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HomeMy WebLinkAboutResolution 08-006 Approving Issuance of Revenue for Waste Management • CITY OF SPOKANE VALLEY SPOKANE COUNTY,WASHTNGTON RESOLUTION NO. 08-006 A RESOLUTION OF THE CITY OF SPOKANE VALLEY, SPOKANE COUNTY, WASHINGTON APPROVING THE ACTION OF THE STATE OF WASHINGTON ECONOMIC DEVELOPMENT FINANCE AUTHORITY AND THE ISSUANCE OF NON-RESOURCE REVENUE BONDS TO FINANCE AN ECONOMIC DEVELOPMENT FACILITY FOR WASTE MANAGEMENT, INC. (the "COMPANY"), AND PROVIDING FOR OTHER MATTERS PROPERLY RELATING THERETO. WHEREAS, on January 29, 2008, the Washington Economic Development Finance Authority ("WEDFA") had presented to it, Resolution No. W-2008-02 (the "Resolution"), a copy of which is attached hereto as Exhibit A, relating to the issuance of non-recourse revenue bonds wherein the proceeds of which would be loaned to the Company for inter alia, the purchase of collection vehicles, containers, and land within currently permitted acreage, located in the City of Spokane Valley at 11720 First Avenue East(the "Project"), all as authorized by the Economic Development Finance Authority Act of 1989, R.C.W. Title 43, Chapter 163, as amended (The "Act"); and WHEREAS, on January 29, 2008, WEDFA unanimously approved the Resolution; and WHEREAS, it is the policy of the Washington Economic Development Finance Authority not to issue revenue bonds except upon the approval of the county, city or town within whose planning jurisdiction the proposed industrial development facility lies; and WHEREAS, the Project lies within the boundaries of the City of Spokane Valley, Spokane County, Washington. NOW, THEREFORE, IT IS HEREBY FOUND, DETERMINED AND ORDERED as follows: Section I: The Spokane Valley City Council (the "Council"), pursuant to the request of the Washington Economic Development Finance Authority, does hereby approve the issuance of non- resource revenue bonds (the "Bonds") by the Washington Economic Development Finance Authority, for the purposes provided in the Act. Section 2: The Bonds shall be issued in the aggregate principal sum of not to exceed $30,000,000 pursuant to a Resolution of WEDFA. The proceeds of the Bonds are to be lent to the Company, pursuant to a loan agreement or other appropriate financing agreement, and used for the purpose of inter alia, constructing and equipping the Project, including the necessary appurtenances located within the boundaries of the City of Spokane Valley, and to pay certain costs of issuance of the Bonds. Section 3: The bonds shall not constitute an obligation of the State of Washington or of the City of Spokane Valley, and no tax funds or revenues of the Sate of Washington or of the City of Spokane Valley shall be used to pay the principal or interest on the Bonds. Neither the faith and credit nor any taxing power of the State of Washington or of the City of Spokane Valley shall be pledged to pay the principal or interest on the Bonds. Section 4: The Spokane Valley City Council hereby approves the issuance of Bonds by WEDFA for the purpose of financing the Project as described herein, a qualified project under the Act. However, Resolution 08-006 Revenue Bonds,Waste Management, Inc. Page I of 2 • such approval shall not waive any of the permitting requirements applicable to this Project, nor in any way modify the City of Spokane Valley's governmental authority with respect to the Project. Section 5. This Resolution is intended to constitute approval of the issuance of revenue bonds within the meaning of the policy of the Washington Economic Development Finance Authority. Section 6. Upon passage and approval of this Resolution, it shall take effective immediately. Approved by the Spokane Valley City Council this 13a day of May, 2008. Ayes: Mayor Munson, Deputy Mayor Denenny; Councilmembers Taylor, Gothmann, Dempsey, Wilhite Nays: a/a Absent: Councilmcrnber Schimmels Abstaining: n/a Spokane Valley Ci • oil f $ / By: '1' Ric-and M on, Mayor ATTEST: /7)4ag:'L. (---hristine Bainbridge, City Clerk r_____ — Approved as to form: . `��r.c� /` Office of t S- City Attorney Resolution 08-006 Revenue Bonds, Waste Management,Inc. Page 2 of 2 EXHIBIT A • RESOLUTION NO. W-2008-02 A RESOLUTION OF THE WASHINGTON ECONOMIC DEVELOPMENT FINANCE AUTHORITY TAKING OFFICIAL ACTION TOWARD THE ISSUANCE OF NONRECOURSE ECONOMIC DEVELOPMENT REVENUE BONDS IN ONE OR MORE SERIES IN A MAXIMUM AMOUNT NOT TO EXCEED $45,000,000 AND AUTHORIZING THE EXECUTION OF AN INDEMNIFICATION AND COMPENSATION AGREEMENT BY AND BETWEEN THE WASHINGTON ECONOMIC DEVELOPMENT FINANCE AUTHORITY AND WASTE MANAGEMENT, INC. OR ITS SUCCESSOR OR ASSIGNS (the "Company"). WHEREAS, the Washington Economic Development Finance Authority (the "Issuer") is a duly organized and existing instrumentality of the State of Washington authorized and empowered by the provisions of RCW Chapter 43.1453 (collectively, the "Act") to issue nonrecourse economic development revenue bonds for the purpose of carrying into effect the construction of improvements and the acquisition of personal properties and provide working capital suitable for use by any industry, and to loan its moneys when necessary or convenient to carry out its powers under the Act; and WHEREAS, the Company has informed the Issuer that it wishes to acquire, construct, equip, and improve the solid waste disposal facilities located in various locations throughout Washington, as more fully described in Exhibit A attached hereto and incorporated herein (the"Site"), all of which are located within the territorial limits of the State of Washington, and the Company has requested the Issuer to issue nonrecourse economic development revenue bonds (the "Bonds") in a maximum amount not to exceed FORTY FIVE MILLION dollars ($45,000,000) pursuant to the Act to carry into effect the acquisition, construction, equipping, and improving of real and personal property and provision of working capital at the Site to be used in the solid waste disposal facilities of the Company, as more fully described in Exhibit A hereto (the "Project"), to loan the proceeds of the Bonds to finance the acquisition, construction, improvement, equipping, and installation of the Project; and WHEREAS, a form of agreement designated as an "Indemnification and Compensation Agreement" has been prepared setting forth the respective agreements and undertaking of the Issuer and the Company with respect to the Bonds and the Project; and WHEREAS, it is considered necessary and desirable for the best interest of the Issuer that the Indemnification and Compensation Agreement be executed fir and on the behalf of the Issuer; and Resolution No. W-2008-02 1 EXHLEIIT A • WHEREAS, the indemnification and Compensation Agreement requires the Company to pay all reasonable and necessary costs incurred by the issuer in connection with the Bonds and/or in connection with the Project; and WHEREAS, the issuer finds that the Project constitutes the development and J improvement of economic development facilities under the Act.; and WHEREAS, it is intended that this resolution shall constitute a declaration of official intent to reimburse Project expenditures within the meaning of Sections 1.103- (8)(T)(a)(5) and 1,150-2 of the Federal Income Tax Regulations. NOW THEREFORE, he it resolved by the Washington Economic Development Finance Authority as follows: Section 1. It is hereby determined that (a) the acquisition, construction and installation of the Project and its operation as an economic development facility; (b) the issuance of the bonds of the Issuer in one or more series and in a maximum amount not In exceed $45,000,000, to finance costs of the Project, such total costs to be financed by the Bonds presently estimated to be approximately $45.000,000; and (c) the execution kind delivery of such contracts and agreements with the Issuer as are necessary to provide for the payment by the Issuer of amounts sufficient to pay the principal of, premium, if any, and interest on the Bonds, together with certain costs of the Issuer, will all be in furtherance of the Act. Section 2. Subject to the conditions listed in Section 3 below, including such other conditions as in the judgement of the Issuer and bond counsel are necessary to insure the validity of the Bonds and the tax-exempt or taxable status of the Bonds, it is the intent of the Issuer to proceed toward the issuance and sale of the Bonds pursuant to the provisions of the Act_ Nothing in this resolution shall be construed as legally binding the Issuer to authorize, issue, or sell the Bonds. Section 3. The authorization, issuance, and sale of the Bonds by the Issuer are • subject to the following conditions: • (a) the Company shall have caused to be issued an irrevocable letter of credit (the "Letter of Credit") by an investment-grade rated commercial bank, acceptable to the Issuer (the "Letter of Credit Bank"), which shall be used to pay and secure the ponds or shall have secured a bond purchase agreement (the "Bond Purchase Agreement") from an Accredited Investor, as such terra is defined in 17 CFR 230,501(a), acceptable to the Issuer, for the purchase of the Bonds; (b) the Company shall enter into such contracts and loan agreements with the Issuer as shall be necessary to secure payment of the principal of; premium, if any, and interest on the Bonds as when the same shall come due and payable; • Rcsolution.No. W-2008-O2 ? EXHIBIT A (c) on or before two (2) years from the date hereof(or such later date as shall be mutually satisfactory to the Issuer and the Company) the Issuer and the Company shall have agreed to mutually acceptable terms and conditions of the contracts and agreements referred to in paragraph (b) of this Section 3; (d) the Issuer shall have received an opinion of bond counsel that, with certain customary exceptions, such of the Bonds which it is intended shall be issued as tax- exempt obligations may he so issued pursuant to the provisions of the Internal Revenue Code of 1986; (e) if required, the Issuer shall have received an allocation of the State ceiling on private activity bonds imposed by Section 146 of the Internal Revenue Code of 1986 in an amount equal to the aggregate face amount of such of the Bonds as shall be issued as tax-exempt obligations, and shall have allocated such amount to the Bonds; (f) the Issuer shall have received evidence that the county, city, or town within whose planning jurisdiction the Project lies has approved the Project and the Bonds or such other evidence satisfactory to the Issuer that the Project will be welcomed by the community in which the Project will be located; and (g) such other conditions as in the judgement of the Issuer and bond counsel are necessary to insure the validity of the Bonds and the tax-exempt status of such of the Bonds as shall be issued as tax-exempt obligations. Section 4. The proper officials of the Issuer are hereby authorized to take such further action as is necessary to carry out the intent and purposes hereof under the terms and conditions stated herein and in compliance with the applicable provisions of law. Section 5. That it is deemed necessary and advisable that the Indemnification and Compensation Agreement be approved and executed for and on behalf of the issuer. Section 6. That an Indemnification and Compensation Agreement by and between the Issuer and the Company be, and the same is hereby, approved and authorized and the Chair of the Issuer is hereby authorized to execute the Indemnification and Compensation Agreement on behalf of the Issuer. Section 7. Each Bond, when and if issued, shall substantially state the following language on the face thereof: THE OBLIGATIONS OF THE ISSUER HEREUNDER SHALL NOT BE DEEMED TO BE A DEBT, LIABILITY, OBLIGATION, OR PLEDGE OF THE FAITH AND CREDIT OF THE STATE OF WASHINGTON, OF ANY MUNICIPALITY, OR OF ANY MUNICIPAL CORPORATION, QUASI MUNICIPAL CORPORATION, SUBDIVISION, OR AGENCY OF THE STATE OF WASHINGTON, OR TO PLEDGE Resolution No. W-2008-02 3 EXHIBITA ANY OR ALL OF THE FA1 1-1 AND CREDIT OF ANY OF THESE ENTITIES. NEITHER THE STATE OF WASHINGTON, THE ISSUER, ANY MUNICIPALITY, OR ANY OTHER MUNICIPAL CORPORATION, QUASI MUNICIPAL CORPORATION, SUBDIVISION, OR AGENCY OF THE STATE OF WASHINGTON IS OBLIGATED TO PAY THE PRINCIPAL OR THE INTEREST THEREON. NO TAX FUNDS .0k GOVERNMENTAL REVENUE MAY BE USED TO PAY THE PRINCIPAL OR INTEREST THEREON. NEITHER ANY OR ALL OF THE FAITH AND CREDIT NOR THE TAXING POWER OF THE STATE OF WASHINGTON, THE ISSUER, JP ANY, OR. ANY MUNICIPAL CORPORATION. QUASI MUNICIPAL. CORPORATION, SUBDIVISION, OR AGENCY THEREOF IS PLEDGED TO THE PAYMENT OF TI•IE PRINCIPAL OR OF THE .INTEREST ON THE BONDS. Section 8. This Resolution shall be effective after its adoption. ADOPTED by the Washington Economic (Development Finance Authority this 29th day of JRnuary, 2008, WASHINGTON ECONOMIC DEVELOPMENT FINANC ' AUTHORITY ) - Cliair Resolution No. W-2008-02 4 EXHIBIT A EXHIBIT A DESCRIPTION OF PROJECT AND SITE The Project will consist of: 1. $565,972—Containers to be located at: Brem Air Disposal, 9300 Barney White Road Southwest, Port Orchard, Kitsap County, WA 98367 2. 5183,425 —Containers to be located at Rural Skagit Sanitation 1 5878 Peterson Road, Burlington, Skagit County, WA 98233 3. $8,400,671—Landfill equipment, improvements and extensions to be located at Greater Wenatchee Regional Land Fill, 191 Webb Place South, East Wenatchee, Douglas County, WA 98802 4. $493,976—Collection vehicles and containers to be located at Waste Management South King County, 701 2nd Street Northwest, Auburn, King County, WA 98001 5. $909,530— Equipment, landfill and real estate, improvements or equipment related to leachate/methane gas treatment, storage or removal. 6. $413,622— Vehicles and containers to be located at Waste Management of Ellensburg, 607 Railroad Avenue North, Ellensburg, Kittitas County, WA 98926. 7. $230,520— Containers to he located at Waste Management of Kennewick, 1611 Washington Street South, Kennewick, Benton County, WA 99337 8. $19,902,063 —Collection Vehicles and containers to be located at Waste Management of Seattle, 81 1 1 l"` Avenue South, Seattle, King County, WA 98106 9. $452,869—Collection vehicles and containers to be located at Waste Management of Wenatchee, 711 Wenatchee Avenue N. #A, Wenatchee, Chelan County, WA 98801 10. $7,121,158—Collection vehicles, containers and real estate located and to be located at Waste Management Northwest, 1821 180th Street Southeast, Bothel, King County, WA 98012 11. $239,609—Containers to be located at Waste Management Sno-King, 13225 126h Place Northeast, Kirkland, King County, WA 98034 Resolution No. W-2008-02 5 EXHIBIT A 12. 86,086,585— Collection vehicles, containers and real estate located and to be located at Waste Management of Spokane, 11720 Is'Avenue East, Spokane Valley, Spokane County, WA 99206 • Resolution No. W-2008-02 6 EXHIBIT A CERTIFICATE 1, the undersigned, Secretary of the Washington Economic Development Finance Authority(herein called the "Issuer"), DO HEREBY CERTIFY: I. That the attached Resolution No. W-2008-02 (herein called the "Resolution") is a true and correct copy of a resolution of the Issuer as finally adopted at a special meeting of the Board of Directors of the Issuer held on the 29th day of January, 2008, and duly recorded in my office. 2. That said meeting was duly convened and held in all aspects in accordance with law, and, to the extent required by law and the by-laws of the Issuer, due and proper notice of such meeting was given; that a legal quorum was present throughout the meeting and a legally sufficient number of members of the Washington Economic Development Finance Authority voted in the proper manner for the adoption of the Resolution; that all other requirements and proceedings incident to the proper adoption of the Resolution have been duly fulfilled, carried out, and otherwise observed; and that .I am authorized to execute this certificate. IN WITNESS THEREOF, I have hereunto set my hand this 29th day of January, 2008. Secretary ----- Resolution No. W-2008-02 7 • STU OF poane -I all 1 1707 E-Sprague Ave- • Suite 106 • Spokane Valley, A 9906 (509) 921-1000 • Fa (509)921-1005 • cityhaIl spokanevalley,org May 19, 2008 • Mr. Rodney G. Wendt Exec ufive Director Washir!gton Economic Development Finance Authority • 1000 Second Avenue, Suite 2700 Startle, WA 981 04-1 046 RE: Washington Economic Development Finance Authority (WEDFA)Tax Exempt/Taxable. Economic Development Revenue Bond Programs; S30,000,000 Waste Management, J.nc, • Dear Mr, Wendt: • • . - Per your April 21, 2008 letter of request, enclosed please find a certified copy of our Resolution 08-006, approved during the May 13 council meeting of the Spokane Valley City Council. Sincerely, • Christine Bainbridge Spokane Valley City Clerk I • {oh • Enc. • • • • • • • • • • • • • ane 11707 E.Sprague Ave. • Suite 106 • Spokane Valiey,+ A 99206 1509) 921-1000 • Fax (50'11921 1008 • cityhaIr spokarrevaliey.org CI' OF SPOKANE V LLE OFFICE OF CITY CLERK !, Christine Bainbridge, City C[erk of Spokane Valley, W shinguon, do hereby certify that the ilia fled is a true and correct copy of City of Spokane Valle). .Resolution 08-006 approved Burin; to May 13, 2008 coutnci I mooting of Spokane Valle}' City Council- Witness m hand and official sea] this I4411dTr r of May, 2008- 72)-1/41 -/ Christine Dainhridee, Spokane Va]!ey Cit t OttrIt i s: , sue° 4 46'1 ` 9 FY' .5.. _` - j WASHINGTON ECONOMIC DEVELOPMENT FINANCE AUTII O IiITY 1000 Second Avenue, Suite 2700 • Seattle, WA 98104-1046 (206)587-5634 • FAX (206)389-2819 E-Mail: wedfa@wshfc.org Monday. April 21,2008 Mr.David Mercier City Manager City of Spokane Valley 11707 E.Sprague Ave.,Suite 106 Spokane Valley,WA 99206 Re: Washington Economic Development Finance Authority( all FA)-Tax-Exempt/Taxable Economic Development Revenue Bond Programs 530,000,0(X) Waste Management, Inc. Project Dear Mr. Mercier. Waste Management, Inc. is planning to purchase collection vehicles,containers and real estate to be used as part of a solid waste facility at 11720 1"Avenue East in Spokane Valley.They intend to finance this project and several others throughout the state through the issuance of WEDFA's tax-exempt nonrecourse economic development revenue bonds. It is the policy of the WEDFA board only to issue bonds in support of projects which would be welcomed by the local community. As part of the issuance process,therefore,we would like the Spokane Valley City Council,as the jurisdiction with planning authority over the project,to consider passage of a "Planning Jurisdiction Approval Resolution",in form substantially as attached, in behalf of the Washington Economic Development Finance Authority(WEDFA)to issue tax-exempt economic development revenue bonds to finance the project. We wish to emphasize that the only purpose of this resolution is to approve Waste Management's use of WEDFA financing for this project. It does not supplement or replace any portion of the normal permitting process. There is no liability created against the City of Spokane Valley,or any other political entity by issuance of WEDFA's bonds. We are planning to begin sale of the bonds in late May. It would greatly assist our timing if the Spokane Valley City Council could consider this approval at an early meeting. I would appreciate it if you could send me a copy of the approved resolution should the Council look on our request favorably. JOBS AND ECONOMIC DEVELOPMENT THROUGH REVENUE BOND FINANCING Mr. David Mercier City Manager • • City of Spokane Valley • April 22, 2008 Page two Please let me know how we can work together to facilitate this process. If you have any questions, please do not hesitate to give me a call. My telephone number is: (206) 587-5634. an my absence, you should also feel free to contact my assistant, Lura Harrison, at (206) 254-5373. 1 look forward to working with you on this project. Sincerely yours, Rodney . Vendt Executive Director cc: D.LaPaul • RESOLUTION NO. A RESOLUTION OF THE SPOKANE VALLEY CITY COUNCIL APPROVING THE ACTION OF THE STATE OF WASHINGTON ECONOMIC DEVELOPMENT FINANCE AUTHORITY AND THE ISSUANCE OF NON-RECOURSE REVENUE BONDS TO FINANCE AN ECONOMIC DEVELOPMENT FACILITY FOR WASTE MANAGEMENT, INC. ("the COMPANY"), AND PROVIDING FOR OTHER MATTERS PROPERLY RELATING THERETO. WHEREAS, on January 29, 2008, the Washington Economic Development Finance Authority ("WEDFA") had presented to it Resolution No. W-2008-02 (the "Resolution"), a copy of which is attached hereto as Exhibit A, relating to the issuance of non-recourse revenue bonds wherein the proceeds of which would be loaned to the Company for inter alia the purchase of collection vehicles, containers, and land within currently permitted acreage, located in the City of Spokane Valley at 11720 First Avenue East (the "Project"), all as authorized by the Economic Development Finance Authority Act of 1989, R.C.W. Title 43, Chapter 163, as amended (the "Act"); and WHEREAS, on January 29, 2008, WEDFA unanimously approved the Resolution; and • WHEREAS, it is the policy of the Washington Economic Development Finance Authority not to issue revenue bonds except upon the approval of the county, city or town within whose planning jurisdiction the proposed industrial development facility lies; and WHEREAS, the Project lies within the boundaries of the City of Spokane Valley, Spokane County, Washington; NOW, THEREFORE, IT IS HEREBY FOUND, DETERMINED AND ORDERED as follows: Section 1: The Spokane Valley City Council (the "Council"), pursuant to the request of the Washington Economic Development Finance Authority, does hereby approve the issuance of non-recourse revenue bonds (the "Bonds") by the Washington Economic Development Finance Authority, for the purposes provided in the Act. Section 2: The Bonds shall be issued in the aggregate principal sum of not to exceed $30,000,000 pursuant to a Resolution of WEDFA. The proceeds of the Bonds are to be lent to the Company, pursuant to a loan agreement or other appropriate financing agreement, and used for the purpose of inter alia constructing and equipping the Project, including the necessary • appurtenances, located within the boundaries of the City of Spokane Valley and to pay certain costs of issuance of the Bonds. • • • Section 3: The Bonds shall not constitute an obligation of the State of Washington or of the City of Spokane Valley, and no tax funds or revenues of the State of Washington or of the City of Spokane Valley shall be used to pay the principal.or interest on the Bonds. Neither the faith and credit nor any taxing power of the State of Washington or of the City of Spokane Valley shall be pledged to pay the principal or interest on the Bonds. Section 4: The Spokane Valley City Council hereby approves the issuance of Bonds by WEDFA for the purpose of financing the Project as described herein, a qualified project under the Act. However, such approval shall not waive any of the permitting requirements applicable to this Project, nor in any way modify the City of Spokane Valley's governmental authority with respect to the Project. Section 5: This Resolution is intended to constitute approval of the issuance of revenue bonds within the•meaning of the policy of the Washington Economic Development Finance Authority. Section 6: Upon passage and approval of this Resolution, it shall take effect immediately. DATED this day of , 2008. • AYES: NOES: ABSENT: ABSTAINING: SPOKANE VALLEY CITY COUNCIL By: Chair ATTEST: Title: