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CITY OF MUSKEGON CITY COMMISSION MEETING JANUARY 26, 2016 CITY COMMISSION CHAMBERS @ 5:30 P.M. AGENDA □ CALL TO ORDER: □ PRAYER: □ PLEDGE OF ALLEGIANCE: □ ROLL CALL: □ HONORS AND AWARDS: □ INTRODUCTIONS/PRESENTATION: □ CITY MANAGER’S REPORT: □ CONSENT AGENDA: A. Approval of Minutes City Clerk B. Vacation of the Remainder of the 16 foot Wide Alley in Block 14 of Continental Addition Planning & Economic Development □ PUBLIC HEARINGS: □ COMMUNICATIONS: □ UNFINISHED BUSINESS: □ NEW BUSINESS: A. Series 2016 Refunding Bonds Finance Director □ ANY OTHER BUSINESS: □ PUBLIC PARTICIPATION: ► Reminder: Individuals who would like to address the City Commission shall do the following: ► Fill out a request to speak form attached to the agenda or located in the back of the room. ► Submit the form to the City Clerk. ► Be recognized by the Chair. ► Step forward to the microphone. ► State name and address. ► Limit of 3 minutes to address the Commission. ► (Speaker representing a group may be allowed 10 minutes if previously registered with City Clerk.) □ CLOSED SESSION: □ ADJOURNMENT: ADA POLICY: THE CITY OF MUSKEGON WILL PROVIDE NECESSARY AUXILIARY AIDS AND SERVICES TO INDIVIDUALS WHO WANT TO ATTEND THE MEETING UPON TWENTY-FOUR HOUR NOTICE TO THE CITY OF MUSKEGON. PLEASE CONTACT ANN MARIE MEISCH, CITY CLERK, 933 TERRACE STREET, MUSKEGON, MI 49440 OR BY CALLING (231) 724- 6705 OR TTY/TDD DIAL 7-1-1- TO REQUEST A REPRESENTATIVE TO DIAL (231) 724-6705. Memorandum To: Mayor and Commissioners From: Frank Peterson Re: City Commission Meeting Date: January 21, 2016 Here is a quick outline of the items on next week’s agenda: 1. Under the consent agenda, we are asking the Commission to for approval of the following: a. Last meeting’s minutes. b. Approval of the vacation of an alley in the Continental Addition. This is a non-existent alley that still shows up on the state’s plat, although it does not appear in our records. The alley is actually a part of Lorin Industries’ parking lot. The discrepancy became apparent as the state was completing the replatting process related to a previous alley vacation request by the City. 2. New Business a. We are proposing that the bonds issued in 2006 be refunded in an effort to reduce borrowing costs. The bonds were initially issued to fund improvements to the fire station, marina, and bike trail. The refunding is expected to save the city approximately $295,000 over the life of the bonds. If there are questions on any agenda items, please try to let staff know in advance, and we will be sure to have the appropriate data/research available at the meeting. Date: January 20, 2016 To: Honorable Mayor and City Commissioners From: Ann Marie Meisch, City Clerk RE: Approval of Minutes SUMMARY OF REQUEST: To approve minutes of the January 11, 2016 Worksession Meeting and the January 12, 2016 Regular City Commission Meeting. FINANCIAL IMPACT: None. BUDGET ACTION REQUIRED: None. STAFF RECOMMENDATION: Approval of the minutes. City of Muskegon City Commission Worksession January 11, 2016 City Commission Chambers 5:30 PM MINUTES 2016-03 Present: Commissioners German, Rinsema-Sybenga, Hood, Gawron, Johnson, Turnquist, and Warren. Absent: None. 285 West Western Update. As part of the potential redevelopment of 285 West Western Avenue, the City of Muskegon will be required to submit a new/updated application to the Michigan Economic Development Corporation. To accomplish this, a number of items need to be completed including updated architectural drawings, updated cost estimates, and updated project proformas. Further, there are a number of safety and security improvements needed at the vacant building, including boarding broken windows and addressing roof drainage issues. City staff is requesting permission to expend up to $45,000 in pre-construction expenses at 285 W. Western to prepare the MEDC application, bid the project, and address a number of pressing security and safety items. Staff recommendation: To authorize staff to expend up to $45,000 in pre-construction expenses related to the redevelopment of 285 West Western. This item will be considered by the City Commission at its January 12, 2016 Commission meeting. Business Improvement District. The City Commission approved the creation of a BID special assessment district at the November 24, 2015 meeting and the Special Assessment Roll is now ready to be confirmed. The assessments will go towards various downtown expenditures, including snow removal on sidewalks, spring/fall cleanup and landscaping, holiday decorating, banners & directional signs, marketing/advertising and art. The BID assessment includes both a “Class A” and a “Class B” district. Since the November 24th Commission meeting, the maximum amount to be assessed for Class B properties is $750, rather than the $3,000 that is the maximum assessed for Class A properties. In addition, if the Special assessment roll is confirmed, it is requested that the City Commission authorize a loan payment to the BID in the amount $5,000 to cover initial expenses for the BID until the assessment proceeds are collected. Financial Impact: The total estimated cost of services with the BID is $128,467.36 of which approximately 90% ($115,942.02) will be paid by the special assessment to property owners, with the remaining cost being paid by the City. If the load to the BID in the amount of $45,000 is approved, it will be paid back with the assessments as they are collected. This item will be considered by the City Commission at its January 12, 2016 Commission meeting. LED Sign at Farmers Market. This is a request to authorize staff to enter into an agreement with Allsigns LLC out of Muskegon to purchase and install an LED digital sign at the Farmers Market using a 16mm lighting system to enhance visibility for a cost of $29,550.00. This item will be considered by the City Commission at its January 12, 2016 Commission meeting. Adjournment. Motion by Commissioner Hood, seconded by Commissioner Johnson to adjourn at 6:35 p.m. MOTION PASSES ____________________________ Ann Marie Meisch, MMC City Clerk CITY OF MUSKEGON CITY COMMISSION MEETING JANUARY 12, 2016 CITY COMMISSION CHAMBERS @ 5:30 P.M. MINUTES The Regular Commission Meeting of the City of Muskegon was held at City Hall, 933 Terrace Street, Muskegon, MI at 5:30 p.m., Tuesday, January 12, 2016. Reverend Tim VanderHaar, First Congregational Church, opened the meeting with prayer, after which the Commission and public recited the Pledge of Allegiance to the Flag. ROLL CALL FOR THE REGULAR COMMISSION MEETING: Present: Mayor Stephen Gawron, Vice Mayor Eric Hood, Commissioners Debra Warren, Willie German, Jr., Dan Rinsema-Sybenga, Byron Turnquist, and Ken Johnson, Acting City Manager Mohammed Al-Shatel, City Attorney John Schrier, and City Clerk Ann Meisch. 2016-04 HONORS AND AWARDS: A. Muskegon Catholic Central – 2015 Division 8 State Football Champions Mayor Gawron and the Commission congratulated the Muskegon Catholic Central Crusaders Coach, Steve Czerwon, and the team for the Division 8 State Championship and presented them with a Certificate of Recognition and a sign. 2016-05 CONSENT AGENDA: A. Approval of Minutes City Clerk SUMMARY OF REQUEST: To approve minutes of the December 7, 2015 Worksession Meeting, the December 8, 2015 City Commission Meeting, the December 16, 2015 Special Commission Meeting, and the January 4, 2016 Organizational Meeting. FINANCIAL IMACT: None BUDGET ACTION REQUIRED: None STAFF RECOMMENDATION: Approval of the minutes. B. Approval of A Neighborhood Enterprise Zone Certificate Planning and Economic Development SUMMARY OF REQUEST: An application for a Neighborhood Enterprise Zone (NEZ) certificate has been received from John and Jeannie Platt for the new construction of a home at 333 Terrace Point Circle. The property is located in a Neighborhood Enterprise Zone for new construction. The application states that the estimated cost for construction will be $395,323. The applicant has met local and state requirements for the issuance of the NEZ certificate. Approval or denial by the City Commission is required within 60 days of the application date and must be forwarded to the State Tax Commission. FINANCIAL IMPACT: Taxation will be 50% of the State average for the next 12 years. BUDGET ACTION REQUIRED: None STAFF RECOMMENDATION: Approval of the NEZ certificate. C. Sale of a Portion of the Property at 1690 Creston Street Planning and Economic Development SUMMARY OF REQUEST: Staff is seeking approval to sell a portion of the buildable, industrial zoned lot at 1690 Creston Street to the adjacent business, Production Fabricators, Inc. at 1608 Creston Street, which is located in Muskegon Township. They are seeking to expand their business onto this lot with a building addition. They are requesting to purchase about 40% of the 2.45 acre lot and to also retain a 60’ by 180’ access easement on the remaining parcel for truck access. By creating the easement on the lot, instead of selling this portion of the land, it will allow the remaining lot to meet the minimum lot standards for a buildable lot. The City leases space to Muskegon Central Dispatch on the current lot for the communications tower located on site. The portion of the land to be sold will not interfere with the portion leased by Muskegon Central Dispatch. Production Fabricators has offered $15,000 for the portion of the lot. Planning Commission approved the site plan for the building addition, contingent upon the sale or the lot, at their December 2015 meeting. FINANCIAL IMPACT: Staff recommends a sale price of $15,000. BUDGET ACTION REQUIRED: None STAFF RECOMMENDATION: Approval and signature of the purchase agreement, easement agreement, and resolution. E. Lease Agreement Between Envirologic and City of Muskegon Planning and Economic Development SUMMARY OF REQUEST: Envirologic, headquartered in Kalamazoo, has provided environmental site assessment services for the City over the past several years. Most recently, they were granted the contract for the USEPA Site Assessment Grant. Since they will be in the City of Muskegon frequently over the next few years while providing site assessment services for the grant, they have agreed, and desire, to have a satellite office in the City. The lease will allow Envirologic to have their Muskegon Satellite location at City Hall. The space allocated will be approximately 170 square feet in the CNS department. (However, it may be moved if that space is needed for another use in the future.) FINANCIAL IMPACT: Enviorlogic will not require any equipment to be provided to them. They will pay a monthly rate of $300. BUDGET ACTION REQUIRED: None STAFF RECOMMENDATION: To approve the lease and authorize the Mayor and Clerk’s signatures. F. MDOT - City Amending the Agreement for Muskegon and Webster Engineering SUMMARY OF REQUEST: Authorize staff to sign the amendment to the agreement with Michigan Department of Transportation extending the completion date of the project to May 27, 2016 instead of the December 31, 2015 date in the original agreement and adopt a resolution authorizing Mohammed Al-Shatel to execute said amendment. FINANCIAL IMPACT: None BUDGET ACTION REQUIRED: None STAFF RECOMMENDATION: Authorize staff to sign the agreement/contract amendment. G. Approval of 285 West Western Preliminary Expenses City Manager SUMMARY OF REQUEST: As part of the potential redevelopment of 285 West Western Avenue, the City of Muskegon will be required to submit a new/updated application to the Michigan Economic Development Corporation. To accomplish this, a number of items need to be completed, including updated architectural drawings, updated cost estimates, and updated project proformas. Further, there are a number of safety and security improvements needed at the vacant building, including boarding broken windows and addressing roof drainage issues. City staff is requesting permission to expend up to $45,000 in pre-construction expenses at 285 West Western to prepare the MEDC application, bid the project, and address a number of pressing security and safety items. FINANCIAL IMPACT: Up to $45,000 BUDGET ACTION REQUIRED: This change will be reflected in the Second Quarter Status Report. STAFF RECOMMENDATION: To authorize staff to expend up to $45,000 in pre- construction expenses related to the redevelopment of 285 West Western and to suspend the purchasing policy as it relates to the $45,000.00. H. Approval of Trades-Services Procurement 2016 Proposals for CNS Community and Neighborhood Services SUMMARY OF REQUEST: To approve the following Trades - Services procured through sealed bid proposals producing the lowest responsible bidder: • Appraisals – Midwest Real Estate Services • Building Contractor – Custom Exteriors • Electrical Contractor – Belasco Electric • Mechanical Contractor – Accurate Mechanical Services • Plumbing Contractor – Brett Noordhoff Plumbing • Property Maintenance – Walker Handyman Enterprises • Realtor – Greenridge Realty, Inc. • Specification Writer – Hager Consulting, LLC • Structural Engineer/Surveyor – Westshore Consulting FINANCIAL IMPACT: None BUDGET ACTION REQUIRED: None STAFF RECOMMENDATION: To approve the procured Trades Contractors and Service providers for Community and Neighborhood Services during 2016 with possible one year extension. I. Assessing Agreement City Manager SUMMARY OF REQUEST: Staff would like to continue utilizing Muskegon County Equalization as our Assessor. The proposed agreement will be for five years beginning July 1, 2016 but may be terminated with 90 days written notice. The agreement calls for an annual base fee of $320,000 with a two percent increase annually. FINANCIAL IMPACT: $320,000 per year with a two percent increase annually. BUDGET ACTION REQUIRED: None STAFF RECOMMENDATION: To authorize the Mayor and Clerk to sign the agreement. J. Liquor License Request – Racquets, 446 Western Avenue Public Safety SUMMARY OF REQUEST: The Muskegon Police Department has received an Application for Temporary Authorization from Downtown Pinnacle Properties (dba Racquets Downtown Grill) for a charity event scheduled for February 4, 2016 to February 6, 2016. The liquor license request is to include Western Avenue between 3rd and 4thStreets. Spirits will be served. The State of Michigan Liquor Control Commission is asking for local commission approval for use of the city street before the license is issued. This is a repeat event and the Muskegon Police Department finds no reason to deny this request. FINANCIAL IMPACT: None BUDGET ACTION REQUIRED: None STAFF RECOMMENDATION: Approval of the request. L. Community Relations Committee Recommendations for Various City Boards and Committees City Clerk SUMMARY OF REQUEST: Accept the recommendations from the Community Relations Committee and appoint to the • Board of Review – Tracie Webb and Don Correll • Citizen’s Police Review Board – David Bukala, Ruby Clark, Phyllis Loudermill, and Quinton Cooley • Citizen’s District Council – Thomas Pastoor, Kim McDonald, and Geoffrey Burr • Construction Board of Appeals – Chad Grinwis, Harold Callendar, and Michael McPhall • Downtown Development Authority – Michael Kleaveland and Paul Edbrooke • Election Commission – Wanda Matsey • Equal Opportunity Committee – Rosie Buchanan, Charlotte Johnson, and Betty Cheeks • Historic District Commission – Andrea Riegler and Karen Panozzo • Housing Code Board of Appeals – Ed Simmons and Gregory Borgman • Housing Commission – Rosie Mae Walker • Income Tax Board of Review – Jason Meekhof • Local Development Finance Authority – Andy Wible and Jason Meekhof • Local Officer’s Compensation Commission – Virgie Jackson • Zoning Board of Appeals – Stephen Warmington Accept the resignation of Charles Anderson from the Citizen’s Police Review Board and David Wagner from the Citizen’s District Council. FINANCIAL IMPACT: None BUDGET ACTION REQUIRED: None STAFF RECOMMENDATION: Approval Motion by Commissioner Johnson, second by Commissioner German, to approve the consent agenda as read with the exception of items D and K. ROLL VOTE: Ayes: Hood, Warren, German, Rinsema-Sybenga, Turnquist, Johnson, and Gawron Nays: None MOTION PASSES 2016-06 ITEMS REMOVED FROM CONSENT AGENDA: D. Operations Management Contract for Kitchen 242 – Pioneer Resources & City of Muskegon Planning & Economic Development SUMMARY OF REQUEST: The City contracted with Pioneer Resources to provide operations management of the Farmers’ Market commercial kitchen (Kitchen 242) in May 2014. The contract technically expired several months ago, although Pioneer Resources continues to provide operations management. The new one year contract will start January 15, 2016. FINANCIAL IMPACT: Per the terms of the contract, the manager shall provide the staffing, management and operations of the facility. The City shall pay for the utility costs. The manager shall track revenue and expenses and turn over any net proceeds to the City. BUDGET ACTION REQUIRED: None STAFF RECOMMENDATION: To approve the contract and authorize the Mayor and Clerk’s signatures. STAFF RECOMMENDATION: Approval Motion by Commissioner Rinsema-Sybenga, second by Commissioner Johnson, to approve the contract and authorize the Mayor and Clerk’s signatures. ROLL VOTE: Ayes: Warren, German, Rinsema-Sybenga, Turnquist, Johnson, Gawron, and Hood Nays: None MOTION PASSES K. LED Sign at the Farmer’s Market Engineering SUMMARY OF REQUEST: Authorize staff to enter into an agreement with Allsigns LLC out of Muskegon to purchase and install an LED digital sign at the Farmer’s Market using a 16 mm lighting system to enhance visibility for a cost of $29,550.00. Allsigns is being recommended as a result of the bid tabulation. FINANCIAL IMPACT: Cost of purchase and installation of $29,550. BUDGET ACTION REQUIRED: None at this time, however, future budget reforecasts might have to be revised to account for this expense. STAFF RECOMMENDATION: Authorize staff to enter into an agreement with Allsigns LLC. Motion by Commissioner German, second by Vice Mayor Hood, to authorize staff to enter into an agreement with Allsigns LLC. ROLL VOTE: Ayes: German, Rinsema-Sybenga, Turnquist, Johnson, Gawron, Hood, and Warren Nays: None MOTION PASSES 2016-07 PUBLIC HEARINGS: A. BID Special Assessment – Resolution Confirming Special Assessment Roll Planning and Economic Development SUMMARY OF REQUEST: The City Commission approved the creation of a BID special assessment district at the November 24, 2015 meeting and the Special Assessment Roll is now ready to be confirmed. The assessments will go towards various downtown expenditures, including snow removal on sidewalks, spring/fall cleanup and landscaping, holiday decorating, banners and directional signs, marketing/advertising and art. The BID assessment includes both a “Class A” and a “Class B” district. Since the November 24 Commission meeting, the maximum amount to be assessed for Class B properties is $750, rather than the $3,000 that is the maximum assessed for Class A properties. In addition, if the Special Assessment Roll is confirmed, it is requested that the City Commission authorize a loan payment to the BID in the amount of $45,000 to cover initial expenses for the BID until the assessment proceeds are collected. FINANCIAL IMPACT: The total estimated cost of services within the BID is $128,467.36 of which approximately 90% ($115,942.02) will be paid by the special assessment to property owners, with the remaining cost being paid by the City. If the load to the BID in the amount of $45,000 is approved, it will be paid back with the assessments as they are collected. BUDGET ACTION REQURIED: None STAFF RECOMMENDATION: To approve the resolution approving the confirmation of the special assessment roll and authorize the Mayor and Clerk to sign. In addition, if the Special Assessment Roll is approved, to also approve the $45,000 loan to the BID to cover initial expenses. PUBLIC HEARING COMMENCED: Cathy Brubaker-Clarke addressed the commission and presented information regarding four letters received in opposition, they are from the following: Janski LLC – 297 W. Clay #104; David L. Bolen – 750 Pine; Easter Jones Gill – 830 Pine, 840 Pine, 839 Pine, 845 Pine, and 849 Pine; Hairitage Properties, LLC – 935 Jefferson. Alan Jager – Holton Duck Lake Road, Holton, MI 49425 owner of 275 W. Clay spoke in opposition of the assessment. Motion by Commissioner German, second Commissioner Rinsema-Sybenga, to close the Public Hearing. ROLL VOTE: Ayes: Rinsema-Sybenga, Turnquist, Johnson, Gawron, Hood, Warren, and German Nays: None MOTION PASSES Motion by Commissioner Johnson, second Vice Mayor Hood, to approve the resolution approving the confirmation of the special assessment roll and authorize the Mayor and Clerk to sign. In addition, if the Special Assessment Roll is approved, to also approve the $45,000 loan to the BID to cover initial expenses. ROLL VOTE: Ayes: Turnquist, Johnson, Gawron, Hood, Warren, German, and Rinsema-Sybenga Nays: None MOTION PASSES PUBLIC PARTICIPATION: Public Comments were received. ADJOURNMENT: The City Commission Meeting adjourned at 6:24 p.m. Respectfully Submitted, Ann Marie Meisch, MMC, City Clerk Commission Meeting Date: January 26, 2016 Date: January 21, 2016 To: Honorable Mayor and City Commissioners From: Planning & Economic Development RE: Vacation of the Remainder of the 16 ft. Wide Alley in Block 14 of Continental Addition SUMMARY OF REQUEST: Lorin Industries at 1960 Roberts St is requesting to vacate the remainder of the 16 ft. wide alley in Block 14 of Continental Addition, north of Keating and South of vacated Nims (east of Vulcan (vacated) and west of Roberts Street) FINANCIAL IMPACT: None BUDGET ACTION REQUIRED: None STAFF RECOMMENDATION: Staff recommends vacation of the street, with the condition that all utility easement rights be retained. COMMITTEE RECOMMENDATION: The Planning Commission unanimously recommended vacation of the alley at their January meeting. 1/21/2016 1 CITY OF MUSKEGON RESOLUTION #2016- RESOLUTION TO VACATE A PUBLIC ALLEY WHEREAS, a petition has been received to vacate the remainder of the 16 ft. wide alley in Block 14 of Continental Addition, north of Keating and South of vacated Nims (east of Vulcan (vacated) and west of Roberts Street); and WHEREAS, the Planning Commission held a public hearing on January 12, 2016 to consider the petition and subsequently recommended the vacation; and WHEREAS, due notice had been given of said hearing as well as the January 26, 2016 City Commission meeting to consider the recommendation of the Planning Commission; NOW, THEREFORE, BE IT RESOLVED that the City Commission deems it advisable for the public interest to vacate and discontinue the remainder of the 16 ft. wide alley in Block 14 of Continental Addition, north of Keating and South of vacated Nims (east of Vulcan (vacated) and west of Roberts Street); and BE IT FURTHER RESOLVED that the City Commission does hereby declare the said portion of alley vacated and discontinued provided, however, that this action on the part of the City Commission shall not operate so as to conflict with any fire access or the utility rights heretofore acquired by the City or by any public service utility in the City of Muskegon, operating in, over and upon said portion of street hereby vacated, and it is hereby expressly declared that any such rights shall remain in full force and effect; BE IT FURTHER RESOLVED that after any maintenance and repair by the City, the city shall restore the disturbed area to the grade and paving in existence at the time of vacation. The City shall not be responsible to replace special planting, landscaping, fences or any structure. No structure shall be placed in the vacated street which, in the sole judgment of the City, will interfere with the repair or maintenance of utilities in the easement, public or private. Adopted this 26th day of January, 2016. Ayes: Nays: Absent: By: Stephen J. Gawron, Mayor Attest: Ann Meisch, MMC, City Clerk CERTIFICATE (Vacation of the remainder of the 16 ft. wide alley in Block 14 of Continental Addition, north of Keating and South of vacated Nims [east of Vulcan (vacated) and west of Roberts Street]) I hereby certify that the foregoing constitutes a true and complete copy of a resolution adopted by the City Commission of the City of Muskegon, County of Muskegon, Michigan, at a regular meeting held on January 26, 2016. ______________________________ Ann Meisch, MMC Clerk, City of Muskegon CITY OF MUSKEGON PLANNING COMMISSION STAFF REPORT (EXCERPT) BACKGROUND 1. In 2014, Newkirk Electric petitioned to have Nims St, Vulcan St and the alley between Brunswick St and Vulcan St vacated. The request was approved by Planning Commission and City Commission. In order to utilize the areas that were once publicly owned, they had to replat the area through Circuit Court. During the replatting process, it came to the attention of the State that there is still an alley on the books between the vacated Vulcan St and Roberts St, even though there is not a physical alley there. This “paper alley” is located on the parking lot of Lorin Industries. In order to complete the replatting process, Lorin Industries has petitioned to vacate this alley and they will join Newkirk Electric in their suit to replat the block. Paper Alley between Vulcan St (vacated) and Roberts St Aerial Map Recently vacated Nims St, Vulcan St and Alley in red Proposed vacated alley in blue Commission Meeting Date: January 26, 2016 Date: January 20, 2016 To: Honorable Mayor and City Commissioners From: Finance Director RE: Series 2016 Refunding Bonds SUMMARY OF REQUEST: Attached is a letter from the City’s bond counsel along with a Resolution Authorizing Issuance of Limited Tax General Obligation Refunding Bonds, Series 2016. The Resolution authorizes the issuance of Bonds in an amount not to exceed $5,100,000 to refinance the City’s Limited Tax General Obligation Bonds, Series, 2006. At this time, it is believed to be in the City’s best interest to refund the outstanding Series 2006 bonds which were issued in October 2006. FINANCIAL IMPACT: If the refunding is completed, interest savings (on a net present value basis) are projected to be $295,000. BUDGET ACTION REQUIRED: None at this time. Once the bonds are sold, debt service will be budgeted over the life of the bonds (16 years). STAFF RECOMMENDATION: Approval of the attached resolution. RESOLUTION AUTHORIZING ISSUANCE OF LIMITED TAX GENERAL OBLIGATION REFUNDING BONDS, SERIES 2016 ___________________________________ CITY OF MUSKEGON County of Muskegon, State of Michigan ___________________________________ Minutes of a regular meeting of the City Commission of the City of Muskegon, County of Muskegon, Michigan, held in the City, on the 26th day of January, 2016 at 5:30 p.m., prevailing Eastern Time. PRESENT: Members: ______________________________________________________ ABSENT: Members: ______________________________________________________ The following preamble and resolution were offered by Member ____________________ and supported by Member _____________________. MILLER, CANFIELD, PADDOCK AND STONE, P.L.C. WHEREAS, Act 34, Public Acts of Michigan, 2001, as amended (“Act 34”), authorizes the City of Muskegon, County of Muskegon, Michigan (the “City”) to refund or advance refund all or any part of its outstanding securities; and WHEREAS, the City of Muskegon, County of Muskegon, State of Michigan (the “City”) has previously issued its Limited Tax General Obligation Bonds, Series 2006, dated October 24, 2006, in the original principal amount of $5,400,000 (the “Prior Bonds”); and WHEREAS, the Prior Bonds were issued to pay part of the cost of (i) a new fire station and (ii) certain marina and trail system improvements, together with necessary site preparation and improvements; and WHEREAS, the Prior Bonds are “outstanding securities” of the City within the meaning of Act 34; and WHEREAS, the City has been advised that it may be able to accomplish a net savings of debt service costs by refunding all or a portion of the outstanding Prior Bonds through the issuance of refunding bonds by the City; and WHEREAS, the City desires to issue refunding bonds pursuant to Act 34 in an aggregate principal amount of not to exceed Five Million One Hundred Thousand Dollars ($5,100,000) for the purpose of paying all or part of the cost of refunding all or part of the Prior Bonds in order to achieve interest cost savings for the benefit of the City and its taxpayers; and WHEREAS, the City desires to negotiate the sale of the Bonds to Robert W. Baird & Co. (the “Underwriter”) within the parameters established by this Resolution. NOW, THEREFORE, BE IT RESOLVED THAT: 1. Authorization of Bonds; Bond Details. Bonds of the City shall be issued in the aggregate principal amount of not to exceed Five Million One Hundred Thousand Dollars ($5,100,000), as finally determined upon sale thereof, to be designated LIMITED TAX GENERAL OBLIGATION REFUNDING BONDS, SERIES 2016 (the “Bonds”), for the purpose of paying the cost of refunding all or a portion of the Prior Bonds and issuance costs of the Bonds. The Bonds shall consist of bonds registered as to principal and interest of the denomination of $5,000 or multiples thereof not exceeding for each maturity the aggregate principal amount of such maturity. The Bonds will be dated as of the date of delivery, or such other date as determined by the City Manager or Director of Finance (each, an “Authorized Officer”), be payable on October 1 (or such other date as determined at the time of sale thereof) in the years and in the annual amounts determined at the time of sale, provided that the final maturity date of the Bonds shall not exceed the final maturity date of the Prior Bonds. The Bonds shall bear interest at a rate or rates to be determined upon negotiated sale thereof, payable semi-annually on April 1 and October 1, first payable as determined by an Authorized Officer at the time of sale, provided that the interest rate on the Bonds shall not exceed 5.00% per annum and the underwriter’s discount shall not exceed 2.00% of the par amount of the Bonds, exclusive of original issue discount. The Bonds may be issued as serial or term bonds or both and may be subject to redemption prior to maturity as determined at the time of sale. MILLER, CANFIELD, PADDOCK AND STONE, P.L.C. Interest on the Bonds shall be paid by check drawn on the Transfer Agent mailed to the registered owner of the Bonds at the registered address, as shown on the registration books of the City maintained by the Transfer Agent. Interest shall be payable to the registered owner of record as of the fifteenth day of the month prior to the payment date for each interest payment. The date of determination of registered owner for purposes of payment of interest as provided in this paragraph may be changed by the City to conform to market practice in the future. The principal of the Bonds shall be payable at The Bank of New York Mellon Trust Company, N.A., Detroit, Michigan, or such other transfer agent as may be designated by an Authorized Officer, as a registrar and transfer agent for the Bonds (the “Transfer Agent”). Unless waived by any registered owner of Bonds to be redeemed, official notice of redemption shall be given by the Transfer Agent on behalf of the City. Such notice shall be dated and shall contain at a minimum the following information: original issue date; maturity dates; interest rates; CUSIP numbers, if any; certificate numbers (and in the case of partial redemption) the called amounts of each certificate; the redemption date; the redemption price or premium; the place where Bonds called for redemption are to be surrendered for payment; and that interest on Bonds or portions thereof called for redemption shall cease to accrue from and after the redemption date. In addition, further notice shall be given by the Transfer Agent in such manner as may be required or suggested by regulations or market practice at the applicable time, but no defect in such further notice nor any failure to give all or any portion of such further notice shall in any manner defeat the effectiveness of a call for redemption if notice thereof is given as prescribed herein. -2- 2. Execution of Bonds; Book-Entry Only Form. The Bonds shall be signed by the facsimile signatures of the Mayor and the City Clerk and shall have the facsimile seal of the City printed on the Bonds. No Bond shall be valid until authenticated by an authorized representative of the Transfer Agent. The Bonds shall be delivered to the Transfer Agent for authentication and be delivered by it to the purchaser in accordance with instructions from the Director of Finance upon payment of the purchase price for the Bonds in accordance with the offer therefor when accepted. Executed blank certificates for registration and issuance to transferees shall simultaneously, and from time to time thereafter as necessary, be delivered to the Transfer Agent for safekeeping. The Bonds may be issued in book-entry-only form through The Depository Trust Company in New York, New York (“DTC”) and the Authorized Officers are authorized to execute such custodial or other agreements with DTC as may be necessary to accomplish the issuance of the Bonds in book entry only form and to make such change in the Bond Form within the parameters of this Resolution as may be required to accomplish the foregoing. 3. Transfer of Bonds. The Transfer Agent shall keep the books of registration for this issue on behalf of the City. Any Bond may be transferred upon such registration books by the registered owner of record, in person or by the registered owner’s duly authorized attorney, upon surrender of the Bond for cancellation, accompanied by delivery of a duly executed written instrument of transfer in a MILLER, CANFIELD, PADDOCK AND STONE, P.L.C. form approved by the Transfer Agent. Whenever any Bond or Bonds shall be surrendered for transfer, the City shall execute and the Transfer Agent shall authenticate and deliver a new Bond or Bonds, for like aggregate principal amount. The Transfer Agent shall require the payment by the bondholder requesting the transfer of any tax or other governmental charge required to be paid with respect to the transfer. 4. Security for Bonds; Limited Tax Pledge of City; Defeasance of Bonds. The City hereby pledges its limited tax full faith and credit for the prompt payment of the principal and interest on the Bonds. The City shall, each year budget the amount of the debt service coming due in the next fiscal year on the principal of and interest on the Bonds and shall advance as a first budget obligation from its general funds available therefor, or, if necessary levy taxes upon all taxable property in the City subject to applicable constitutional, statutory and charter tax rate limitations, such sums as may be necessary to pay such debt service in said fiscal year. The City Treasurer is authorized and directed to open a separate fund with a bank or trust company designated by the City Commission to be known as the LIMITED TAX GENERAL OBLIGATION REFUNDING BONDS, SERIES 2016 DEBT RETIREMENT FUND (the “Debt Retirement Fund”), the moneys to be deposited into the Debt Retirement Fund to be specifically earmarked and used solely for the purpose of paying principal of and interest on the Bonds as they mature. Into said fund there shall be placed the accrued interest, if any, received at the time of delivery of the Bonds. In the event cash or direct obligations of the United States or obligations the principal of and interest on which are guaranteed by the United States, or a combination thereof, the principal of and interest on which, without reinvestment, come due at times and in amounts sufficient to pay the principal of and interest on the Bonds when due, shall be deposited in trust, this Resolution shall be defeased and the owners of the Bonds shall have no further rights under this Resolution except to receive payment of the principal of and interest on the Bonds from the cash or securities deposited in trust and the interest and gains thereon and to transfer and exchange Bonds as provided herein. 5. Issuance Fund; Escrow Account; Proceeds of Bond Sale. Proceeds of the Bonds shall be -3- used to pay the costs of issuance of the Bonds and to secure payment of the Prior Bonds to be refunded (the “Refunded Bonds”) as provided in this paragraph. Upon receipt of the proceeds of sale of the Bonds, the accrued interest and premium, if any, shall be deposited in the Debt Retirement Fund for the Bonds. From the proceeds of the Bonds there shall next be set aside a sum sufficient to pay the costs of issuance of the Bonds in a fund designated LIMITED TAX GENERAL OBLIGATION REFUNDING BONDS, SERIES 2016 BOND ISSUANCE FUND (the “Bond Issuance Fund”), which may be established by the City or an escrow agent. The moneys in the Bond Issuance Fund shall be used solely to pay the costs of issuance of the Bonds. Any amounts remaining in the Bond Issuance Fund after payment of issuance expenses shall be transferred to the Debt Retirement Fund for the Bonds. The balance of the proceeds of the Bonds, together with other available funds of the City, if any, shall be deposited in an escrow fund (the “Escrow Fund”) consisting of cash or cash and investments in direct obligations of or obligations the principal of and interest on where are unconditionally guaranteed by the United States of America or other obligations the principal of and interest on which are fully secured by the foregoing (the “Escrow Securities”) and used to pay the principal of and interest on all or a portion of the Refunded Bonds as determined by an Authorized Officer at the time of sale. Each of the Authorized Officers is hereby authorized to select and appoint a bank or trust company qualified to serve as Escrow Agent (the “Escrow Agent”) and to negotiate the terms of and execute and deliver an Escrow Agreement (the “Escrow Agreement”) on behalf of the City. The Escrow Fund shall be held by pursuant to the Escrow Agreement which shall irrevocably direct the Escrow Agent to take all necessary steps to MILLER, CANFIELD, PADDOCK AND STONE, P.L.C. call the Refunded Bonds for redemption on the first date such Refunded Bonds may be called for redemption. Each Authorized Officer is authorized and directed to appoint an Escrow Agent and execute the Escrow Agreement on behalf of the City. The amounts held in the Escrow Fund shall be such that the cash and investments and income received thereon will be sufficient without reinvestment to pay the principal of and interest on the Refunded Bonds when due at maturity or call for redemption as required by this section. Each Authorized Officer is authorized and directed to purchase or cause to be purchased, Escrow Securities, including but not limited to, United States Treasury Obligations – State and Local Government Series (SLGS), in an amount sufficient to fund the Escrow Fund. 6. Bond Form. The Bonds shall be in substantially the following form with such changes as may be required to conform to the final terms of the Bonds established by the Sale Order: -4- UNITED STATES OF AMERICA STATE OF MICHIGAN COUNTY OF MUSKEGON CITY OF MUSKEGON LIMITED TAX GENERAL OBLIGATION REFUNDING BOND, SERIES 2016 Date of Interest Rate Maturity Date Original Issue CUSIP October 1, ____ _________, 2016 Registered Owner: Principal Amount: Dollars MILLER, CANFIELD, PADDOCK AND STONE, P.L.C. The City of Muskegon, County of Muskegon, State of Michigan (the “City”), acknowledges itself to owe and for value received hereby promises to pay to the Registered Owner specified above, or registered assigns, the Principal Amount specified above, in lawful money of the United States of America, on the Maturity Date specified above, unless prepaid prior thereto as hereinafter provided, with interest thereon (computed on the basis of a 360 day year consisting of twelve 30-day months) from the Date of Original Issue specified above or such later date to which interest has been paid, at the Interest Rate per annum specified above, payable on October 1, 2016 and semiannually thereafter. Principal of this bond is payable upon presentation and surrender of this bond at the corporate trust office of The Bank of New York Mellon Trust Company, N.A., Detroit, Michigan, as registrar and transfer agent for the Bonds or such other transfer agent as the City may hereafter designate (the “Transfer Agent”) by notice mailed to the registered owner not less than sixty (60) days prior to an interest payment date. Interest on this bond is payable to the person or entity which is the registered owner of record as of the 15th day of the month preceding the interest payment date as shown on the registration books of the City kept by the Transfer Agent, by check or draft mailed by the Transfer Agent to the registered owner of record at the registered address. This bond is one of a series of bonds of even date of original issue aggregating the principal sum of $_________, issued pursuant to Act 34, Public Acts of Michigan, 2001, as amended, and a resolution duly adopted by the City Commission of the City for the purpose of paying all or part of the cost of refunding certain outstanding securities of the City. This bond, including the interest thereon, is payable as a first budget obligation from the general funds of the City, and the City is required, if necessary, to levy ad valorem taxes on all taxable property in the City for the payment thereof, subject to applicable constitutional, statutory, and charter tax rate limitations. For prompt payment of this bond, both principal and interest, the full faith, credit and resources of the City are hereby irrevocably pledged. Bonds maturing in the years 2017 through 20__, inclusive, shall not be subject to redemption prior to maturity. Bonds or portions of bonds in multiples of $5,000 maturing in the year 20__ and thereafter shall be subject to redemption prior to maturity, at the option of the City, in any order of maturity and by lot within any maturity, on any date on or after May 1, 20__, at par and accrued interest to the date fixed for redemption. -5- [Insert Term Bond redemption provisions, if necessary.] In case less than the full amount of an outstanding bond is called for redemption, the Transfer Agent, upon presentation of the bond called for redemption, shall register, authenticate and deliver to the registered owner of record a new bond in the principal amount of the portion of the original bond not called for redemption. Notice of redemption shall be given to the registered owner of any bond or portion thereof called for redemption by mailing of such notice not less than thirty (30) days prior to the date fixed for redemption to the registered address of the registered owner of record. A bond or portion thereof so called for redemption shall not bear interest after the date fixed for redemption provided funds are on hand with the Transfer Agent to redeem said bond or portion thereof. This bond is transferable only upon the registration books of the City kept by the Transfer Agent by the registered owner of record in person, or by the registered owner’s attorney duly authorized in writing. Upon the surrender of this bond together with a written instrument of transfer satisfactory to the Transfer Agent duly executed by the registered owner or the registered owner’s attorney duly authorized in writing and upon the payment of the charges, if any, prescribed in the resolution authorizing this bond, a new registered bond or bonds in the same aggregate principal amount and of the same maturity shall be issued to the transferee in exchange therefor as provided in the resolution authorizing this bond. Neither the City nor the Transfer Agent shall be required to transfer or exchange this bond or portion of this bond either during the period of fifteen (15) days immediately preceding the date of the mailing of any notice of redemption or (except as to the unredeemed MILLER, CANFIELD, PADDOCK AND STONE, P.L.C. portion, if any, of this bond) after this bond or any portion of this bond has been selected for redemption. It is hereby certified and recited that all acts, conditions and things required by law to be done, precedent to and in the issuance of this bond and the series of bonds of which this is one, exist and have been done and performed in regular and due form and time as required by law, and that the total indebtedness of the City, including this bond and the series of bonds of which this is one, does not exceed any constitutional, statutory or charter debt limitation. This bond is not valid or obligatory for any purpose until the Transfer Agent’s Certificate of Authentication on this bond has been executed by the Transfer Agent. IN WITNESS WHEREOF, the City of Muskegon, County of Muskegon, State of Michigan, by its City Commission, has caused this bond to be signed in the name of the City by the facsimile signatures of its Mayor and City Clerk and a facsimile of its corporate seal to be printed hereon, all as of the Date of Original Issue. CITY OF MUSKEGON County of Muskegon State of Michigan By: Its Mayor (SEAL) By: Its City Clerk -6- [FORM OF TRANSFER AGENT’S CERTIFICATE OF AUTHENTICATION] Date of Registration: Certificate of Authentication This bond is one of the bonds described in the within-mentioned resolution. ___________________________________, ____________, Michigan Transfer Agent By: Authorized Signature MILLER, CANFIELD, PADDOCK AND STONE, P.L.C. -7- 7. Negotiated Sale. The City Commission has considered the option of selling the Bonds through a competitive sale and a negotiated sale, and pursuant to the requirements of Act 34, hereby determines that a negotiated sale of the Bonds to the Underwriter will result in the most efficient and expeditious means of selling the Bonds and will result in the lowest interest cost to the City and hereby approves the Underwriter as the purchaser of the Bonds. 8. Bond Purchase Agreement; Delegation to Authorized Officers; Sale Order. Each Authorized Officer is hereby authorized to negotiate the sale of the Bonds with the Underwriter, negotiate and execute a Bond Purchase Agreement, execute a Sale Order specifying the final terms of the Bonds and take all other necessary actions required. 9. Adjustment of Bond Terms. The Authorized Officers are each hereby authorized to adjust the final bond details as set forth herein to the extent necessary or convenient to complete the sale of the Bonds and in pursuance of the forgoing is each authorized to exercise the authority and make the determinations pursuant to Sections 315(1)(d) of Act 34, including but not limited to determinations regarding interest rates, prices, discounts, maturities, principal amounts, denominations, date of issuance, interest payment dates, redemption rights and other matters within the parameters established by this resolution; provided that the principal amount of Bonds issued shall not exceed the principal amount authorized in this resolution, the interest rate on the Bonds shall not exceed five percent (5.00%) MILLER, CANFIELD, PADDOCK AND STONE, P.L.C. per annum and the underwriter’s discount shall not exceed 2.00% of the par amount of the Bonds, exclusive of original issue discount. 10. Tax Covenant; Qualified Tax Exempt Obligations. The City shall, to the extent permitted by law, take all actions within its control necessary to maintain the exclusion of the interest on the Bonds from gross income for federal income tax purposes under the Internal Revenue Code of 1986, as amended (the “Code”), including, but not limited to, actions relating to any required rebate of arbitrage earnings and the expenditures and investment of Bond proceeds and moneys deemed to be Bond proceeds. The City hereby designates the Bonds as “qualified tax exempt obligations” for purposes of deduction of interest expense by financial institutions pursuant to the Code. 11. Official Statement; Qualification for Insurance; Ratings. The Authorized Officers are each hereby authorized and directed to (a) approve the circulation of a preliminary official statement describing the Bonds and to deem the preliminary official statement “final” for purposes of Rule 15c2- 12 of the SEC; (b) solicit bids for and approve the purchase of a municipal bond insurance policy for the Bonds, if deemed economically advantageous to the City; (c) apply for ratings on the Bonds; and, (d) do all other acts and take all other necessary procedures required to effectuate the sale, issuance and delivery of the Bonds. 12. Continuing Disclosure Undertaking. The City agrees to enter into a continuing disclosure undertaking for the benefit of the holders and beneficial owners of the Bonds in accordance with the requirements of Rule 15c2-12 promulgated by the Securities and Exchange Commission, and the Authorized Officers are each hereby authorized to execute such undertaking prior to delivery of the Bonds. 13. Authorization of Other Actions. The Authorized Officers are each authorized and directed to (a) approve the circulation of a preliminary official statement describing the Bonds and to deem the preliminary official statement "final" for purposes of Rule 15c2-12 of the SEC; (b) approve the circulation of a final official statement describing the Bonds and to execute the same on behalf of the -8- City; (c) solicit bids for and approve the purchase of a municipal bond insurance policy for the Bonds; and (d) do all other acts and take all other necessary procedures, and to make such other filings with any parties, including the Michigan Department of Treasury, necessary or desirable to effectuate the sale, issuance and delivery of the Bonds. 14. Bond Counsel. Miller, Canfield, Paddock and Stone, P.L.C. is hereby appointed to serve as bond counsel for the Bonds, notwithstanding the periodic representation in unrelated matters of the Underwriter and other parties or potential parties to the transaction contemplated by this resolution. 15. Rescission. All resolutions and parts of resolutions insofar as they conflict with the provisions of this Resolution be and the same hereby are rescinded. AYES: Members: ____________________________________________________________ NAYS: Members: ____________________________________________________________ RESOLUTION DECLARED ADOPTED. MILLER, CANFIELD, PADDOCK AND STONE, P.L.C. Kimberly Grimm Deputy City Clerk I hereby certify that the foregoing is a true and complete copy of a resolution adopted by the City Commission of the City of Muskegon, County of Muskegon, State of Michigan, at a regular meeting held on January 26, 2016, and that said meeting was conducted and public notice of said meeting was given pursuant to and in full compliance with the Open Meetings Act, being Act 267, Public Acts of Michigan, 1976, and that the minutes of said meeting were kept and will be or have been made available as required by said Act. Kimberly Grimm Deputy City Clerk 25880782.4\088888-04457 -9- TABLE OF CONTENTS City of Muskegon, Michigan Limited Tax General Obligation Refunding Bonds, Series 2015 Advance Refunding of 2006 Capital Improvement Bonds Hypothetical Interest Rates as of December 1, 2015 Assumes Bond Insurance with Underlying Rating of 'A+' Report Page Summary of Bonds Refunded . . . . . . . . . . . . . . . . . . . . . . . . . . . 1 Prior Bond Debt Service . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2 Bond Debt Service . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3 Bond Pricing . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4 Savings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5 Summary of Refunding Results . . . . . . . . . . . . . . . . . . . . . . . . . . . 6 IMPORTANT DISCLOSURES . . . . . . . . . . . . . . . . . . . . . . . . . . 7 Dec 1, 2015 4:37 pm Prepared by Robert W. Baird & Co. SUMMARY OF BONDS REFUNDED City of Muskegon, Michigan Limited Tax General Obligation Refunding Bonds, Series 2015 Advance Refunding of 2006 Capital Improvement Bonds Hypothetical Interest Rates as of December 1, 2015 Assumes Bond Insurance with Underlying Rating of 'A+' Maturity Interest Par Call Call Bond Date Rate Amount Date Price 2006 Limited Tax General Obligation Bonds: BOND32 10/01/2017 4.000% 70,000.00 10/01/2016 100.000 10/01/2018 4.000% 70,000.00 10/01/2016 100.000 10/01/2019 4.000% 295,000.00 10/01/2016 100.000 10/01/2020 4.000% 305,000.00 10/01/2016 100.000 10/01/2021 4.000% 315,000.00 10/01/2016 100.000 10/01/2022 4.000% 315,000.00 10/01/2016 100.000 10/01/2023 4.000% 320,000.00 10/01/2016 100.000 10/01/2024 4.000% 340,000.00 10/01/2016 100.000 10/01/2025 4.000% 345,000.00 10/01/2016 100.000 10/01/2026 4.000% 345,000.00 10/01/2016 100.000 10/01/2027 4.100% 345,000.00 10/01/2016 100.000 10/01/2028 4.100% 350,000.00 10/01/2016 100.000 10/01/2029 4.100% 350,000.00 10/01/2016 100.000 10/01/2030 4.200% 350,000.00 10/01/2016 100.000 10/01/2031 4.200% 350,000.00 10/01/2016 100.000 10/01/2032 4.200% 350,000.00 10/01/2016 100.000 4,815,000.00 Notes: Robert W. Baird & Co. Incorporated ('Baird') is not recommending any action to you. Baird is not acting as an advisor to you and does not owe you a fiduciary duty pursuant to Section 15B of the Securities Exchange Act of 1934. Baird is acting for its own interests. You should discuss the information contained herein with any and all internal or external advisors and experts you deem appropriate before acting on the information. Baird seeks to serve as an underwriter (or placement agent) on a future transaction and not as a financial advisor or municipal advisor. The primary role of an underwriter (or placement agent) is to purchase, or arrange for the placement of, securities in an arm's length commercial transaction with the issuer, and it has financial and other interests that differ from those of the issuer. The information provided is for discussion purposes only, in seeking to serve as underwriter (or placement agent). See 'Important Disclosures' contained herein. Dec 1, 2015 4:37 pm Prepared by Robert W. Baird & Co. Page 1 PRIOR BOND DEBT SERVICE City of Muskegon, Michigan Limited Tax General Obligation Refunding Bonds, Series 2015 Advance Refunding of 2006 Capital Improvement Bonds Hypothetical Interest Rates as of December 1, 2015 Assumes Bond Insurance with Underlying Rating of 'A+' Period Annual Ending Principal Coupon Interest Debt Service Debt Service 04/01/2016 97,872.50 97,872.50 06/30/2016 97,872.50 10/01/2016 97,872.50 97,872.50 04/01/2017 97,872.50 97,872.50 06/30/2017 195,745.00 10/01/2017 70,000 4.000% 97,872.50 167,872.50 04/01/2018 96,472.50 96,472.50 06/30/2018 264,345.00 10/01/2018 70,000 4.000% 96,472.50 166,472.50 04/01/2019 95,072.50 95,072.50 06/30/2019 261,545.00 10/01/2019 295,000 4.000% 95,072.50 390,072.50 04/01/2020 89,172.50 89,172.50 06/30/2020 479,245.00 10/01/2020 305,000 4.000% 89,172.50 394,172.50 04/01/2021 83,072.50 83,072.50 06/30/2021 477,245.00 10/01/2021 315,000 4.000% 83,072.50 398,072.50 04/01/2022 76,772.50 76,772.50 06/30/2022 474,845.00 10/01/2022 315,000 4.000% 76,772.50 391,772.50 04/01/2023 70,472.50 70,472.50 06/30/2023 462,245.00 10/01/2023 320,000 4.000% 70,472.50 390,472.50 04/01/2024 64,072.50 64,072.50 06/30/2024 454,545.00 10/01/2024 340,000 4.000% 64,072.50 404,072.50 04/01/2025 57,272.50 57,272.50 06/30/2025 461,345.00 10/01/2025 345,000 4.000% 57,272.50 402,272.50 04/01/2026 50,372.50 50,372.50 06/30/2026 452,645.00 10/01/2026 345,000 4.000% 50,372.50 395,372.50 04/01/2027 43,472.50 43,472.50 06/30/2027 438,845.00 10/01/2027 345,000 4.100% 43,472.50 388,472.50 04/01/2028 36,400.00 36,400.00 06/30/2028 424,872.50 10/01/2028 350,000 4.100% 36,400.00 386,400.00 04/01/2029 29,225.00 29,225.00 06/30/2029 415,625.00 10/01/2029 350,000 4.100% 29,225.00 379,225.00 04/01/2030 22,050.00 22,050.00 06/30/2030 401,275.00 10/01/2030 350,000 4.200% 22,050.00 372,050.00 04/01/2031 14,700.00 14,700.00 06/30/2031 386,750.00 10/01/2031 350,000 4.200% 14,700.00 364,700.00 04/01/2032 7,350.00 7,350.00 06/30/2032 372,050.00 10/01/2032 350,000 4.200% 7,350.00 357,350.00 06/30/2033 357,350.00 4,815,000 2,063,390.00 6,878,390.00 6,878,390.00 Dec 1, 2015 4:37 pm Prepared by Robert W. Baird & Co. Page 2 BOND DEBT SERVICE City of Muskegon, Michigan Limited Tax General Obligation Refunding Bonds, Series 2015 Advance Refunding of 2006 Capital Improvement Bonds Hypothetical Interest Rates as of December 1, 2015 Assumes Bond Insurance with Underlying Rating of 'A+' Assumed Dated Date 02/01/2016 Assumed Delivery Date 02/01/2016 Period Annual Ending Principal Coupon Interest Debt Service Debt Service 04/01/2016 28,516.67 28,516.67 06/30/2016 28,516.67 10/01/2016 5,000 2.000% 85,550.00 90,550.00 04/01/2017 85,500.00 85,500.00 06/30/2017 176,050.00 10/01/2017 70,000 2.000% 85,500.00 155,500.00 04/01/2018 84,800.00 84,800.00 06/30/2018 240,300.00 10/01/2018 70,000 3.000% 84,800.00 154,800.00 04/01/2019 83,750.00 83,750.00 06/30/2019 238,550.00 10/01/2019 295,000 3.000% 83,750.00 378,750.00 04/01/2020 79,325.00 79,325.00 06/30/2020 458,075.00 10/01/2020 300,000 3.000% 79,325.00 379,325.00 04/01/2021 74,825.00 74,825.00 06/30/2021 454,150.00 10/01/2021 310,000 3.000% 74,825.00 384,825.00 04/01/2022 70,175.00 70,175.00 06/30/2022 455,000.00 10/01/2022 305,000 3.000% 70,175.00 375,175.00 04/01/2023 65,600.00 65,600.00 06/30/2023 440,775.00 10/01/2023 305,000 4.000% 65,600.00 370,600.00 04/01/2024 59,500.00 59,500.00 06/30/2024 430,100.00 10/01/2024 325,000 4.000% 59,500.00 384,500.00 04/01/2025 53,000.00 53,000.00 06/30/2025 437,500.00 10/01/2025 330,000 4.000% 53,000.00 383,000.00 04/01/2026 46,400.00 46,400.00 06/30/2026 429,400.00 10/01/2026 330,000 4.000% 46,400.00 376,400.00 04/01/2027 39,800.00 39,800.00 06/30/2027 416,200.00 10/01/2027 330,000 4.000% 39,800.00 369,800.00 04/01/2028 33,200.00 33,200.00 06/30/2028 403,000.00 10/01/2028 335,000 4.000% 33,200.00 368,200.00 04/01/2029 26,500.00 26,500.00 06/30/2029 394,700.00 10/01/2029 335,000 4.000% 26,500.00 361,500.00 04/01/2030 19,800.00 19,800.00 06/30/2030 381,300.00 10/01/2030 330,000 4.000% 19,800.00 349,800.00 04/01/2031 13,200.00 13,200.00 06/30/2031 363,000.00 10/01/2031 330,000 4.000% 13,200.00 343,200.00 04/01/2032 6,600.00 6,600.00 06/30/2032 349,800.00 10/01/2032 330,000 4.000% 6,600.00 336,600.00 06/30/2033 336,600.00 4,635,000 1,798,016.67 6,433,016.67 6,433,016.67 Dec 1, 2015 4:37 pm Prepared by Robert W. Baird & Co. Page 3 BOND PRICING City of Muskegon, Michigan Limited Tax General Obligation Refunding Bonds, Series 2015 Advance Refunding of 2006 Capital Improvement Bonds Hypothetical Interest Rates as of December 1, 2015 Assumes Bond Insurance with Underlying Rating of 'A+' Maturity Yield to Call Call Bond Component Date Amount Rate Yield Price Maturity Date Price Serial Bonds Through 2032: 10/01/2016 5,000 2.000% 0.850% 100.762 10/01/2017 70,000 2.000% 1.200% 101.315 10/01/2018 70,000 3.000% 1.400% 104.172 10/01/2019 295,000 3.000% 1.450% 105.514 10/01/2020 300,000 3.000% 1.650% 106.038 10/01/2021 310,000 3.000% 1.850% 106.158 10/01/2022 305,000 3.000% 2.000% 106.210 10/01/2023 305,000 4.000% 2.100% 113.387 10/01/2024 325,000 4.000% 2.250% 113.707 10/01/2025 330,000 4.000% 2.350% 114.191 10/01/2026 330,000 4.000% 2.500% 112.807 C 2.616% 10/01/2025 100.000 10/01/2027 330,000 4.000% 2.600% 111.895 C 2.798% 10/01/2025 100.000 10/01/2028 335,000 4.000% 2.700% 110.992 C 2.953% 10/01/2025 100.000 10/01/2029 335,000 4.000% 2.800% 110.098 C 3.088% 10/01/2025 100.000 10/01/2030 330,000 4.000% 2.900% 109.211 C 3.207% 10/01/2025 100.000 10/01/2031 330,000 4.000% 3.000% 108.334 C 3.313% 10/01/2025 100.000 10/01/2032 330,000 4.000% 3.100% 107.464 C 3.409% 10/01/2025 100.000 4,635,000 Assumed Dated Date 02/01/2016 Assumed Delivery Date 02/01/2016 First Coupon 04/01/2016 Par Amount 4,635,000.00 Premium 443,195.80 Production 5,078,195.80 109.561937% Underwriter's Discount -46,350.00 -1.000000% Purchase Price 5,031,845.80 108.561937% Accrued Interest Net Proceeds 5,031,845.80 Notes: Hypothetical Underwriter's Discount. Preliminary, estimated, subject to change. This illustration represents a mathematical calculation of potential interest cost savings, assuming hypothetical interest rates based on current rates for municipal bonds as of December 1, 2015. Actual rates may vary. If actual rates are higher than those assumed, the interest cost savings would be lower. This illustration provides information and is not intended to be a recommendation, proposal or suggestion for a refinancing or otherwise considered as advice. A sensitivity analysis is included in the 'Refund Batch Summary' on the last page of this information. Dec 1, 2015 4:37 pm Prepared by Robert W. Baird & Co. Page 4 SAVINGS City of Muskegon, Michigan Limited Tax General Obligation Refunding Bonds, Series 2015 Advance Refunding of 2006 Capital Improvement Bonds Hypothetical Interest Rates as of December 1, 2015 Assumes Bond Insurance with Underlying Rating of 'A+' Present Value Prior Prior Prior Refunding Refunding Refunding to 02/01/2016 Date Debt Service Receipts Net Cash Flow Debt Service Receipts Net Cash Flow Savings @ 3.0815442% 06/30/2016 97,872.50 65,248.33 32,624.17 28,516.67 601.43 27,915.24 4,708.93 4,356.34 06/30/2017 195,745.00 195,745.00 176,050.00 176,050.00 19,695.00 19,113.59 06/30/2018 264,345.00 264,345.00 240,300.00 240,300.00 24,045.00 22,681.88 06/30/2019 261,545.00 261,545.00 238,550.00 238,550.00 22,995.00 21,035.88 06/30/2020 479,245.00 479,245.00 458,075.00 458,075.00 21,170.00 18,790.91 06/30/2021 477,245.00 477,245.00 454,150.00 454,150.00 23,095.00 19,915.01 06/30/2022 474,845.00 474,845.00 455,000.00 455,000.00 19,845.00 16,603.37 06/30/2023 462,245.00 462,245.00 440,775.00 440,775.00 21,470.00 17,449.96 06/30/2024 454,545.00 454,545.00 430,100.00 430,100.00 24,445.00 19,281.25 06/30/2025 461,345.00 461,345.00 437,500.00 437,500.00 23,845.00 18,243.73 06/30/2026 452,645.00 452,645.00 429,400.00 429,400.00 23,245.00 17,251.21 06/30/2027 438,845.00 438,845.00 416,200.00 416,200.00 22,645.00 16,301.93 06/30/2028 424,872.50 424,872.50 403,000.00 403,000.00 21,872.50 15,275.28 06/30/2029 415,625.00 415,625.00 394,700.00 394,700.00 20,925.00 14,176.90 06/30/2030 401,275.00 401,275.00 381,300.00 381,300.00 19,975.00 13,129.19 06/30/2031 386,750.00 386,750.00 363,000.00 363,000.00 23,750.00 15,151.66 06/30/2032 372,050.00 372,050.00 349,800.00 349,800.00 22,250.00 13,773.36 06/30/2033 357,350.00 357,350.00 336,600.00 336,600.00 20,750.00 12,464.34 6,878,390.00 65,248.33 6,813,141.67 6,433,016.67 601.43 6,432,415.24 380,726.43 294,995.81 Savings Summary PV of savings from cash flow 294,995.81 Potential Net PV Savings 294,995.81 Note: Present Value savings are net of hypothetical costs of issuance, assumed to equal 3% of par. Dec 1, 2015 4:37 pm Prepared by Robert W. Baird & Co. Page 5 SUMMARY OF REFUNDING RESULTS City of Muskegon, Michigan Limited Tax General Obligation Refunding Bonds, Series 2015 Advance Refunding of 2006 Capital Improvement Bonds Hypothetical Interest Rates as of December 1, 2015 Assumes Bond Insurance with Underlying Rating of 'A+' Assumed Dated Date 02/01/2016 Assumed Delivery Date 02/01/2016 Arbitrage yield 2.559791% Escrow yield 0.457441% Value of Negative Arbitrage 68,034.81 Bond Par Amount 4,635,000.00 Potential True Interest Cost 2.837629% Potential Net Interest Cost 3.005192% Potential All-In TIC 3.081544% Average Coupon 3.856336% Average Life 10.059 Par amount of refunded bonds 4,815,000.00 Average coupon of refunded bonds 4.094553% Average life of refunded bonds 10.135 PV of prior debt to 02/01/2016 @ 3.081544% 5,290,756.44 Potential Net PV Savings 294,995.81 Percentage savings of refunded bonds 6.126600% Percentage savings of refunding bonds 6.364527% Dec 1, 2015 4:37 pm Prepared by Robert W. Baird & Co. Page 6 IMPORTANT DISCLOSURES City of Muskegon, Michigan Limited Tax General Obligation Refunding Bonds, Series 2015 Advance Refunding of 2006 Capital Improvement Bonds Hypothetical Interest Rates as of December 1, 2015 Assumes Bond Insurance with Underlying Rating of 'A+' As required for all underwriters by the Municipal Securities Rulemaking Board (''MSRB''), Robert W. Baird & Co. Incorporated (''Baird'') is hereby providing you with certain disclosures. Robert W. Baird & Co. Incorporated (''Baird'') is providing the information contained herein and/or accompanying materials (the ''Materials'') for discussion or general informational purposes only, in seeking to serve as underwriter (or placement agent) for a possible issuance of municipal securities you may be considering. Municipal Securities Rulemaking Board Rule G-17 requires an underwriter (or placement agent) to deal fairly at all times with both municipal issuers and investors. As underwriter, Baird's primary role is to purchase the proposed securities to be issued with a view to distribution in an arm's length commercial transaction between you and Baird. In its role as underwriter (or placement agent), Baird has financial and other interests that differ from your interests. As part of our services as underwriter (or placement agent), Baird may provide advice concerning the structure, timing, terms, and other similar matters concerning an issuance of municipal securities you are considering. Any such advice, however, would be provided by Baird in the context of serving as an underwriter (or placement agent) and not as municipal advisor, financial advisor or fiduciary. Unlike a municipal advisor, Baird as an underwriter (or placement agent) does not have a fiduciary duty to the issuer under the federal securities law and is therefore not required by federal law to act in the best interests of an Issuer without regard to its own financial or other interests. As underwriter (or placement agent), Baird has a duty to purchase (or facilitate the purchase of) securities from an issuer at a fair and reasonable price but must balance that duty with its duty to sell those securities to investors at prices that are fair and reasonable. As underwriter (or placement agent), Baird will review the official statement (if any) applicable to the proposed issuance in accordance with, and as part of, its responsibilities to investors under the federal securities laws, as applied to the facts and circumstances of the proposed issuance. The Materials do not include any recommendations or suggestions that you take or refrain from taking any action with regard to an issuance of municipal securities and are not intended to be and should not be construed as ''advice'' within the meaning of Section 15B of the Securities Exchange Act of 1934 or Rule 15Ba1-1 thereunder. The Materials are intended to provide information of a factual or educational nature, as well as general information about Baird (including its Public Finance unit) and its experience, qualifications and capabilities. Any opinions or estimates contained in the Materials represent the judgment of Baird at this time, and are subject to change without notice. Interested parties are advised to contact Baird for more information. If you have any questions or concerns about the above disclosures, please contact Baird Public Finance. IRS Circular 230 Disclosure: To ensure compliance with requirements imposed by the IRS, we inform you that the Materials do not constitute tax advice and shall not be used for the purpose of (i) avoiding tax penalties or (ii) promoting, marketing or recommending to another party any transaction or matter addressed herein. Dec 1, 2015 4:37 pm Prepared by Robert W. Baird & Co. Page 7 REFUND BATCH SUMMARY Coupon Escrow Refunding Net Present Refunded PV Arbitrage Offset Offset Par Value Savings Savings Pct Yield -0.500% 0.000% 4,630,000.00 521,968.61 10.840% 2.047% -0.400% 0.000% 4,630,000.00 475,874.57 9.883% 2.149% -0.300% 0.000% 4,630,000.00 429,508.80 8.920% 2.252% -0.200% 0.000% 4,635,000.00 384,213.37 7.980% 2.355% -0.100% 0.000% 4,635,000.00 339,415.80 7.049% 2.457% 0.000% 0.000% 4,635,000.00 294,995.81 6.127% 2.560% 0.100% 0.000% 4,640,000.00 251,468.65 5.223% 2.662% 0.200% 0.000% 4,640,000.00 208,139.97 4.323% 2.764% 0.300% 0.000% 4,640,000.00 164,260.55 3.411% 2.869% 0.400% 0.000% 4,645,000.00 122,617.97 2.547% 2.970% 0.500% 0.000% 4,645,000.00 80,729.34 1.677% 3.072% Assumptions: Case REF06 Refunding Series REF06 Delivery Date 02/01/2016 Dec 1, 2015 4:38 pm Prepared by Robert W. Baird & Co. Page 1
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