bids and award the sale of the Bonds to the bidder complying with the notice and offering the most favorable terms to the City, or select one or more underwriters and negotiate the sale of the Bonds with those underwriters.

5.  Undertake to provide continuing disclosure for the Bonds in accordance with Rule 15c2-12 of the United States Securities and Exchange Commission.

6.  Apply for and purchase municipal bond insurance or other obtain other forms of credit enhancements for each series of the Bonds, enter into agreements with the providers of credit enhancement, and execute and deliver related documents.

7.  Provide that one or more series of Bonds bears interest that is includable in gross income under the Code.

8.  Provide that one or more series of Bonds bears interest that is excludable from gross income under the Code, and covenant with Bond owners to maintain the excludability of Bond interest from gross income.

9.  Appoint and enter into agreements with paying agents, escrow agents, remarketing agents, verification agents and other professionals and service providers.

10.  Execute and deliver one or more bond declarations that contain covenants of the City that are intended to secure the Bonds and allow the Bonds to be sold at lower interest rates, that establish the form of the Bonds, and that establish the maturity schedules, interest rates, default provisions, redemption and defeasance rights, administrative provisions and other terms of the Bonds.

11.  Execute any documents and take any other action in connection with the Bonds, which the Debt Manager finds will be advantageous to the City.

D.  Security for Bonds.

1.  The City hereby pledges its full faith and credit to pay the Bonds. The Bonds shall be limited tax revenue bonds of the City, and the City shall pay the Bonds from its Available General Funds. The City is not authorized to levy additional taxes to pay the Bonds.

2.  The Bonds shall not be secured by any lien or pledge of revenues from the Oregon Arena project.

Section 2. Declaration of Emergency. The Council declares that an emergency exists in order that the Arena Bonds may be refunded as soon as possible. Therefore, this Ordinance shall be in force and effect from and after its passage by the Council.

BACKING SHEET INFORMATION

AGENDA NO. 47-2005

ORDINANCE/RESOLUTION/COUNCIL DOCUMENT NO. 179041