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Resolution 2006-146 RESOLUTION 06-J:...46 A RESOLUTION OF THE BOARD OF COUNTY COMMISSIONERS OF COLLIER COUNTY APPROVING THE PROPOSED ISSUANCE BY THE COLLIER COUNTY INDUSTRIAL DEVELOPMENT AUTHORITY OF ITS INDUSTRIAL DEVELOPMENT VARIABLE RATE DEMAND REFUNDING REVENUE BONDS (ALLETE, INC. PROJECT), SERIES 2006 IN AN AGGREGA TE PRINCIPAL AMOUNT NOT TO EXCEED $33,500,000 FOR THE PURPOSE OF RETIRING AND DISCHARGING ALL OR A PORTION OF THE AUTHORITY'S INDUSTRIAL DEVELOPMENT REFUNDING REVENUE BONDS (SOUTHERN STATES UTILITIES, INC. PROJECT), SERIES 1996; PROVIDING FOR RELATED MATTERS AND PROVIDING AN EFFECTIVE DATE. Whereas, the Collier County Industrial Development Authority (the "Authority") is a body corporate and politic of Collier County, Florida ("Collier County") created by Collier County Resolution No. 79-34 duly adopted by the Board of County Commissioners on February 27, 1979 pursuant to Part III of Chapter 159, Florida Statutes, as amended, with the power to issue revenue bonds for the purposes of financing a "project" as defined in Part II of Chapter 159, Florida Statutes, as amended; and WHEREAS, ALLETE, Inc., a Minnesota corporation (the "Company") has applied to the Collier County Industrial Development Authority (the" Authority") to issue its Industrial Development Variable Rate Demand Revenue Refunding Bonds in the initial aggregate principal amount of not to exceed $33,500,000 (the "Bonds") for the principal purpose (the "Principal Purpose")of making a loan to the Company to retire and discharge all or a portion of the Authority's Industrial Development Revenue Refunding Bonds (Southern States Utilities, Inc. Project), Series 1996 (the "Outstanding Bonds") which were issued to refund certain bonds previously issued by the Authority, the Lee County Industrial Development Authority, and the Vol usia County Industrial Development Authority all of which prior bonds were issued to finance the acquisition, construction and equipping of water and/or wastewater facilities within the jurisdiction of the respective Industrial Development Authorities (the "Projects"); and WHEREAS, the Authority is authorized to issue the Bonds to the Company pursuant to Chapter 159, Parts II and III, Florida Statutes, (the "Act") in order to accomplish the foregoing purposes and provides that the issuance of bonds pursuant to the Act be approved by the Board of County Commissioners of the County; and WHEREAS, the Authority has considered the request of the Company and has adopted a resolution approving the issuance of the Bonds, a copy of said resolution being attached hereto as Exhibit "A", NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF COUNTY COMMISSIONERS OF COLLIER COUNTY, THAT: 1 Section 1. Approval of Issuance of the Bonds. This Board hereby approves the issuance of the Bonds by the Authority. The Bonds shall not constitute a debt, liability or obligation of Collier County, its Board of County Commissioners, officers, agents or employees, or the State of Florida or any political subdivision thereof, but shall be payable solely from the revenues provided therefor, and neither the faith and credit nor any taxing power of Collier County or the State of Florida or any political subdivision thereof is pledged to the payment of the principal of, premium, if any, and interest on the Bonds. No member of the Board of County Commissioners of Collier County or any officer or employee thereof shall be liable personally on the Bonds by reason of their issuance, This approval shall in no way be deemed to abrogate any regulations of Collier County applicable to any project within the jurisdiction of Collier County constructed with the proceeds of the Outstanding Bonds or any prior bonds and any such project shall be subject to all such regulations, including, but not limited to, the Collier County Growth Management Plan, all concurrency requirements contained therein, and the Collier County Land Development Code or the growth management plans and/or land development regulations of any such jurisdiction for any projects that were constructed in jurisdictions other than Collier County, Section 2. Severability. If any section, paragraph, clause or provision of this Resolution shall be held to be invalid or ineffective for any reason, the remainder of this Resolution shall continue in full force and effect, it being expressly hereby found and declared that the remainder of this Resolution would have been adopted despite the invalidity or ineffectiveness of such section, paragraph, clause or provision. Section 3, adoption. Effective Date. This Resolution shall take effect immediately upon its PASSED and Adopted this 20th day of June, 2006. COLLIER COUNTY, FLORIDA BY ITS BOARD OF COUNTY OMMISSIONERS ATTEST: Dwight E. Brock, Clerk ~ DeP1tt~llrklt to CM1rB1J1 , [SEAL] 11gnltu'" Oftl- Appro\);q"a~ to form an gal suffji;iency: A r ~ / J" f/J t-/ (I c.....,J.. ,..r ".., J(I L.-"71. ' /7 1 J, David C. Weigel, County Attorney ~ 2 RESOLUTION 2006-02 A RESOLUTION OF THE COLLIER COUNTY INDUSTRIAL DEVELOPMENT AUTHORITY (THE "AUTHORITY") APPROVING THE PROPOSED ISSUANCE BY THE AUTHORITY OF ITS INDUSTRIAL DEVELOPMENT VARIABLE RATE DEMAND REFUNDING REVENUE BONDS (ALLETE, INC. PROJECT), SERIES 2006 IN AN AGGREGATE PRINCIPAL AMOUNT NOT TO EXCEED $33,500,000 FOR THE PURPOSE OF RETIRING AND DISCHARGING ALL OR A PORTION OF THE AUTHORITY'S INDUSTRIAL DEVELOPMENT REFUNDING REVENUE BONDS (SOUTHERN STATES UTILITIES, INC. PROJECT), SERIES 1996; AUTHORIZING THE EXECUTION AND DELIVERY OF A PRELIMINARY AGREEMENT BETWEEN THE AUTHORITY AND THE COMPANY; AUTHORIZING THE OFFICERS OF THE AUTHORITY TO SEEK APPROVAL OF THE ISSUANCE OF THE BONDS FROM THE BOARD OF COUNTY COMMISSIONERS OF COLLIER COUNTY; PROVIDING AN EFFECTIVE DATE. WHEREAS, ALLETE, Inc., a Minnesota corporation (the "Company") has applied to the Collier County Industrial Development Authority (the "Authority ") to issue its Industrial Development Variable Rate Demand Revenue Refunding Bonds in the initial aggregate principal amount of not to exceed $33,500,000 (the "Bonds") for the principal purpose (the "Principal Purpose")of making a loan to the Company to retire and discharge all or a portion of the Authority's Industrial Development Revenue Refunding Bonds (Southern States Utilities, Inc. Project), Series 1996 (the "Outstanding Bonds") which were issued to refund certain bonds previously issued by the Authority, the Lee County Industrial Development Authority. the Hernando County Industrial Development Authority and the Volusia County Industrial Development Authority all of which prior bonds were issued to finance the acquisition. construction and equipping of water and/or wastewater facilities within the jurisdiction of the respective Industrial Development Authorities (the "Projects") and paying costs associated with the issuance of the Bonds; and WHEREAS, the Company has requested that the Authority loan the proceeds of the Bonds to the Company pursuant to Chapter 159, Parts II and III, Florida Statutes, or such other provision or provisions of Florida law as the Authority may determine advisable (the "Act") in order to accomplish the foregoing purposes ( the "Financing"); and WHEREAS, the Financing for the Principal Purpose. as set forth herein or in any resolution of the Authority authorizing the issuance of the Bonds under financing agreements between the Authority and the Company, and pursuant to the terms thereof which will provide that payments thereunder be at least sufficient to pay the principal of and interest and redemption premium, if any, on such Bonds and such other costs in connection therewith as lnducmnl res.doc EXHIBIT A TO COUNTY RESOLUTION may be incurred by the Authority, is authorized by the Act, will assist the Company and will promote the public purposes provided in the Act; and WHEREAS, the Authority did on the date hereof hold a public hearing on the proposed issuance of the Bonds, which public hearing was conducted in a manner that provided a reasonable opportunity for persons with differing views to be heard, both orally and in writing, on the issuance of the Bonds; NOW, THEREFORE, BE IT RESOLVED BY THE COLLIER COUNTY INDUSTRIAL DEVELOPMENT AUTHORITY, THAT: SECTION 1. AUTHORITY FOR THIS RESOLUTION. This Resolution is adopted pursuant to the provisions of the Act and other applicable provisions of law. SECTION 2. PRELIMINARY STATEMENT. This Resolution is entered into to permit the Company to proceed with the Financing described herein and to provide an expression of intention by the Authority, prior to the issuance of the Bonds, to issue and sell the Bonds and make the proceeds thereof available for such purposes, all in accordance with and subject to the provisions of the Act, the Constitution and other laws of the State of Florida and the laws of the United States of America, including the Internal Revenue Code (the "Code"), and this Resolution, but subject in all respects to the terms of the Preliminary Agreement for the Issuance of Industrial Development Refunding Revenue Bonds of even date herewith between the Authority and the Company (the "Preliminary Agreement"). The Chairman is hereby authorized to execute the Preliminary Agreement on behalf of the Authority . SECTION 3. APPROVAL OF THE FINANCING. The Financing contemplated by the application filed by the Company and this Resolution, is expressly authorized by I and will thereby serve the public purposes of the Act and is hereby preliminarily approved, subject, however, in all respects to the Company meeting the conditions set forth in the Preliminary Agreement to the sole satisfaction of the Authority. SECTION 4. AUTHORIZATION OF THE BONDS, There is hereby authorized to be issued and the Authority hereby determines to issue the Bonds, if so requested by the Company and subject in all respects to the conditions set forth in the Preliminary Agreement, in an aggregate principal amount not to exceed $33,500,000 for the principal purpose set forth herein. The rale of interest payable on the Bonds shall not exceed the maximum rate permitted by law. SECTION S. GENERAL AUTHORIZATION. The Chairman and the Vice-Chairman are hereby further authorized to proceed, upon execution of the Preliminary Agreement, with the undertakings provided for therein on the part of the Authority and are further authorized to take such steps and actions as may be required or necessary in order to cause the Authority to Inducmnt res.doc 2 issue the Bonds subject in all respects to the terms and conditions set forth in the Preliminary Agreement authorized hereby. SECTION 6. OFFICIAL ACTION. This resolution is an official action of the Authority toward the issuance of the Bonds. SECTION 7. LIMITED OBLIGATIONS. The Bonds and the interest thereon shall not constitute an indebtedness or pledge of the general credit or taxing power of Collier County, the State of Florida or any political subdivision or agency thereof but shall be payable solely from the revenues pledged therefor pursuant to a fInancing agreement entered into between the Authority and the Company prior to or contemporaneously with the issuance of the Bonds. The Authority has no taxing power. SECTION 8. LIMITED APPROVAL. The approval given herein shall not be construed as an approval or endorsement of approval of any necessary rezoning applications nor for any other regulatory permits relating to the Projects and the Authority shall not be construed by reason of its adoption of this resolution to have waived any right of Collier County or any other govermnental agency with jurisdiction or to have estopped Collier County or any other governmental agency with jurisdiction from asserting any rights or responsibilities it may have in that regard. SECTION 9. EFFECTIVE DATE. This Resolution shall take effect upon its adoption. ADOPTED this 6th day of June, 2006. (SEA!.;)' COLLIER COUNTY INDUSTRIAL DEVELOPMENT AUTHORITY ~~ A~T: ( Ui{~ Alice J. Crirl,. I Inducmnt res. doc 3