ORDINANCE No. 179060

* Authorize Gas Tax Revenue Refunding Bonds to refund outstanding bonds issued to finance transportation capital projects (Ordinance)

The City of Portland ordains:

Section 1. The Council finds:

1.  The City has previously issued its Gas Tax Revenue Bonds, 1996 Series A and its Gas Tax Revenue Bonds, 1998 Series A under the provisions of Ordinance No. 170507, as amended, (the “Master Gas Tax Revenue Bond Ordinance”).

2.  The City is authorized by ORS 288.605 to 288.695 to issue revenue bonds to advance refund its outstanding revenue bonds.

3.  The City adopts this ordinance to supplement Ordinance No. 170507 pursuant to Section 1(H) of that ordinance to authorize gas tax revenue refunding bonds to refund all or any portion of the City’s outstanding Gas Tax Revenue Bonds, 1996 Series A and its Gas Tax Revenue Bonds, 1998 Series A.

NOW, THEREFORE, the Council directs:

A.  Definitions.

1.  The following definition is added to Section 1(A) of the Master Gas Tax Revenue Bond Ordinance.

“Third Series of Gas Tax Bonds” means the Gas Tax Bonds that are authorized by Section 1(B) of this Ordinance.

2.  The following definition in Section 1(A) of the Master Gas Tax Revenue Bond Ordinance is amended to read as follows:

“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.

“Gas Tax Bonds” means the First Series of Gas Tax Bonds, the Second Series of Gas Tax Bonds, the Third Series of Gas Tax Bonds and any Additional Gas Tax Bonds.

B.  The Master Gas Tax Revenue Bond Ordinance is amended to add the following new Section 1.T:

T.  Third Series of Gas Tax Bonds Authorized; Delegation.

1.  The City is hereby authorized to issue Gas Tax Bonds (the “Third Series of Gas Tax Bonds”) in a principal amount that is sufficient to refund all or any portion of the First Series of Gas Tax Bonds and the Second Series of Gas Tax Bonds, and pay costs related to the Third Series of Gas Tax Bonds. The Third Series of Gas Tax Bonds shall be Gas Tax Bonds and Additional Gas Tax Bonds, as defined in this Master Gas Tax Revenue Bond Ordinance.

2.  The Third Series of Gas Tax Bonds shall be payable solely from the Gas Tax Revenues and amounts available in the Gas Tax Reserve Fund, as provided in this Master Gas Tax Revenue Bond Ordinance.

3.  Proceeds of the Third Series of Gas Tax Bonds may be used only to pay costs of refunding all or any portion of the First Series of Gas Tax Bonds and the Second Series of Gas Tax Bonds, and to pay costs related to the Third Series of Gas Tax Bonds.

4.  The City covenants with the Owners of the Third Series of Gas Tax Bonds not to take any action which would cause interest on the Third Series of Gas Tax Bonds to become includable in gross income under the Code. The Debt Manager may, on behalf of the City, enter into additional covenants to protect the tax-exempt status of the Third Series of Gas Tax Bonds.

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

a.  Submit an advance refunding plan for the First and Second Series of Gas Tax Bonds to the State Treasurer.

b.  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 Third Series of Gas Tax Bonds.

c.  Provide that the Third Series of Gas Tax Bonds may be issued in one or more series, may bear interest at fixed rates or variable rates, and may pay deferred interest.

d.  Establish the final principal amounts, maturity schedules, interest rates, sale prices, redemption terms, payment terms and dates, and other terms of the Third Series of Gas Tax Bonds, and either publish a notice of sale, receive bids and award the sale of the Third Series of Gas Tax 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 Third Series of Gas Tax Bonds with those underwriters.

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

f.  Apply for and purchase municipal bond insurance or obtain other forms of credit enhancements for each series of the Third Series of Gas Tax Bonds, include in the bond declarations authorized by Section 1.B.5.j covenants and agreements with the providers of credit enhancement, and execute and deliver related documents and agreements.

g.  Provide that one or more series of Third Series of Gas Tax Bonds bears interest that is includable in gross income under the Code.

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

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

j.  Execute and deliver one or more bond declarations. The bond declarations may contain covenants to maintain the tax-exemption for interest on tax-exempt Third Series of Bonds, and covenants that are expected to reduce the interest expense and other costs of the Third Series of Gas Tax Bonds by granting additional security to the owners of the Third Series of Gas Tax Bonds and the providers of credit enhancement for the Third Series of Gas Tax Bonds. The declarations shall also contain the maturity schedules, interest rates, default provisions, redemption and defeasance rights, administrative provisions and other terms of the Third Series of Gas Tax Bonds.

k.  Execute any documents and take any other action in connection with the Third Series of Gas Tax Bonds, which the Debt Manager finds will be advantageous to the City.

6.  The Third Series of Gas Tax Bonds shall be in substantially the form attached to the Master Gas Tax Revenue Bond Ordinance as Exhibit B, with such changes as may be approved by the Debt Manager. The Third Series of Gas Tax Bonds shall be executed on behalf of the City with the facsimile signatures of the Mayor and City Auditor.

7.  The City shall issue the Third Series of Gas Tax Bonds in compliance with the requirements of Section 1.G.2 of the Master Gas Tax Revenue Bond Ordinance.

Section 2. Declaration of Emergency. The Council declares that an emergency exists in order that the Third Series of Gas Tax Bonds may be issued while interest rates are favorable. Therefore, this Ordinance shall be in force and effect from and after its passage by the Council.

BACKING SHEET INFORMATION

AGENDA NO. 104-2005

ORDINANCE/RESOLUTION/COUNCIL DOCUMENT NO. 179060