R2019-074 2019-03-04 CERTIFICATE FOR RESOLUTION
THE STATE OF TEXAS §
COUNTIES OF BRAZORIA AND HARRIS §
CITY OF PEARLAND §
We, the undersigned officers of the City of Pearland, Texas (the "City"), hereby certify as
follows:
1. The City Council of the City convened in a regular meeting on March 4, 2019, at
the regular meeting place thereof, within the City, and the roll was called of the duly constituted
officers and members of the City Council, to wit:
Torn Reid Mayor
Trent Perez Mayor Pro Tem
Tony Carbone Councilmember - Position 1
Derrick Reed Councilmember- Position 2
Gary Moore Councilmember- Position 3
Adrian Hernandez Councilmember- Position 4
J. David Little Councilmember- Position 5
Woody Owens Councilmember- Position 7
and all of such persons were present, except Councilmember Little and Councilmember Moore,
thus constituting a quorum. Whereupon, among other business, the following was transacted at
said meeting: a written
RESOLUTION OF THE CITY OF PEARLAND, TEXAS APPROVING THE RESOLUTION
AUTHORIZING THE DEFEASANCE OF CERTAIN OF THE PEARLAND ECONOMIC
DEVELOPMENT CORPORATION'S OUTSTANDING BONDS; AND MAKING VARIOUS
FINDINGS AND PROVISIONS RELATED TO THE SUBJECTS
(the "Resolution") was duly introduced for the consideration of the City Council and read in full.
It was then duly moved and seconded that the Resolution be adopted on first reading; and, after
due discussion, such motion, carrying with it the adoption of the Resolution, prevailed and
carried by the following vote:
AYES: 5 NAYS: 0 ABSTENTIONS: 2
2. That a true, full and correct copy of the Resolution adopted at the meeting
described in the above and foregoing paragraph is attached to and follows this certificate; that
the Resolution has been duly recorded in the City Council's minutes of such meeting; that the
above and foregoing paragraph is a true, full and correct excerpt from the City Council's minutes
of such meeting pertaining to the adoption of the Resolution; that the persons named in the
above and foregoing paragraph are the duly chosen, qualified and acting officers and members
of the City Council as indicated therein; that each of the officers and members of the City
Council was duly and sufficiently notified officially and personally, in advance, of the date, hour,
place and subject of the aforesaid meeting, and that the Resolution would be introduced and
considered for adoption at such meeting, and each of such officers and members consented, in
advance, to the holding of such meeting for such purpose; that such meeting was open to the
public as required by law; and that public notice of the date, hour, place and subject of such
SIGNED AND SEALED this March 4th , 2019.
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ecret-Ailf Mayor
I Y OF ' RLAND, EXAS CITY OF PEARLAND, TEXAS
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RESOLUTION NO. R2019-74
A Resolution of the City Council of the City of Pearland, Texas, approving
the resolution authorizing the defeasance of certain of the Pearland
Economic Development Corporation's outstanding bonds; and making
various findings and provisions related to the subjects.
WHEREAS, on January 21, 1995, the voters of the City of Pearland, Texas (the "City")
approved the levy of a one-half of one percent sales and use tax (the "Sales Tax") to be used
for the benefit of the Pearland Economic Development Corporation (the "Corporation"),
including, among other things, for paying the costs of acquisition and construction of streets and
roads and drainage and related improvements which promote or develop new or expanded
business enterprises; and
WHEREAS, the City, by Resolution No. R95-36 duly adopted on May 22, 1995,
authorized the creation of the Corporation to act on behalf of the City by receiving and
expending revenues from the Sales Tax for various projects which promote or develop new or
expanded business enterprises; and
WHEREAS, on June 26, 1995, the Corporation was duly created, incorporated,
chartered and organized pursuant to Article 5190.6, Texas Revised Civil Statutes (the "Act");
and
WHEREAS, the Corporation has previously issued its Sales Tax Revenue Refunding
Bonds, Series 2016 (the "Outstanding Bonds") and desires to defease up to approximately
$10,845,000 in aggregate principal amount of such Outstanding Bonds in the Corporation's
fiscal year ending September 30, 2019; now therefore,
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PEARLAND, TEXAS, that:
1. Findings and Determinations. It is hereby officially found and determined that all of
the facts recited in the preamble hereto are true and correct and the preamble is incorporated
into and made a part of this Resolution.
2. Approval of Defeasance Resolution. The City hereby ratifies the Resolution
authorizing the defeasance of up to approximately $10,845,000 in aggregate principal amount of
such Outstanding Bonds in the Corporation's fiscal year ending September 30, 2019,
RESOLUTION NO. R2019-74
substantially in the form attached hereto as Exhibit "A," and hereby approves said Resolution
and the authorization of the defeasance of Outstanding Bonds described therein.
3. Further Actions. The Mayor, City Secretary and the other officials of the City are
hereby authorized, jointly and severally, to execute and deliver such certificates, documents, or
papers necessary and advisable, and to take such actions as are necessary to carry out the
intent and purposes of this Resolution.
4. Severability. If any word, phrase, clause, sentence, paragraph, section or other part
of this Resolution, or the application thereof to any person or circumstance, shall ever be held to
be invalid or unconstitutional by any court of competent jurisdiction, the remainder of this
Resolution and the application of such word, phrase, clause, sentence, paragraph, section or
other part of this Resolution to any other persons or circumstances shall not be affected
thereby.
5. Effective Date. This Resolution shall be in full force and effect from and upon
adoption.
6. Repealer. All orders, Resolutions and Resolutions, or parts thereof, inconsistent
herewith are hereby repealed to the extent of such inconsistency.
PASSED, APPROVED and ADOPTED this the 4th day of March, A.D., 2019.
TOM REID
MAYOR
ATTEST:
/:
SING .FIM o:�'-•.
ITY SE " -ETARY /\
APPROVED AS TO FORM:
61"-----
DARRIN M. COKER
CITY ATTORNEY
/7.
PEARS. . .AND
ECONOMICC DEVELOPMENT CORPORATION
Pearland Economic Development Corporation
Overview of Potential Cash Defeasances:
Sales Tax Revenue Refunding Bonds, Series 2016
March 4, 2019
Securities,insurance and advisory services offered through BOK Financial Securities,Inc.,member FIN RA/SIPC and a subsidiary of 130K Financial Corporation.Services may be offered under our trade name,
BOK Financial Advisors.
NOT FDIC INSURED I NO BANK GUARANTEE I MAY LOSE VALUE
PEAR Pearland Economic Development Corporation
Cash Defeasance of:
$10,845,000 Sales Tax Revenue Refunding Bonds, Series 2016
FY Current Debt Less:Proposed Cash Total Remaining Debt
Ending Service Requirements Defeasance of Series 2016 Bonds Debt Service Requirements Service
(9/30) Principal Interest Total Principal Interest Total Principal Interest Total Difference
2019 $930,000 $151,571 $1,081,571 $680,000 $127,971 $807,971 $250,000 $23,600 $273,600 $807,971
2020 955,000 281,194 1,236,194 705,000 239,894 944,894 250,000 41,300 291,300 944,894
2021 975,000 258,656 1,233,656 725,000 223,256 948,256 250,000 35,400 285,400 948,256
2022 1,000,000 235,646 1,235,646 750,000 206,146 956,146 250,000 29,500 279,500 956,146
2023 1,025,000 212,046 1,237,046 775,000 188,446 963,446 250,000 23,600 273,600 963,446
2024 1,055,000 187,856 1,242,856 805,000 170,156 975,156 250,000 17,700 267,700 975,156
2025 1,080,000 162,958 1,242,958 830,000 151,158 981,158 250,000 11,800 261,800 981,158
2026 1,105,000 137,470 1,242,470 855,000 131,570 986,570 250,000 5,900 255,900 986,570
2027 1,130,000 111,392 1,241,392 1,130,000 111,392 1,241,392 1,241,392
2028 1,165,000 84,724 1,249,724 1,165,000 84,724 1,249,724 1,249,724
2029 1,195,000 57,230 1,252,230 1,195,000 57,230 1,252,230 1,252,230
2030 1,230,000 29,028 1,259,028 1,230,000 29,028 1,259,028 1,259,028
Totals $12,845,000 $1,909,771 $14,754,771 $10,845,000 $1,720,971 $12,565,971 $2,000,000 $188,800 $2,188,800 $12,565,971
Cost of Defeasance*: $10,888,386
Estimated Debt Service Savings: $1,677,585
* Includes a cash deposit to the escrow account of approximately$10,868,386 and estimated transaction costs of$20,000.
(a) After the proposed cash defeasance,the PFDC will have$250,000 in principal amount due from 2019-2026.
Note: The Series 2016 Bonds have an interest rate of 2.36% and a call date of September 1, 2026.
1
Pearland Economic Development Corporation
Cash Defeasance of:
$5,405,000 Sales Tax Revenue Refunding Bonds, Series 2016
FY Current Debt Less: Proposed Cash Total Remaining Debt
Ending Service Requirements Defeasance of Series 2016 Bonds Debt Service Requirements Service
(9/30) Principal Interest Total Principal Interest Total Principal Interest Total Difference
2019 $930,000 $151,571 $1,081,571 $0 $63,779 $63,779 $930,000 $87,792 $1,017,792 $63,779
2020 955,000 281,194 1,236,194 25,000 127,558 152,558 930,000 153,636 1,083,636 152,558
2021 975,000 258,656 1,233,656 45,000 126,968 171,968 930,000 131,688 1,061,688 171,968
2022 1,000,000 235,646 1,235,646 70,000 125,906 195,906 930,000 109,740 1,039,740 195,906
2023 1,025,000 212,046 1,237,046 95,000 124,254 219,254 930,000 87,792 1,017,792 219,254
2024 1,055,000 187,856 1,242,856 125,000 122,012 247,012 930,000 65,844 995,844 247,012
2025 1,080,000 162,958 1,242,958 150,000 119,062 269,062 930,000 43,896 973,896 269,062
2026 1,105,000 137,470 1,242,470 175,000 115,522 290,522 930,000 21,948 951,948 290,522
2027 1,130,000 111,392 1,241,392 1,130,000 111,392 1,241,392 1,241,392
2028 1,165,000 84,724 1,249,724 1,165,000 84,724 1,249,724 1,249,724
2029 1,195,000 57,230 1,252,230 1,195,000 57,230 1,252,230 1,252,230
2030 1,230,000 29,028 1,259,028 1,230,000 29,028 1,259,028 1,259,028
Totals $12,845,000 $1,909,771 $14,754,771 $5,405,000 $1,207,435 $6,612,435 $7,440,000 $702,336 $8,142,336 $6,612,435
Cost of Defeasance*: $5,436,652
Estimated Debt Service Savings: $1,175,783
* Includes a cash deposit to the escrow account of approximately$5,416,652 and estimated transaction costs of$20,000.
(a) After the proposed cash defeasance,the PFAC will haw$250,000 in principal amount due from 2019-2026.
Note: The Series 2016 Bonds have an interest rate of 2.36% and a call date of September 1, 2026.
/ EARANDPearland Economic Development Corporation
EI.K t OPMLNT CORPORATION
Tentative Schedule of Events
October -2018 Cash Defeasance of Series 2016
SIMITIWITIFIS Sale Tax Revenue Refunding Bonds
1 2 3 4 5 6
7 8 9 10 11 12 13
14 15 16 17 18 19 20 Date Action Role
21 22 23 24 25 26 27
28 29 30 31 Thursday, October 25, 2018 Presentation and Approval of Defeasance PEDC OHS, BOKFS
Plan and Schedule of Events to Pearland
Economic Development Corporation
March -2019 Monday, March 4, 2019 Presentation and Approval of Defeasance City, OHS, BOKFS
SIMITIWITIFIS
i 2 Plan and Schedule of Events to City of
3 4 5 6 7 8 9 Pearland
10 11 12 13 14 15 16 Thursday, March 14, 2019 Solicit Bids, Structure, Size and Verify OHS, BOKFS
17 18 19 20 21 22 23 the Defeasance Escrow
24 25 26 27 28 29 30
April-2019 Thursday, April 4, 2019 Defeasance/Pay-Off Closing PEDC, City, OHS,
SIMITIWITIFIS and BOKFS
1 2 3 4 5 6
7 8 9 10 11 12 13 PARTICIPANTS
14 15 16 17 18 19 20
21 22 23 24 25 26 27 PEDC — Pearland Economic Development Corporation
28 29 30 City - City of Pearland, Texas
BOKFS — BOK Financial Securities, Inc.
OHS — Orrick, Herrington & Sutcliffe LLP
* Preliminary, subject to change.