HomeMy WebLinkAboutORD 12-054 A.8.b
ORDINANCE NO. 12-054
ORDINANCE AUTHORIZING THE ISSUANCE OF THE CITY OF BEAUMONT,
TEXAS,GENERAL OBLIGATION REFUNDING BONDS,SERIES 2012;LEVYING
TAXES TO PROVIDE FOR PAYMENT THEREOF;AUTHORIZING THE CALL AND
ADVANCE REFUNDING OF CERTAIN BONDS AND OBLIGATIONS AND THE
EXECUTION AND DELIVERY OF AN ESCROW AGREEMENT AND THE
SUBSCRIPTION FOR AND PURCHASE OF CERTAIN ESCROWED SECURITES; AND
CONTAINING OTHER MATTERS RELATED THERETO
THE STATE OF TEXAS §
COUNTY OF JEFFERSON §
THE CITY OF BEAUMONT §
WHEREAS, The City of Beaumont, Texas (the "City") has heretofore issued its City of
Beaumont, Texas, General Obligation Refunding Bonds, Series 2004, its City of Beaumont, Texas,
Certificates of Obligation, Series 2005, and its City of Beaumont, Texas, Certificates of Obligation,
Series 2006 (collectively the "Refunded Obligations"), and now desires to refund certain maturities
of the Refunded Obligations in advance of their maturities in order to restructure the City's future
debt service, whether or not there is an overall savings in debt service, as permitted by Section
1207.008 of the Government Code of Texas; and
WHEREAS, Chapter 1207,Texas Government Code, as amended(formerly Article 717k of
Vernon's Annotated Texas Civil Statutes, as amended), and Sections 1 and 2 of Article II of the
Charter of the City, most recently amended on September 16, 2003, authorize the City to issue
refunding bonds for the purpose of refunding the Refunded Obligations in advance of their
maturities, and to accomplish such refunding by depositing directly with any paying agent for any
of the Refunded Obligations or an escrow agent permitted by law the proceeds of such refunding
bonds, together with other available funds, in an amount sufficient to provide for the payment or
redemption of the Refunded Obligations, and provides that such deposit shall constitute the making
of firm banking and financial arrangements for the discharge and final payment or redemption of the
Refunded Obligations; and
WHEREAS, the City now desires to call certain of the Callable Refunded Obligations for
redemption prior to their maturities and desires to deposit sufficient funds to pay in full at maturity
the respective Non-Callable Refunded Obligations;and
WHEREAS, the City also desires to authorize the execution of an escrow agreement in
order to provide for the deposit of proceeds of the refunding bonds to pay Non-Callable Refunded
Obligations and to redeem the Callable Refunded Obligations on the first date they are subject to
call; and
WHEREAS, upon issuance of the refunding bonds herein authorized and the deposit of
funds referred to above,the Non-Callable Refunded Obligations shall be considered discharged and
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the Callable Refunded Obligations shall no longer be regarded as being outstanding, except for the
purpose of being paid pursuant to such deposits, and the pledges, liens, trusts and all other
covenants, provisions, terms and conditions of the ordinances authorizing the issuance of the
Callable Refunded Obligations shall be discharged,terminated and defeased;
NOW,THEREFORE,BE IT ORDAINED BY THE CITY OF BEAUMONT:
1. Consideration and Findings. The matters and facts contained in the preamble to this
Ordinance are hereby found to be true and correct. Pursuant to Section 1207.008 of the Government
Code of Texas, the City Council as the governing body of the City of Beaumont, Texas, in these
proceedings authorizing the issuance of the Bonds,hereby finds that the issuance of the Bonds is in
the best interest of the City by helping the City manage its tax rates to pay future debt service. The
dollar amount of the gross debt service loss is $ and the present value of such debt
service loss is$ . The City Council specifies and authorizes that the maximum amount
by which the aggregate amount of payments to be made under the refunding bonds exceeds the
aggregate amount of payments that would have been made under the terms of the obligations being
refunded is $ . The City Council finds that the restructuring of the City's future debt
service is in the best interest of the City even though the aggregate amount of payment to be made
under the refunding bonds exceeds the aggregate amount of payments that would have been made
under the terms of the obligations being refunded. The benefit so found is sufficient consideration
for the refunding of the Refunded Obligations.
2. Definitions. Throughout this Ordinance, the following terms and expressions as
used herein shall have the meanings set forth below:
The term "Bonds" or "Series 2012 Bonds" shall mean The City of Beaumont, Texas,
General Obligation Refunding Bonds, Series 2012 authorized in this Ordinance, unless the context
clearly indicates otherwise.
The term "City" shall mean The City of Beaumont,Texas.
The term "Code" shall mean the Internal Revenue Code of 1986,as amended.
The term "DTC" shall mean The Depository Trust Company of New York, New York, or
any successor securities depository.
The term "DTC Participant" shall mean brokers and dealers, banks, trust companies,
clearing corporations, and certain other organizations on whose behalf DTC was created to hold
securities to facilitate the clearance and settlement of securities transactions among DTC
Participants.
The term "Interest and Sinking Fund" shall mean the interest and sinking fund established
by the City pursuant to Section 18 of this Ordinance.
The term "Interest Payment Date", when used in connection with any Bond, shall mean
March 1,2013, and each September 1 and March 1 thereafter until maturity of such Bond.
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The term"Obligations"shall mean the Bonds.
The term "Ordinance" as used herein and in the Bonds shall mean this ordinance authorizing
the Bonds.
The term "Owner" shall mean any person or entity who shall be the registered owner of any
outstanding Bonds.
The term "Paying Agent" shall mean the Registrar.
The term "Paying Agent of the Refunded Obligations" shall mean Wells Fargo Bank,N.A.,
Minneapolis, MN, as to the General Obligation Refunding Bonds, 2004, and The Bank of New
York Mellon Trust Company,N.A., Dallas, Texas, successor to JP Morgan Chase Bank,N.A. as to
the City's Certificates of Obligation Series 2005, and The Bank of New York Mellon Trust
Company, N.A., Dallas, Texas, successor to the Bank of New York Trust Company,N.A. as to the
City's Certificates of Obligation, Series 2006.
The term "Record Date" shall mean, for any Interest Payment Date, the fifteenth (15th)
calendar day of the month next preceding each Interest Payment Date.
The term "Refunded Obligations" shall mean: (a) the City's outstanding General
Obligation Refunding Bonds, Series 2004, maturing on March 1 in the years 2015-2017 and in the
amounts of$370,000; $390,000; and $410,000,respectively; (b)the City's Outstanding Certificates
of Obligation, Series 2005, maturing on March 1 in the years 2015-2025, in the amounts of
$1,150,000; $1,220,000; $1,305,000; $1,360,000; $1,775,000; $1,810,000; $1,855,000; $1,900,000;
$1,960,000; $2,020,000; and$2,095,000,respectively;and(c)the City's Outstanding Certificates of
Obligation, Series 2006, maturing on March 1 in the years 2015-2018, in the amounts of
$1,070,000; $1,125,000; $1,180,000; and $1,240,000, respectively. The Series 2004 Bonds
(maturing on March 1, 2015 through 2017); the Series 2005 Bonds (maturing on March 1, 2016
through 2025); and the Series 2006 Bonds (maturing on March 1, 2017 and March 1, 2018) which
constitute a portion of the Refunded Obligations which shall be referred to as the "Callable
Refunded Obligations". The Series 2005 Bonds (maturing on March 1, 2015), and the Series 2006
Bonds (maturing on March 1, 2015 and March 1, 2016)which constitute a portion of the Refunded
Obligations which shall be referred to as the"Non-Callable Refunded Obligations.
The term "Register" shall mean the books of registration kept by the Registrar in which are
maintained the names and addresses of and the principal amounts registered to each Owner.
The term "Registrar" shall mean The Bank of New York Mellon Trust Company, N.A.,
Dallas,Texas, and its successors in that capacity.
The term "Report" shall mean the report of Grant Thornton, L.L.P., Certified Public
Accountants, certifying as to the mathematical accuracy of the program designed by RBC Capital
Markets for the City with respect to the defeasance of the Refunded Obligations.
The term "SEC" shall mean the United States Securities and Exchange Commission, and its
successors.
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The term "Underwriters" shall mean Wells Fargo Securities, LLC, Estrada Hinojosa and
Company, Inc., First Southwest Company, and Coastal Securities, Inc.
3. Authorization and Findings. The Bonds shall be issued in fully registered form,
without coupons, in the total authorized aggregate amount of TWENTY FOUR MILLION THREE
HUNDRED SIXTY THOUSAND and NO/100 Dollars ($24,360,000.00) for the purpose of (i)
refunding certain of the outstanding Refunded Obligations, and (ii) paying all costs of issuance of
the Bonds.
4. Designation. Date and Interest Payment Date. The Bonds shall be designated as the
"THE CITY OF BEAUMONT, TEXAS, GENERAL OBLIGATION REFUNDING BONDS,
SERIES 2012", and shall be dated August 1, 2012. The Bonds shall bear interest from the later of
August 1, 2012, or the most recent Interest Payment Date to which interest has been paid or duly
provided for, calculated on the basis of a 360 day year of twelve 30 day months, with interest
payable on March 1, 2013, and semiannually thereafter on September 1 and March 1 of each year
until maturity or earlier redemption.
5. Initial Bonds Numbers and Denominations. The Bonds shall be issued bearing the
numbers, in the principal amounts, and bearing interest at the rates set forth in the following
schedule, and may be transferred and exchanged as set out in this Ordinance. The Bonds shall
mature, in accordance with this Ordinance, on March 1 in each of the years and in the amounts set
out in such schedule. Bonds delivered in transfer of or in exchange for other Bonds shall be
numbered in order of their authentication by the Registrar, shall be in the denomination of$5,000 or
integral multiples thereof, and shall mature on the same date and bear interest at the same rate as the
Bond or Bonds in lieu of which they are delivered.
Bond Year of Principal Interest
Number Maturity Amount Rate
[SEE EXHIBIT A]
6. Optional [and Mandatory] Redemption; Defeasance. The City reserves the right, at
its option,to redeem Bonds having stated maturities on and after March 1, 2023,in whole or in part,
on March 1, 2022, or any date thereafter, at a price of par plus accrued interest to the date fixed for
redemption. If less than all of the Bonds are to be redeemed,the City shall determine the Bonds,or
portions thereof,to be redeemed.
[The Bonds maturing in the years (the "Term Bonds") are also subject to
mandatory redemption prior to scheduled maturity, in the amount, on the date, and on the terms
set out in the form of Bonds in this Ordinance, at a price of par plus accrued interest to the date
fixed for redemption.]
Bonds may be redeemed only in integral multiples of $5,000. If a Bond subject to
redemption is in a denomination larger that $5,000, a portion of such Bond may be redeemed, but
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only in integral multiples of $5,000. Upon surrender of any Bond for redemption in part, the
Registrar, in accordance with Section 12 hereof, shall authenticate and deliver in exchange therefor
a Bond or Bonds of like maturity and interest rate in an aggregate principal amount equal to the
unredeemed portion of the Bond so surrendered.
Not less than thirty(30)days prior to a redemption date for the Bonds,the City shall cause a
notice of redemption to be sent by United States mail, first class,postage prepaid,to each Owner of
each Bond to be redeemed in whole or in part,at the address of the Owner appearing on the Register
at the close of business on the Business Day next preceding the date of the mailing of such notice.
Such notice shall state the redemption date,the redemption price,the place at which Bonds are to be
surrendered for payment and, if less than all the Bonds are to be redeemed, the numbers of the
Bonds or portions thereof to be redeemed. Any notice of redemption so mailed shall be
conclusively presumed to have been duly given whether or not the Owner receives such notice. By
the date fixed for redemption, due provision shall be made with the Registrar for payment of the
redemption price of the Bonds or portions thereof to be redeemed. When Bonds have been called
for redemption in whole or in part and due provision made to redeem the same as herein provided,
the Bonds or portions thereof so redeemed shall no longer be regarded as outstanding except for the
purpose of being paid solely from the funds so provided for redemption, and the rights of the
Owners to collect interest which would otherwise accrue after the redemption date on any Bond or
portion thereof called for redemption shall terminate on the date fixed for redemption.
The City may defease the provisions of this Ordinance and discharge its obligation to the
Owners of any or all of the Bonds to pay principal,interest and redemption premium,if any,thereon
in any manner permitted by law, including by depositing with the Paying Agent/Registrar, or if
authorized by Texas law, with any national or state bank having trust powers and having combined
capital and surplus of at least $50 million, or with the State Treasurer of the State of Texas either:
(a) cash in an amount equal to the principal amount and redemption premium, if any,of such Series
2012 Bonds plus interest thereon to the date of maturity or redemption; or(b)pursuant to an escrow
or trust agreement, cash and/or direct obligations of, or obligations the principal of and interest on
which are guaranteed by or secured by the pledge of direct obligations of the United States of
America, in principal amounts and maturities and bearing interest at rates sufficient to provide for
the timely payment of the principal amount and redemption premium, if any, of such Bonds plus
interest thereon to the date of maturity or redemption; provided, however, that if any of such Series
2012 Bonds are to be redeemed prior to their respective dates of maturity,provision shall have been
made for giving notice of redemption as provided in this Ordinance. Upon such deposit, such
Bonds shall no longer be regarded to be Outstanding or unpaid. Any surplus amounts not required
to accomplish such defeasance shall be returned to the City.
7. Execution of Bonds: Seal. The Bonds shall be signed by the Mayor or Mayor Pro
Tern of the City and countersigned by the City Clerk or Deputy City Clerk of the City, by their
manual, lithographed, or facsimile signatures, and the official seal of the City shall be impressed or
placed in facsimile thereon. Such facsimile signatures on the Bonds shall have the same effect as if
each of the Bonds had been signed manually and in person by each of said officers, and such
facsimile seal on the Bonds shall have the same effect as if the official seal of the City had been
manually impressed upon each of the Bonds. If any officer of the City whose manual or facsimile
signature shall appear on the Bonds shall cease to be such officer before the authentication of such
Bonds or before the delivery of such Bonds, such manual or facsimile signature shall nevertheless
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be valid and sufficient for all purposes as if such officer had remained in such office.
8. Approval by Attorney General: Registration by Comptroller. The Bonds to be
initially issued shall be delivered to the Attorney General of Texas for approval and shall be
registered by the Comptroller of Public Accounts of the State of Texas. The manually executed
registration certificate of the Comptroller of Public Accounts substantially in the form provided in
Section 16 of this Ordinance shall be attached or affixed to the Bonds to be initially issued.
9. Authentication. Except for the Bonds to be initially issued, which need not be
authenticated by the Registrar, only such Bonds which bear thereon a certificate of authentication,
substantially in the form provided in Section 16 of this Ordinance, manually executed by an
authorized officer of the Registrar, shall be entitled to the benefits of this Ordinance or shall be valid
or obligatory for any purpose. Such duly executed certificates of authentication shall be conclusive
evidence that the Bonds so authenticated were delivered by the Registrar hereunder.
10. Payment of Principal and Interest. The Registrar is hereby appointed as the paying
agent for the Bonds. The principal of the Bonds shall be payable, without exchange or collection
charges, in any coin or currency of the United States of America which, on the date of payment, is
legal tender for the payment of debts due the United States of America,upon their presentation and
surrender as they become due and payable, at the principal corporate trust office of the Registrar.
The interest on each Bond shall be payable by check payable on the Interest Payment Date, mailed
by the Registrar on or before each Interest Payment Date to the Owner of record as of the Record
Date,to the address of such Owner as shown on the Register.
If interest on any Bond is not paid on any Interest Payment Date and continues unpaid for
thirty (30) days thereafter, the Registrar shall establish a new record date for the payment of such
interest,to be known as a Special Record Date. The Registrar shall establish a Special Record Date
when funds to make such interest payment are received from or on behalf of the City. Such Special
Record Date shall be fifteen (15) days prior to the date fixed for payment of such past due interest,
and notice of the date of payment and the Special Record Date shall be sent by United States mail,
first class,postage prepaid, not later than five(5)business days prior to the Special Record Date, to
each affected Owner of record as of the close of business on the day prior to the mailing of such
notice.
If the date for payment of the principal of or interest on any Bond is not a Business Day,
then the date for such payment shall be the next succeeding Business Day, and payment on such
date shall have the same force and effect as if made on the original date payment was due.
11. Ownership; Unclaimed Principal and Interest. The City,the Registrar and any other
person may treat the person in whose name any Bond is registered as the absolute owner of such
Bond for the purpose of making and receiving payment of the principal thereof and for the further
purpose of making and receiving payment of the interest thereon, and for all other purposes,
whether or not such Bond is overdue, and neither the City nor the Registrar shall be bound by any
notice or knowledge to the contrary. All payments made to the person deemed to be the Owner of
any Bond in accordance with this Section 11 shall be valid and effectual and shall discharge the
liability of the City and the Registrar upon such Bond to the extent of the sums paid.
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Amounts held by the Registrar which represent principal of and interest on the Bonds.
remaining unclaimed by the Owner after the expiration of 3 years from the date such amounts have
become due and payable shall be reported and disposed of by the Registrar in accordance with the
provisions of Texas law, including to the extent applicable, Title 6 of the Texas Property Code, as
amended.
12. Registration. Transfer and Exchange. So long as any Bonds remain outstanding,the
Registrar shall keep the Register at its principal corporate trust office in which, subject to such
reasonable regulations as it may prescribe, the Registrar shall provide for the registration and
transfer of Bonds in accordance with the terms of this Ordinance.
Each Bond shall be transferable only upon the presentation and surrender thereof at the
principal corporate trust office of the Registrar, duly endorsed for transfer, or accompanied by an
assignment duly executed by the registered) Owner or his authorized representative in form
satisfactory to the Registrar. Upon due presentation of any Bond for transfer, the Registrar shall
authenticate and deliver in exchange therefor, within three business days after such presentation, a
new Bond or Bonds, registered in the name of the transferee or transferees, in authorized
denominations and of the same maturity and aggregate principal amount and bearing interest at the
same rate as the Bond or Bonds so presented.
All Bonds shall be exchangeable upon presentation and surrender thereof at the principal
corporate trust office of the Registrar for a Bond or Bonds of the same maturity and interest rate and
in any authorized denomination, in an aggregate principal amount equal to the unpaid principal
amount of the Bond or Bonds presented for exchange. The Registrar shall be and is hereby
authorized to authenticate and deliver exchange Bonds in accordance with the provisions of this
Section 12. Each Bond delivered in accordance with this Section 12 shall be entitled to the benefits
and security of this Ordinance to the same extent as the Bond or Bonds in lieu of which such Bond
is delivered.
The City or the Registrar may require the Owner of any Bond to pay a sum sufficient to
cover any tax or other governmental charge that may be imposed in connection with the transfer or
exchange of such Bond. Any fee or charge of the Registrar for such transfer or exchange shall be
paid by the City.
13. Cancellation of Bonds. All Bonds paid in accordance with this Ordinance, and all
Bonds in lieu of which exchange Bonds or replacement Bonds are authenticated and delivered in
accordance herewith, shall be cancelled and destroyed upon the making of proper records regarding
such payment. The Registrar shall furnish the City with appropriate certificates of destruction of
such Bonds.
14. Mutilated, Lost or Stolen Bonds. Upon the presentation and surrender to the
Registrar of a mutilated Bond, the Registrar shall authenticate and deliver in exchange therefor a
replacement Bond of like maturity, interest rate and principal amount, bearing a number not
contemporaneously outstanding. The City or the Registrar may require the Owner of such Bond to
pay a sum sufficient to cover any tax or other governmental charge that may be unposed in
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connection therewith and any other expenses connected therewith, including the fees and expenses
of the Registrar.
If any Bond is lost, apparently destroyed, or wrongfully taken, the City, pursuant to the
applicable laws of the State of Texas and in the absence of notice or knowledge that such Bond has
been acquired by a bona fide purchaser, shall execute and the Registrar shall authenticate and
deliver a replacement Bond of like maturity, interest rate and principal amount, bearing a number
not contemporaneously outstanding,provided that the Owner thereof shall have:
(1) furnished to the City and the Registrar satisfactory evidence of the ownership
of and the circumstances of the loss,destruction or theft of such Bond;
(2) furnished such security or indemnity as may be required by the
Registrar and the City to save them harmless;
(3) paid all expenses and charges in connection therewith, including, but not
limited to,printing costs, legal fees, fees of the Registrar and any tax or other governmental
charge that may be imposed; and
(4) met any other reasonable requirements of the City and the Registrar.
If,after the delivery of such replacement Bond, a bona fide purchaser of the original Bond in
lieu of which such replacement Bond was issued presents for payment such original Bond,the City
and the Registrar shall be entitled to recover such replacement Bond from the person to whom it
was delivered or any person taking therefrom, except a bona fide purchaser, and shall be entitled to
recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or
expense incurred by the City or the Registrar in connection therewith.
If any such mutilated, lost, apparently destroyed or wrongfully taken Bond has become or is
about to become due and payable, the City in its discretion may, instead of issuing a replacement
Bond, authorize the Registrar to pay such Bond.
Each replacement Bond delivered in accordance with this Section 14 shall be entitled to the
benefits and security of this Ordinance to the same extent as the Bond or Bonds in lieu of which
such replacement Bond is delivered.
15. Special Election for Uncertificated Bonds. Notwithstanding any other provision
hereof, upon initial issuance of the Bonds, the ownership of the Bonds shall be registered in the
name of Cede & Co., as nominee of DTC, and except as otherwise provided in this Section, all of
the outstanding Bonds shall be registered in the name of Cede & Co., as nominee of DTC. The
definitive Bonds shall be initially issued in the form of a single separate certificate for each of the
maturities thereof.
With respect to Bonds registered in the name of Cede & Co., as nominee of DTC, the City
and the Registrar shall have no responsibility or obligation to any DTC Participant or to any person
on behalf of whom such a DTC Participant holds an interest in the Bonds. Without limiting the
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immediately preceding sentence, the City and the Registrar shall have no responsibility or
obligation with respect to (i) the accuracy of the records of DTC, Cede & Co. or any DTC
Participant with respect to any ownership interest in the Bonds, (ii) the delivery to any DTC
Participant or any other person, other than an Owner of a Bond, as shown on the Register, of any
notice with respect to the Bonds, including any notice of redemption, or (iii) the payment to any
DTC Participant or any other person, other than an Owner of a Bond, as shown in the Register, of
any amount with respect to principal of,premium,if any, or interest on the Bonds. Notwithstanding
any other provision of this Ordinance to the contrary, the City and the Registrar shall be entitled to
treat and consider the person in whose name each Bond is registered in the Register as the absolute
Owner of such Bond for the purpose of payment of principal of,premium,if any,and interest on the
Bonds, for the purpose of all matters with respect to such Bond, for the purpose of registering
transfers with respect to such Bond, and for all other purposes whatsoever. The Registrar shall pay
all principal of, premium, if any, and interest on the Bonds only to or upon the order of the
respective Owners, as shown in the Register as provided in this Ordinance, or their respective
attorneys duly authorized in writing, and all such payments shall be valid and effective to fully
satisfy and discharge the City's obligations with respect to payment of principal of,premium,if any,
and interest on the Bonds to the extent of the sum or sums so paid. No person other than an Owner
as shown in the Register, shall receive a Bond certificate evidencing the obligation of the City to
make payments of amounts due pursuant to this Ordinance. Upon delivery by DTC to the Registrar
of written notice to the effect that DTC has determined to substitute a new nominee in place of Cede
&Co.,the word "Cede&Co." in this Ordinance shall refer to such new nominee of DTC.
In the event that the City or the Registrar determines that DTC is incapable of discharging
its responsibilities described herein and in a letter of representations of the City to DTC, and that it
is in the best interest of the beneficial Owners of the Bonds that they be able to obtain certificated
Bonds, or if DTC Participants owning at least 50% of the Bonds outstanding based on current
records of the DTC determine that continuation of the system of book-entry transfers through the
DTC (or a successor securities depository) is not in the best interest of the beneficial Owners of the
Bonds, or in the event DTC discontinues the services described herein, the City or the Registrar
shall (i) appoint a successor securities depository, qualified to act as such under Section 17(a) of the
Securities and Exchange Act of 1934, as amended, and notify DTC of the appointment of such
successor securities depository and transfer one or more separate Bonds to such successor securities
depository or (ii) notify DTC of the availability through DTC of Bonds and transfer one or more
separate Bonds to DTC Participants having Bonds credited to their DTC accounts. In such event,
the Bonds shall no longer be restricted to being registered in the Register in the name of Cede &
Co., as nominee of DTC, but may be registered in the name of the successor securities depository,
or its nominee, or in whatever name or names Bondholders transferring or exchanging Bonds shall
designate,in accordance with the provisions of this Ordinance.
Notwithstanding any other provision of this Ordinance to the contrary, so long as any Bonds
are registered in the name of Cede & Co., as nominee of DTC, all payments with respect to
principal of, premium, if any, and interest on the Bonds, and all notices with respect to the Bonds,
shall be made and given,respectively, in the manner provided in a letter of representations from the
City to DTC.
16. Form. The Bonds shall be in substantially the following form, including the form of
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Registrar's Certificate of Authentication, the form of Assignment, the form of Statement of
Insurance, and the form of Registration Statement of the Comptroller of Public Accounts, with such
additions, deletions and variations as may be necessary or desirable and not prohibited by this
Ordinance:
FORM OF BOND
UNITED STATES OF AMERICA
STATE OF TEXAS
COUNTY OF JEFFERSON
NUMBER DENOMINATION
R- $
REGISTERED REGISTERED
THE CITY OF BEAUMONT,TEXAS
GENERAL OBLIGATION REFUNDING BOND
SERIES 2012
INTEREST RATE: MATURITY DATE: DATED DATE: CUSIP:
REGISTERED OWNER:
PRINCIPAL AMOUNT: DOLLARS
The City of Beaumont, in the County of Jefferson, State of Texas (the "City"), promises to
pay to the Registered Owner identified above, or registered assigns, on the date specified above,
upon presentation and surrender of this bond at the principal corporate trust office of The Bank of
New York Mellon Trust Company, N.A., Dallas, Texas (the "Registrar"), the principal amount
identified above,payable in any coin or currency of the United States of America which on the date
of payment of such principal is legal tender for the payment of debts due the United States of
America, and to pay interest thereon at the rate shown above, calculated on the basis of a 360 day
year of twelve 30 day months, from the later of August 1,2012,or the most recent interest payment
date to which interest has been paid or duly provided for. Interest on this bond shall be paid by
check payable on March 1 and September 1, beginning on March 1, 2013, mailed to the registered
owner of record as of the previous February 15 and August 15,respectively, as shown on the books
of registration kept by the Registrar.
THIS BOND is one of a duly authorized issue of Bonds, aggregating $24,360,000 (the
'Bonds"), issued pursuant to an ordinance adopted by the City Council on August 14, 2012 (the
"Ordinance") for the purpose of refimding the following:
(a) the City's outstanding General Obligation Refunding Bonds, Series 2004, maturing
on March 1 in the years 2015 through 2017, in the amounts of$370,000; $390,000;
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and$410,000,respectively.
(b) the City's outstanding Certificates of Obligation, Series 2005 maturing on March 1
in the years 2015 through 2025, in the amounts of $1,150,000; $1,220,000;
$1,305,000; $1,360,000; $1,775,000; $1,810,000; $1,855,000; $1,900,000;
$1,960,000; $2,020,000; and$2,095,000,respectively, and
(c) the City's outstanding Certificates of Obligation, Series 2006, maturing on March 1
in the years 2015 through 2018, in the amounts of $1,070,000, $1,125,000,
$1,180,000, and$1,240,000,respectively.
THE CITY RESERVES THE RIGHT, at its option, to redeem the Bonds having stated
maturities on or after March 1, 2023, in whole or in part, on March 1, 2022, or any date thereafter,
in integral multiples of $5,000, at a price of par plus accrued interest to the date fixed for
redemption. Reference is made to the Ordinance for complete details concerning the manner of
redeeming the Bonds.
[THE BONDS maturing in the years (the "Term Bonds") are also subject to
mandatory redemption prior to maturity in the amounts and on the dates set out below, at a price
equal to the principal amount to be redeemed plus accrued interest to the redemption date:
TERM BONDS DUE
Date Amount
TERM BONDS DUE
Date Amount
1
The Paying Agent shall select for redemption by lot, or by any other customary method that
results in random selection, a principal amount of Term Bonds equal to the aggregate principal
amount of such Term Bonds to be redeemed, shall call such Term Bonds for redemption on the
scheduled mandatory redemption date, and shall give notice of such redemption in accordance with
the Ordinance authorizing the Bonds. The principal amount of Term Bonds required to be
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A.8.b
mandatorily redeemed shall be reduced by the principal amount of Term Bonds which, at least 45
days prior to the mandatory redemption date, shall have been delivered to the Registrar for
cancellation or shall have been optionally redeemed and not previously credited against a mandatory
redemption requirement.
NOTICE OF ANY REDEMPTION shall be given at least thirty (30) days prior the date
fixed for redemption by first class mail, addressed to the registered owner of each Bond to be
redeemed in whole or in part at the address shown on the books of registration kept by the Registrar.
When Bonds or portions thereof have been called for redemption and due provision has been made
to redeem the same, the principal amounts so redeemed shall be payable solely from the funds
provided for redemption and interest which would otherwise accrue on the amounts called for
redemption shall terminate on the date fixed for redemption.
The Certificates may be defeased as provided in the Ordinance authorizing the Certificates.
THIS BOND is transferable only upon presentation and surrender at the principal corporate
trust office of the Registrar, duly endorsed for transfer or accompanied by an assignment duly
executed by the registered owner or his authorized representative, subject to the terms and
conditions of the Ordinance.
THE BONDS are exchangeable at the principal corporate trust office of the Registrar for
bonds in the principal amount of$5,000 or any integral multiple thereof, subject to the terms and
conditions of the Ordinance.
NEITHER THE CITY NOR THE REGISTRAR shall be required to transfer or exchange
any Certificate called for redemption, in whole or in part, within forty-five (45) days of the date
fixed for redemption; provided, however, such limitation on transfer shall not be applicable to an
exchange by the Owner of the unredeemed balance of a Certificate called for redemption in part.
THIS BOND shall not be valid or obligatory for any purpose or be entitled to any benefit
under the Ordinance unless this Bond either(i) is registered by the Comptroller of Public Accounts
of the State of Texas by registration certificate endorsed hereon or (ii) is authenticated by the
Registrar by due execution of the authentication certificate endorsed hereon.
THE REGISTERED OWNER of this Certificate, by acceptance hereof, acknowledges and
agrees to be bound by all the terms and conditions of the Ordinance.
THE CITY has covenanted in the Ordinance that it will at all times provide a legally
qualified registrar for the Certificates and will cause notice of any change of registrar to be mailed to
each registered owner.
IT IS HEREBY certified, recited and covenanted that this Bond has been duly and validly
issued and delivered; that all acts, conditions and things required or proper to be performed,to exist
and to be done precedent to or in the issuance and delivery of this Bond have been performed, exist
and have been done in accordance with law; and that annual ad valorem taxes within the limits
prescribed by law sufficient to provide for the payment of the interest on and principal of this Bond,
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A.8.b
as such interest comes due and such principal matures, have been levied and ordered to be levied
against all taxable property in the City and have been pledged irrevocably for such payment.
IN WITNESS WHEREOF, this Bond has been signed with the manual or facsimile
signature of the Mayor of the City and countersigned with the manual or facsimile signature of the
City Clerk of the City, and the official seal of the City has been duly impressed, or placed in
facsimile,on this Bond.
T CITY OF BEAUMONT, EXAS
yor
(SEAL) ��
�11�\ W City Clerk nt66 co
FORM OF COMPTROLLER'S REGISTRATION CERTIFICATE
COMPTROLLER'S REGISTRATION BOND REGISTER NO.
I hereby certify that this bond has been examined, certified as to validity, and approved by
the Attorney General of the State of Texas, and that this bond has been registered by the
Comptroller of Public Accounts of the State of Texas.
WITNESS MY SIGNATURE AND SEAL this ,201 .
xxxxxxxxxxx
Comptroller of Public Accounts
(SEAL) of the State of Texas
FORM OF REGISTRAR'S AUTHENTICATION CERTIFICATE
REGISTRAR'S AUTHENTICATION CERTIFICATE
This bond is one of the bonds described in and delivered pursuant to the within-mentioned
Ordinance.
The Bank of New York Mellon Trust Company,N.A.,
as Registrar
By:
Authorized Signature
Date of Authentication:
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A.8.b
FORM OF ASSIGNMENT
ASSIGNMENT
For value received,the undersigned hereby sells,assigns, and transfers unto
(Please print or type name,address, and zip code of Transferee)
(Please insert Social Security or Taxpayer Identification Number of Transferee)
the within bond and hereby irrevocably constitutes and appoints
attorney to transfer said bond on the books kept for registration thereof, with full power of
substitution in the premises.
DATED:
Signature Guaranteed:
Registered Owner
NOTICE: The signature above
must correspond to the name
of the registered owner as shown
NOTICE: Signature must be on the face of this Bond in every
guaranteed by a member firm particular,without any
of the New York Stock Exchange alteration,enlargement or change
or a commercial bank or trust whatsoever.
company.
END OF FORM OF BOND
17. Legal Opinions; CUSIP. The approving opinion of Orgain Bell & Tucker, LLP,
Beaumont, Texas, Bond Counsel, and CUSIP Numbers may be printed on the Bonds,but errors or
omissions in the printing of such opinions or such numbers shall have no effect on the validity of the
Bonds.
18. Interest and Sinking Fund, Levu, Assessment and Collection of Taxes. There is
hereby established a separate fund of the City to be known as the "Series 2012 General Obligation
Refunding Bonds Interest and Sinking Fund" which shall be kept separate and apart from all other
funds of the City. The proceeds from all taxes levied, assessed and collected for and on account of
the Bonds authorized by this Ordinance shall be deposited, as collected, in the Interest and Sinking
Fund. While the Bonds or any part of the principal thereof or interest thereon remain outstanding
and unpaid, there is hereby levied and there shall be annually assessed and collected in due time,
form and manner, and at the same time other City taxes are assessed, levied and collected, in each
year, beginning with the current year, a continuing direct annual ad valorem tax upon all taxable
property in said City sufficient to pay the current interest on said Bonds as the same becomes due,
and to create and provide a sinking fiind of not less than two percent (2 0/6) of the original principal
amount of the Bonds or of not less than the amount required to pay each installment of the principal
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A.8.b
of said Bonds as the same matures, whichever is greater, full allowance being made for
delinquencies and costs of collection, and said taxes when collected shall be applied to the payment
of the interest on and principal of said Bonds and to no other purpose. In addition, interest accrued
from the date of the Bonds until their delivery is to be deposited in such fund. There is hereby
appropriated from current funds on hand, which are certified to be on hand and available for such
purpose, an amount sufficient to pay debt service coming due on the Bonds on March 1, 2013 and
September 1, 2013, and such amount shall not be used for any other purpose. A tax rate has not
been determined for 2013, but the City certifies that such rate, when determined, will take into
account the Bonds being issued.
IT IS ORDERED AND DIRECTED that this Ordinance pledging ad valorem tax revenue
of the City for the payment of the Bonds to the extent provided herein be filed and recorded in
the records of the City as necessary to cause the pledge to be valid under Section 1201.44 of the
Government Code of Texas. At any time while any of the Bonds are outstanding, it is
determined by the City or demanded by the holder of any Bonds that further action by the City is
required to make the pledge valid or maintain the validity of the pledge, the City covenants and
hereby directs the officers of the City to make such filings, including but not limited to
appropriate filings under Chapter 9 of the Business and Commerce Code of Texas as are
necessary to make the pledge valid or continue its validity.
19. Further Proceedings. After the Bonds to be initially issued shall have been executed,
it shall be the duty of the Mayor of the City to deliver the Bonds to be initially issued and all
pertinent records and proceedings to the Attorney General of the State of Texas, for examination
and approval by the Attorney General. After the Bonds to be initially issued shall have been
approved by the Attorney General,they shall be delivered to the Comptroller of Public Accounts of
the State of Texas for registration. Upon registration of the Bonds to be initially issued, the
Comptroller of Public Accounts (or a deputy lawfully designated in writing to act for the
Comptroller) shall manually sign the Comptroller's Registration Certificate prescribed herein to be
printed and endorsed on the Bonds to be initially issued, and the seal of said Comptroller shall be
impressed, or placed in facsimile, thereon. In addition, the Mayor, the Mayor Pro Tem, the City
Clerk, the City Manager and other appropriate officials of the City are hereby authorized and
directed to do any and all things necessary or convenient to carry out the purposes of this Ordinance,
and each of such persons are authorized, acting alone and without the joinder of the others, to
execute any and all closing certificates, instruments and such other documents as may be necessary
or appropriate to carry out the purposes of this Ordinance.
20. Sale of Bonds. The Bonds are hereby sold and shall be delivered to the Underwriters
at a price of$ , representing the principal amount of Bonds of$24,360,000, plus a
net premium of$ , and less an underwriter's discount of$ , plus any
accrued interest on the Bonds from their dated date to the daze of closing, all in accordance with the
terms of the Purchase Contract presented to and hereby approved by the City Council, which price
and terms are hereby found and determined to be the most advantageous reasonably obtainable by
the City. Each of the Mayor and the Mayor Pro Tem and other appropriate officials of the City are
hereby authorized and directed to execute such Purchase Contract on behalf of the City, and the
Mayor and the Mayor Pro Tem and other appropriate officials of the City are hereby authorized and
directed to do any and all things necessary or desirable to satisfy the conditions set out herein and to
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A.8.b
provide for the issuance and delivery of the Bonds, and, if deemed by the acting officer to be in the
best interests of the City,to terminate the Contract as permitted by the terms thereof.
The City funds that the net effective interest of the Bonds is %.
21. Tax Exemption. The City intends that the interest on the Bonds shall be
excludable from gross income of the owners thereof for federal income tax purposes pursuant to
Sections 103 and 141 through 150 of the Internal Revenue Code of 1986, as amended, (the
"Code") and all applicable temporary, proposed and final regulations (the "Regulations") and
procedures promulgated thereunder and applicable to the Bonds. For this purpose, the City
covenants that it will monitor and control the receipt, investment, expenditure and use of all
gross proceeds of the Bonds and take or omit to take such other and further actions as may be
required by Sections 103 and 141 through 150 of the Code and the Regulations to cause the
interest on the Bonds to be and remain excludable from the gross income, as defined in Section
61 of the Code, of the owners of the Bonds for federal income tax purposes. In particular,the City
covenants and agrees to comply with each requirement of this Section 21; provided, however, that
the City shall not be required to comply with any particular requirement of this Section 21 if the
City has received an opinion of nationally recognized bond counsel (a "Counsel's Opinion") that
such noncompliance will not adversely affect the exclusion from gross income for federal income
tax purposes of interest on the Bonds or cause the Bonds or any refunded,prior,or original bonds to
be arbitrage or hedge bonds, or if the City has received a Counsel's Opinion to the effect that
compliance with some other requirement set forth in this Section 21 will satisfy the applicable
requirements of the Code, in which case compliance with such other requirement specified in such
Counsel's Opinion shall constitute compliance with the corresponding requirement specified in this
Section 21.
Without limiting the generality of the foregoing, the City shall comply with each of the
following covenants:
(a) The City will use all of the proceeds of the Bonds to (i) acquire non-
callable obligations of the United States of America (the "Escrowed Securities") or to deposit
cash sufficient to pay the principal of,premium, if any, and interest on the Refunded Obligations
and (ii)to pay the costs of issuing the Bonds except for amounts, if any, described in the Report
(as defined in the Escrow Agreement) as the rounding amount and the ending cash balance in the
Escrow Fund (as defined in the Escrow Agreement). The City will cause the proceeds which are
to be escrowed to be irrevocably deposited upon the closing of the sale of the Bonds and
reasonably expects to pay the costs of issuing the Bonds within thirty days after issuance.
(b) The City will not directly or indirectly take any action or omit to take any
action, which action or omission would cause the Bonds or the Refunded Obligations to
constitute"private activity bonds"within the meaning of Section 141(a) of the Code.
(c) Principal of and interest on the Bonds will be paid solely from ad valorem
taxes collected by the City, investment earnings on such collections, and as available, proceeds
of the Bonds.
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A.8.b
(d) Based upon all facts and estimates now known or reasonably expected to
be in existence on the date the Bonds are delivered, the City reasonably expects that the proceeds
of the Bonds and the Refunded Obligations (to the extent any of such proceeds remain
unexpended, if any) will not be used in a manner that would cause the Bonds or the Refunded
Obligations or any portion thereof to be "arbitrage bonds" within the meaning of Section 148 of
the Code or as "hedge bonds"within the meaning of Section 149 of the Code.
(e) At all times while the Bonds are outstanding, the City will identify and
properly account for all amounts constituting gross proceeds of the Bonds in accordance with the
Regulations. The City will monitor the yield on the investments of the proceeds of the Bonds
and, to the extent required by the Code and the Regulations, will restrict the yield on such
investments to a yield which is not materially higher than the yield on the Bonds. To the extent
necessary to prevent the Bonds from constituting "arbitrage bonds" or "hedge bonds", the City
will make such payments as are necessary to cause the yield on all yield-restricted nonpurpose
investments allocable to the Bonds to be less than the yield that is materially higher than the
yield on the Bonds.
(f) The City will not take any action or knowingly omit to take any action, if
taken or omitted, would cause the Bonds to be treated as "federally guaranteed" obligations for
purposes of Section 149(b) of the Code.
(g) The City represents that not more than fifty percent (50%) of the proceeds
of any new money portion of the Bonds or any new money issue refunded by the Refunded
Obligations was invested in nonpurpose investments (as defined in Section 148(f)(b)(A) of the
Code) having a substantially guaranteed yield for four years or more within the meaning of
Section 149(g)(3)(A)(ii) of the Code, and the City reasonably expected at the time each issue of
the Bonds and Refunded Obligations was issued that at least eighty-five percent (85%) of the
spendable proceeds of the Bonds or the Refunded Obligations would be used to carry out the
governmental purpose of such Bonds or Refunded Obligations within the corresponding three-
year period beginning on the respective dates of the Bonds or the Refunded Obligations, and that
as to the Refunded Obligations it was so used.
(h) The City will take all necessary steps to comply with the requirement that
certain amounts earned by the City on the investment of the gross proceeds of the Bonds, if any,
be rebated to the federal government. Specifically, the City will (i)maintain records regarding
the receipt, investment and expenditure of the gross proceeds of the Bonds as may be required to
calculate such excess arbitrage profits separately from records of amounts on deposit in the funds
and accounts of the City allocable to other obligations of the City or moneys which do not
represent gross proceeds of any obligations of the City and retain such records for at least six
years after the day on which the last outstanding Bond is discharged, (ii) account for all gross
proceeds under a reasonable, consistently applied method of accounting, not employed as an
artifice or device to avoid, in whole or in part, the requirements of Section 148 of the Code,
including any specified method of accounting required by applicable Regulations to be used for
all or a portion of the gross proceeds, (iii) calculate, at such times as are required by applicable
Regulations, the amount of excess arbitrage profits, if any, earned from the investment of the
gross proceeds of the Bonds and (iv)timely pay, as required by applicable Regulations, all
amounts required to be rebated to the federal government. In addition, the City will exercise
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A.8.b
reasonable diligence to assure that no errors are made in the calculations required by the
preceding sentence and, if such an error is made, to discover and promptly correct such error
within a reasonable amount of time thereafter, including payment to the federal government of
any delinquent amounts owed to it, including interest thereon and penalty. In addition, the City
agrees to pay timely to the United States all amounts required, including but not limited to
payments required by Section 1490 of the Code, necessary to keep the Bonds and Refunded
Bonds from being treated as not being, and as never having been,tax exempt bonds.
(i) The City will not indirectly pay any amount otherwise payable to the
federal government pursuant to the foregoing requirements to any person other than the federal
government by entering into any investment arrangement with respect to the gross proceeds of
the Bonds that might result in a reduction in the amount required to be paid to the federal
government because such arrangement results in smaller profit or a larger loss than would have
resulted if such arrangement had been at arm's length and had the yield on the issue not been
relevant to either party.
0) The City will timely file or cause to be filed with the Secretary of the
Treasury of the United States the information required by Section 149(e) of the Code with
respect to the Bonds on such form and in such place as the Secretary may prescribe.
(k) The City will not issue or use the Bonds as part of an "abusive arbitrage
device" (as defined in Section 1.148-10(a) of the Regulations). Without limiting the foregoing,
the Bonds are not and will not be a part of a transaction or series of transactions that attempts to
circumvent the provisions of Section 148 of the Code and the Regulations, by (i) enabling the
City to exploit the difference between tax-exempt and taxable interest rates to gain a material
financial advantage, or(ii) increasing the burden on the market for tax-exempt obligations.
(1) Proper officers of the City charged with the responsibility for issuing the
Bonds are hereby directed to make, execute and deliver certifications as to facts, estimates or
circumstances in existence as of the Issue Date and stating whether there are facts, estimates or
circumstances that would materially change the City's expectations. On or after the Issue Date,
the City will take such actions as are necessary and appropriate to assure the continuous accuracy
of the representations contained in such certificates.
(m) The covenants and representations made or required by this Section are for
the benefit of the Bond holders and any subsequent Bond holder, and may be relied upon by the
Bondholder and any subsequent Bondholder and bond counsel to the City.
(n) In complying with the foregoing covenants, the City may rely upon an
unqualified opinion issued to the City by nationally recognized bond counsel that any action by
the City or reliance upon any interpretation of the Code or Regulations contained in such opinion
will not cause interest on the Bonds to be includable in gross income for federal income tax
purposes under existing law.
(o) Notwithstanding any other provision of this Ordinance, the City's
representations and obligations under the covenants and provisions of this Section shall survive
the defeasance and discharge of the Bonds for as long as such matters are relevant to the
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A.8.b
exclusion of interest on the Bonds from the gross income of the owners for federal income tax
purposes.
(p) The City covenants that dispositions of personal property components of the
Project funded by the Refunded Obligations will occur in the ordinary course of an established
governmental program and will satisfy the following requirements:
i. The weighted average maturity of the portion of the Bonds financing
personal property is not greater than 120 percent of the reasonably expected actual
use of such personal property for governmental purposes;
ii. The reasonably expected fair market value of such personal property on
the date of disposition will be not greater than 25 percent of its cost;
iii. Such personal property will no longer be suitable for its governmental
purposes on the date of disposition; and
iv. The City is required to deposit amounts received from such disposition in
a commingled fund with substantial tax or other governmental revenues and the
Issuer reasonably expect to spend such amounts on governmental programs within
6 months from the date of commingling.
The City warrants and represents that 85% of the spendable proceeds of each series of
bonds of which the Refunded Bonds were a part were used to carry out the governmental
purposes of such bonds within 3 years from the date each such series was issued, and not more
than 50%of the proceeds of each series of bonds of which the Refunded Bonds were a part were
invested in non-purpose investments (as defined in Section 148(b)(6)(A) of the Code) having a
substantially guaranteed yield of 4 years or more.
The City represents and warrants that the Bonds are being issued exclusively to refund
the Refunded Bonds and that (i) less than 25% of the debt service on the Refunded Bonds has
been secured or derived, either directly or indirectly,by payments made with respect to property
used in the trade or business of any person other than the City, and no proceeds of any such
series of bonds have been used directly or indirectly to make or finance loans to any such person,
(ii) the Refunded Bonds which are redeemable are being called for redemption and will be
redeemed not later than the earliest date on which they may be redeemed, (iii) the Bonds are
being issued solely for the purposes stated in Section 1 of this Ordinance, and in issuance of the
Bonds the City has employed no "device" to obtain a material financial advantage (based on
arbitrage), within the meaning of Section 149(d)(4) of the Code, apart from benefit of
restructuring the City's future debt service, and (iv) any remaining unspent proceeds of the
Refunded Bonds will be invested so as to produce a yield not greater than the yield on the issue
of Refunded Bonds from which such proceeds were derived.
The Bonds are a multi-purpose issue within the meaning of Section 1.148-9 of the
Regulations. Their separate purposes are to refund certain outstanding Certificates of Obligation,
Series 2005, Certificates of Obligation, Series 2006, and General Obligations Refunding Bonds,
Series 2004 (the "Series 2004 Bonds"). The Series 2004 Bonds were also a multi-purpose issue.
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Their separate purposes were to refund certain outstanding obligations of the City, including a
portion of the City's Combination Tax and Revenue Certificates of Obligation, Series 1995 (the
"Series 1995 Bonds"). The City warrants and represents that it made all necessary allocations of
the proceeds, investments, and relative amounts of substantially identical portions of the Series
2004 Bonds to their separate purposes including the current refunding of the Series 1995 Bonds.
The City hereby allocates the portions of the proceeds, investments, and relative amounts of
substantially identical portions of the Series 2012 Bonds to their separate purposes, including the
relative amount necessary under applicable US Treasury Regulations to redeem the relative
portion of the Series 2004 bonds which represents the portion thereof allocated to the current
refunding of the Series 1995 Bonds.
22. Ayplication of Proceeds. The proceeds from the sale of the Bonds in the amount of
$ , including accrued interest, shall,promptly upon receipt by the City,be applied
as follows:
(a) Accrued interest shall be deposited into the Interest and Sinking Fund for the Bonds;
(b) To establish the escrow fund to refund and pay the Refunded Obligations,
$ from the sale of the Bonds shall be deposited with the Escrow Agent pursuant
to and in compliance with Sections 24 and 25 below.
(c) $ from the sale of the Bonds shall be used to pay the costs of
issuing the Bonds,not later than 90 days after such issuance; and
(d) The sum of $ from the sale of the Bonds shall be used as a
rounding amount and shall be deposited in the Interest and Sinking Fund for the Bonds; and
(e) Any proceeds from the Bonds remaining after making all such deposits and
payments shall be deposited into the Interest and Sinking Fund.
23. Transfer of Monet/ in Interest and Sinking Funds Maintained for the Refunded
Obligations. On the date of delivery of the Bonds, the sum of$ contained in the
Interest and Sinking Funds for the Refunded Obligations shall be transferred to the Escrow Agent
and shall be applied as herein provided.
24. Redemption of Callable Refunded Obligatiens. The City hereby irrevocably calls
the following obligations of the City (the Callable Refunded Obligations) for redemption on the
dates set forth below, and authorizes and directs notice of such redemption to be given in
substantially the form of Exhibits B-1, B-2, and B-3 hereto or in such form and in such manner as
the Mayor, Mayor Pro Tem, City Manager, City Clerk or any other official of the City may
approve:
Obligations To Be Redeemed Redemption Date
The City of Beaumont,Texas, General March 1,2014
Obligation Refunding Bonds, Series
2004,maturing on March 1 in the years
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A.8.b
2015 through 2017 in the amounts of
$370,000; $390,000 and$410,000,.
respectively
The City of Beaumont,Texas, March 1,2015
Outstanding Certificates of Obligation,
Series 2005,maturing on March 1 in the
years 2016 through 2025 in the principal
amounts of$1,220,000;$1,305,000;
$1,360,000; $1,775,000; $1,810,000;
$1,855,000; $1,900,000; $1,960,000;
$2,020,000; and$2,095,000,
respectively; and
The City of Beaumont,Texas, March 1,2016
Outstanding Certificates of Obligation,
Series 2006,maturing on March 1 in the
years 2017 through 2018,in the amounts
of$1,180,000 and$1,240,000,
respectively
Pursuant to the provisions of Sections 1207.061 and 1207.062 of the Government Code of
Texas,the City hereby orders the irrevocable deposit out of the proceeds of the issuance and sale of
the Series 2012 Bonds with the Escrow Agent (being a paying agent for some of the obligations)
pursuant to the Escrow Agreement authorized by this Ordinance of an amount of money sufficient
to provide for the redemption of the Callable Refunded Obligations on the dates indicated above
and the payment in full of the Non-Callable Refunded Obligations at maturity and including all
principal, redemption price, and interest as and when due prior to and at the respective redemption
maturity, and due dates,as applicable.
The Bonds are not subordinated to the Refunded Obligations.
25. Escrow Agreement. The discharge and final payment or redemption, as applicable,
of the Refunded Obligations shall be effectuated by firm banking and financial arrangements
pursuant to the terms and provisions of an Escrow Agreement to be entered into by and between the
City and The Bank of New York Mellon Trust Company, N.A., Dallas, Texas, as Escrow Agent,
which shall be substantially in the form attached as Exhibit C hereto presented to the City Council,
the terms and provisions of which are hereby approved, subject to such insertions, additions and
modifications as shall be necessary(a) to carry out the redemptions and payments which have been
designed by the City by RBC Capital Markets, and which shall be certified as to mathematical
accuracy by Grant Thornton, L.L.P., in the Report, (b) to restructure the City's future debt service,
(c) to comply with all applicable laws and regulations relating to the refunding of the Refunded
Obligations and (d) to carry out the other intents and purposes of this Ordinance, and the Mayor or
Mayor Pro Tern is hereby authorized to execute and deliver the Escrow Agreement on behalf of the
City in such final form as approved by the signing official in multiple counterparts and the City
Clerk or an Assistant City Clerk is hereby authorized to attest thereto and affix the City's seal.
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The deposit of $ of the proceeds of the Series 2012 Bonds with the
Escrow Agent,which is hereby authorized and directed, and transfer of all funds held by the Escrow
Agent to the Paying Agents of the Refunded Obligations pursuant to the Escrow Agreement, plus
the funds authorized and directed to be used in Section 26 of this Ordinance, shall effect the
discharge and final payment,as applicable,of the Refunded Obligations.
26. Source of Funds Used in Refundins. No money of the City other than proceeds of
the Bonds and funds on hand in the Interest and Sinking Funds for the Refunded Obligations, if any
(the transfer and use of which is hereby authorized and directed) shall be used to refund the
Refunded Obligations.
27. Purchase of Escrowed Securities. To assure the purchase of the Escrowed Securities
as described in the Report and in the Escrow Agreement, the Mayor, Mayor Pro Tem, the City's
Finance Officer, and the Escrow Agent are hereby authorized to subscribe for, agree to purchase,
and purchase such Escrowed Securities in such amounts and maturities and bearing interest at such
rates as may be provided for in the Report,if any, and to execute any and all subscriptions,purchase
agreements, commitments, letters of authorization and other documents necessary to effectuate the
foregoing, and any actions heretofore taken for such purpose are hereby ratified and approved.
28. Open Meeting. It is hereby officially found and determined that the meeting at
which this Ordinance was adopted was open to the public, and public notice of the time, place and
purpose of said meeting was given, all as required by Chapter 551 of the Texas Government Code
Annotated,Vernon's 1994,as amended.
29. Official Statement. The Preliminary Official Statement and the Official Statement
prepared in the initial offering and sale of the Bonds have been and are hereby authorized, approved
and ratified as to form and content. The use of the Preliminary Official Statement and the Official
Statement in the reoffering of the Bonds by the Underwriters is hereby approved, authorized and
ratified. The proper officials of the City are hereby authorized to execute and deliver a certificate
pertaining to the Preliminary Official Statement and the Official Statement as prescribed therein,
dated as of the date of payment for and delivery of the Bonds.
30. Registrar. The Registrar, by undertaking the performance of the duties of the
Registrar and in consideration of the payment of fees or deposits of money pursuant to this
Ordinance and a Paying Agent/Registrar's Agreement, accepts and agrees to abide by the terms of
this Ordinance and such Agreement. The City hereby approves the form of the Paying
Agent/Registrar's Agreement presented to the City Council and hereby authorizes the Mayor or any
other official of the City to execute such agreement on behalf of the City, with such changes and
revisions thereto as may be approved by the official executing such agreement.
The City covenants that at all times while any Bonds are outstanding, it will provide a bank,
trust company, financial institution or other entity duly qualified and authorized to act as Registrar
for the Bonds. The City reserves the right to replace the Registrar or its successor at any time on not
less than sixty (60) days' written notice to the Registrar, so long as any such notice is effective not
less than sixty (60) days prior to the next succeeding principal or interest payment date on the
Bonds. If the Registrar is replaced by the City, the new Registrar shall accept the previous
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Registrar's records and act in the same capacity as the previous Registrar, and the new Registrar
shall notify each Owner, by United States Mail, first class postage prepaid, of such change and of
the address of the new Registrar. Any successor Registrar shall be either a national or state banking
institution and a corporation or association organized and doing business under the laws of the
United States of America or any State authorized under such laws to exercise trust powers and
subject to supervision or examination by Federal or State authority. Each Registrar hereunder, by
acting in that capacity, shall be deemed to have agreed to the provisions of this Section.
31. Related Matters. To satisfy in a timely manner all of the City's obligations under
this Ordinance,the Mayor, the Mayor Pro Tern,the City Manager, the City Clerk,or Assistant City
Clerk, and all other appropriate officers and agents of the City are hereby authorized and directed to
take all other actions that are reasonably necessary to provide for issuance of the Bonds, including,
without limitation, executing and delivering on behalf of the City all certificates, consents, receipts,
requests and other documents as may be reasonably necessary to satisfy the City's obligations under
this Ordinance and to direct the application of funds of the City consistent with the provisions
hereof
32. No Personal Liability. No recourse shall be had for payment of the principal of or
premium, if any, or interest on any Bonds, or for any claim based thereon, or on this Ordinance,
against any official or employee of the City or any person executing any Bonds.
33. Severability. If any Section, paragraph, clause or provision of this Ordinance shall
for any reason be held to be invalid or unenforceable, the invalidity or unenforceability of such
Section, paragraph, clause or provision shall not affect any of the remaining provisions of this
Ordinance.
34. R a1er. All orders, resolutions, and ordinances, and parts thereof inconsistent
herewith are hereby repealed to the extent of such inconsistency.
35. The City undertakes and agrees for the benefit of the holders of the Bonds to
provide the following to the Municipal Securities Rulemaking Board ("MSRB'), in electronic
format as prescribed by the MSRB, directly or through a designated agent, on or before six months
after the end of the City's fiscal year,which fiscal year presently ends on September 30,
a. annual financial information(which may be unaudited) and operating data regarding
the City for fiscal years ending on or after September 30, 2012 which annual
financial information and operating data shall be of the type included in the
following listed sections contained in the Final Official Statement:
INVESTMENT AUTHORITY AND INVESTMENT OBJECTIVES
OF THE CITY
DEBT STATEMENT
TAX DATA
SELECTED FINANCIAL DATA
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ADMINISTRATION OF THE CITY
Appendix"B"
b. audited financial statements for the City for fiscal years ending on or after
September 30,2012,when available, if the City commissions an audit and it is
completed by the required time;provided that if audited statements are not
commissioned or are not available by the required time, the City will provide
unaudited statements when and if they become available.
C. in a timely manner, not in excess of ten (10) business days after the occurrence of
the event,notice of any of the following events with respect to the Bonds:
i. Principal and interest payment delinquencies;
ii. Non-payment related defaults,if material;
iii. Unscheduled draws on debt service reserves reflecting financial difficulties;
iv. Unscheduled draws on credit enhancements reflecting financial difficulties;
V. Substitution of credit or liquidity providers,or their failure to perform;
vi. Adverse tax opinions the issuance by the Internal Revenue Service of
proposed or final determinations of taxability, Notices of Proposed Issue
(IRS Form 5701-TEB) or other material notices or determinations with
respect to the tax status of the Bonds, or other material events affecting the
tax status of the Bonds;
vii. Modifications to rights of Bond holders,if material;
viii. Bond calls,if material,and tender offers;
ix. Defeasances;
X. Release, substitution or sale of property securing repayment of the Bonds, if
material; and
xi. Rating changes.
xii. Bankruptcy, insolvency, receivership, or similar event of the obligated
person;
xiii. The consummation of a merger, consolidation, or acquisition involving an
obligated person or the sale of all or substantially all of the assets of the
obligated person, other than in the ordinary course of business,the entry into
a definitive agreement to undertake such an action, or the termination of a
definitive agreement relating to any such actions, other than pursuant to its
terms,if material; and
xiv. Appointment of a successor or additional trustee or the change of name of a
trustee,if material
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d. in a timely manner, notice of a failure of the City to provide required annual
financial information and operating data,on or before six months after the end of the
City's fiscal year.
e. all documents provided to the MSRB shall be accompanied by identifying
information as prescribed by the MSRB.
These undertakings and agreements are subject to appropriation of necessary funds and to
applicable legal restrictions,if any.
The accounting principles pursuant to which the City's financial statements are currently
prepared are generally accepted accounting principles set out by the Government Accounting
Standards Board, and, subject to changes in applicable law or regulations, such principles will be
applied in the future.
If the City changes its fiscal year, it will notify the MSRB of the change (and of the new
fiscal year end) prior to the next date by which the City otherwise would be required to provide
annual financial information.
The City's obligation to update information and to provide notices of material events shall be
limited to the agreements herein. The City shall not be obligated to provide other information that
may be relevant or material to a complete presentation of its financial results of operations,
condition, or prospects and shall not be obligated to update any information that is provided, except
as described herein. The City makes no representation or warranty concerning such information or
concerning its usefulness to a decision to invest in or sell Bonds at any future date. THE CITY
DISCLAIMS ANY CONTRACTUAL OR TORT LIABILITY FOR DAMAGES RESULTING IN
WHOLE OR IN PART FROM ANY BREACH, WHETHER NEGLIGENT OR WITHOUT
FAULT ON ITS PART, OF ITS CONTINUING DISCLOSURE AGREEMENT OR FROM ANY
STATEMENT MADE PURSUANT TO ITS AGREEMENT. HOLDERS OR BENEFICIAL
OWNERS OF BONDS MAY SEEK AS THEIR SOLE REMEDY A WRIT OF MANDAMUS TO
COMPEL THE CITY TO COMPLY WITH THIS AGREEMENT. No default by the City with
respect to its continuing disclosure agreement shall constitute a breach of or default under this
Ordinance for purposes of any other provision of this Ordinance. Nothing in this paragraph is
intended or shall act to disclaim, waive, or otherwise limit the duties of the City under federal and
state securities laws.
The City may amend its continuing disclosure obligations and agreement in this Section 35
to adapt to changed circumstances that arise from a change in legal requirements, a change in law,
or a change in the identity, nature, status or type of operations of the City, if the agreement, as
amended, would have permitted the Underwriter to purchase or sell the Bonds in compliance with
SEC Rule 15c2-12, taking into account any amendments or interpretations of such Rule to the date
of such amendment, as well as such changed circumstances, and either the holders of a majority in
aggregate principal amount of the outstanding Bonds consent or any person unaffiliated with the
City (such as nationally recognized bond counsel) determines the amendment will not materially
impair the interests of the holders and beneficial owners of the Bonds. The City may also amend or
repeal the obligations and agreement in this Section 35 if the SEC amends or repeals the applicable
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provisions of Rule 15c2-12 or a court of final jurisdiction determines that such provisions are
invalid, and the City may amend the agreement in its discretion in any other circumstance or
manner,but in either case only to the extent that its right to do so would not prevent the Underwriter
from lawfully purchasing or reselling the Bonds in the primary offering of the Bonds in compliance
with Rule 15c2-12. If the City amends its agreement, it must include with the next financial
information and operating data provided in accordance with its agreement an explanation, in
narrative form, of the reasons for the amendment and of the impact of any change in the type of
information and operating data so provided.
The City's continuing obligation to provide annual financial information and
operating data and notices of events will terminate if and when the City no longer remains an
"obligated person" (as such term is defined in SEC Rule 15C2-12)with respect to the Bonds.
36. Amendment of Ordinance.
(a) If and to the extent permitted by this Ordinance,the owners of the Series 2012
Bonds aggregating in the principal amount of 51% of the aggregate principal amount of
the outstanding Series 2012 Bonds shall have the right from time to time to approve any
amendment to this Ordinance which may be deemed necessary or desirable by the City
provided, however, that without the consent of the owners of all of the Series 2012 Bonds
at the time outstanding, nothing herein contained shall permit or be construed to permit
the amendment of the terms and conditions in this Ordinance or in the Bonds so as to:
(1) Make any change in the maturity of the outstanding Series 2012
Bonds;
(2) Reduce the rate of interest borne by any of the outstanding Series
2012 Bonds;
(3) Reduce the amount of the principal payable on the outstanding
Series 2012 Bonds;
(4) Modify the terms of payment of principal of or interest on the
outstanding Series 2012 Bonds, or impose any conditions with respect to such
payment;
(5) Affect the owners of less than all of the outstanding Series 2012
Bonds then outstanding;
(6) Change the percentage of the principal amount of outstanding
Series 2012 Bonds, necessary for consent to such amendment.
(b) If at any time the City shall desire to amend this Ordinance under this
Section, the City shall cause notice of the proposed amendment to be published in a
financial newspaper or journal published in the City of New York, New York, once
during each calendar week for at least two successive calendar weeks. Such notice shall
briefly set forth the nature of the proposed amendment and shall state that a copy thereof
is on file at the principal office of the Paying Agent for inspection by all owners of Series
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2012 Bonds. Such publication is not required, however, if notice in writing is given to
each owner of the outstanding Series 2012 Bonds. Not less than thirty (30) days' notice
of the proposed amendment shall also be given by the City to the Underwriter.
(c) Whenever at any time not less than thirty (30) days, and within one (1)
year, from the date of the publication of said notice or other service of written notice the
City shall receive an instrument or instruments executed by the owners of at least 51% in
aggregate principal amount of Series 2012 Bonds then outstanding, which instrument or
instruments shall refer to the proposed amendment described in said notice and which
specifically consent to and approve such amendment in substantially the form of the copy
thereof on file with the Paying Agent, the City Council may adopt the amendatory
resolution in substantially the same form.
(d) Upon adoption of any amendatory resolution pursuant to the provision of
this Section, this Ordinance shall be deemed to be amended in accordance with such
amendatory resolution, and the respective rights, duties and obligations under this
Ordinance of the City and all the owners of then outstanding Series 2012 Bonds shall
thereafter be determined, exercised and enforced hereunder, subject in all respect to such
amendments.
(e) Any consent given by the owner of outstanding Series 2012 Bonds,
pursuant to the provisions of this Section shall be irrevocable for a period of six months
from the date of the first publication of the notice provided for in this Section, and shall
be conclusive and binding upon all future owners of the same Series 2012 Bonds during
such period. Such consent may be revoked at any time after six months from the date of
the first publication of such notice by the owner who gave such consent, or by a
successor in title, by filing notice thereof with the Paying Agent and the City, but such
revocation shall not be effective if the owners of 51% in aggregate principal amount of
the then outstanding Series 2012 Bonds as in this Section defined have, prior to the
attempted revocation, consented to and approved the amendment.
(f) For the purpose of this Section, the fact of the owning of Series 2012
Bonds by any owner of Series 2012 Bonds and the amount and number of such Series
2012 Bonds and the date of their owning same shall be determined by the Registration
Books of the Paying Agent/Registrar.
(g) The foregoing provisions of this Section notwithstanding, the City by
action of the City Council (or as item (2) by the City Council or by the Mayor or Mayor
Pro-Tem and the City Clerk as to changes prior to issuance to comply with requirements
by the Attorney General of Texas or Underwriters) may amend this Ordinance for any
one or more of the following purposes:
(1) To add to the covenants and agreements of the City in this
Ordinance contained, other covenants and agreements thereafter to be observed,
grant additional rights or remedies to the owners of bonds or to surrender, restrict
or limit any right or power herein reserved to or conferred upon the City.
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A.8.b
(2) To make such provisions for the purpose of clarifying matters or
questions arising under this Ordinance, as are required by the Attorney General of
Texas to obtain the Attorney General's approval of the issuance of the Series
2012 Bonds or required by the Underwriters before their issuance or for the
purpose of curing any ambiguity, or curing, correcting or supplementing any
defective provision contained in this Ordinance, or at any time before or after
issuance as are necessary or desirable and not contrary to or inconsistent with this
Ordinance, and in all events which shall not adversely affect the interests of the
owners of the Series 2012 Bonds.
(3) To modify any of the provisions of this Ordinance in any other
respect whatever, provided that: (i) such modification shall be, and be expressed
to be, effective only after all Series 2012 Bonds outstanding at the date of the
adoption of such modification shall cease to be outstanding, and (ii) such
modification shall be specifically referred to in the text of all Series 2012 Bonds
issued after the date of the adoption of such modification.
37. [OMITTED]
[The remainder of this page has intentionally been left blank.
Signature page follows.)
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PASSED AND APPROVED this 14''day of August,2012.
MAYO
THE CrIT OF BEAUMONT,TEXAS
ATTEST:
c—,&a. " a'�l d"
CITY CLERK
THE CITY OF BEAUMONT,TEXAS
ul
C
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EXHIBIT A
The City of Beaumont, Texas
General Obligation Refunding Bonds, Series 2012
Interest Accrues From:
MATURITY SCHEDULE
Maturity(March 1) Principal Amount Interest Rate Yield
The Bonds maturing on or after ' are subject to optional redemption, in
whole or in part, on , or any date thereafter, at a price equal to the principal
amount thereof,plus accrued interest to the date of redemption.
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EXHIBIT B.l
NOTICE OF REDEMPTION
THE CITY OF BEAUMONT,TEXAS
GENERAL OBLIGATION REFUNDING BONSD
SERIES 2004
Dated: November 1,2004
Redemption Date: March 1,2014
Redemption Reason/Source of Funds: Optional Redemption
Total Redemption Amount: $1,295,000
CUSIP Nos. Maturity Rate Amount Price
03/01/2015 3.75% $370,000 100%
03/01/2016 5.25% $390,000 100%
03/01/2017 5.25% $410,000 100%
NOTICE IS HEREBY GIVEN that the securities described herein have been called for
redemption at the applicable redemption price plus accrued interest, if any, to the redemption date. On
the redemption date, each security shall become due and payable, and interest shall cease to accrue. In
the event less than the entire principal amount of a security is to be redeemed, a new security for the
unredeemed portion will be issued in your name without charge. Payment of the redemption proceeds
will be made on or after the redemption date upon presentation and surrender of the securities to:
Registered/Certifed Mail: Air Courier: In person:
Wells Fargo Bank,N.A. Wells Fargo Bank,N.A. Wells Fargo Bank,N.A.
Corporate Trust Operations Corporate Trust Operations Northstar East Building
P. O. Box 1517 N9303-121 608 2nd Avenue So., 12°i Floor
Minneapolis,MN 55480-1517 6th&Marquette Avenue Minneapolis,MN
Minneapolis,MN 55479
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Il1WWANT NOTICE
Under section 3406(a)(1) of the Internal Revenue Code, the Paying Agent making payment of
interest or principal on securities may be obligated to withhold a percentage of the payment to a holder
who has failed to furnish the Registrar with a valid taxpayer identification number, certification that the
number supplied is correct, and that the holder is not subject to backup withholding. Holders of the
bonds who wish to avoid the application of these provisions should submit either a completed IRS
(Internal Revenue Service)Form W-9(use only if the holder is a U.S.person, including a resident alien),
or the appropriate form W-8 (use only if you are neither a U.S. person or a resident alien), when
presenting the bonds for payment. See IRS Publication 51 5, Withholding of Tax on Nonresident Aliens
and Foreign Entities. Publication SI S and W-8 forms and instructions are available through the IRS via
their web site at www.irs.QOV.
THE CITY OF BEAUMONT,TEXAS
By: WELLS FARGO BANK,N.A.
Publication Date: ,2014
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EXHIBIT B.2
Notice of Redemption
THE CITY OF BEAUMONT,TEXAS
CERTIFICATES OF OBLIGATION,
SERIES 2005
Dated: May 13,2005
Redemption Date: March 1,2015
Redemption Reason/Source of Funds: Optional Redemption
Total Redemption Amount: $17,300,000
CUS11P Nos. Maturity Rate Amount Price
03/01/2016 5.00% $1,220,000 100.00%
03/01/2017 5.00% $1,305,000 100.00%
03/01/2018 5,00% $1,360,000 100.00%
03/01/2019 5.00% $1,775,000 100.00%
03/01/2020 4.25% $1,810,000 100.00%
03/01/2021 4.25% $1,855,000 100.00%
03/01/2022 4.25% $1,900,000 100.00%
03/01/2023 4.25% $1,960,000 100.00%
03/01/2024 4.125% $2,020,000 100.00%
03/01/2025 3.00% $2,095,000 100.00%
NOTICE IS HEREBY GIVEN that the securities described herein have been called for
redemption at the applicable redemption price plus accrued interest, if any, to the redemption date. On
the redemption date, each security shall become due and payable, and interest shall cease to accrue. In
the event less than the entire principal amount of a security is to be redeemed, a new security for the
unredeemed portion will be issued in your name without charge. Payment of the redemption proceeds
will be made on or after the redemption date upon presentation and surrender of the securities to:
AggsteredlCerted Mail: Air Courier: In person:
The Bank of New York Mellon The Bank of New York Mellon The Bank of New York Mellon
Trust Company,N.A. Trust Company,N.A. Trust Company,N.A.
2001 Bryan Street, 11 w Floor 2001 Bryan Street, 11 fl'Floor 2001 Bryan Street, 110'Floor
Dallas,Texas 75201 Dallas,Texas 75201 Dallas,Texas 75201
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A.8.b
IMPORTANT NOTICE
Under section 3406(a)(1) of the Internal Revenue Code, the Paying Agent making payment of
interest or principal on securities may be obligated to withhold a percentage of the payment to a holder
who has failed to furnish the Registrar with a valid taxpayer identification number, certification that the
number supplied is correct, and that the holder is not subject to backup withholding. Holders of the
bonds who wish to avoid the application of these provisions should submit either a completed IRS
(Internal Revenue Service)Form W-9(use only if the holder is a U.S.person, including a resident alien),
or the appropriate form W-8 (use only if you are neither a U.S. person or a resident alien), when
presenting the bonds for payment. See IRS Publication 515, Withholding of Tax on Nonresident Aliens
and Foreign Entities. Publication 515 and W-8 forms and instructions are available through the IRS via
their web site at www.irs.gov.
THE CITY OF BEAUMONT,TEXAS
By: The Bank of New York Mellon Trust
Company,N.A.
Publication Date: ,2015
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EXHIBIT B.3
NOTICE OF REDEMPTION
THE CITY OF BEAUMONT,TEXAS
GENERAL OBLIGATION REFUNDING BONSD
SERIES 2006
Dated: December 1,2006
Redemption Date: March 1,2016
Redemption Reason/Source of Funds: Optional Redemption
Total Redemption Amount: $2,420,000
CUSIP Nos. Maturity Rate Amount Price
03/01/2017 3.625% $1,180,000 100.00%
03/01/2018 4.000% $1,240,000 100.00%
NOTICE IS HEREBY GIVEN that the securities described herein have been called for
redemption at the applicable redemption price plus accrued interest, if any, to the redemption date. On
the redemption date, each security shall become due and payable, and interest shall cease to accrue. In
the event less than the entire principal amount of a security is to be redeemed, a new security for the
unredeemed portion will be issued in your name without charge. Payment of the redemption proceeds
will be made on or after the redemption date upon presentation and surrender of the securities to:
Registered/Certifaed Mail: Air Courier: In person:
The Bank of New York Mellon The Bank of New York Mellon The Bank of New York Mellon
Trust Company,N.A. Trust Company,N.A. Trust Company,N.A.
2001 Bryan Street, 11`"Floor 2001 Bryan Street, 11 m Floor 2001 Bryan Street, 11 h Floor
Dallas,Texas 75201 Dallas,Texas 75201 Dallas,Texas 75201
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A.8.b
BffORTANT NOTICE
Under section 3406(a)(1) of the Internal Revenue Code, the Paying Agent making payment of
interest or principal on securities may be obligated to withhold a percentage of the payment to a holder
who has failed to furnish the Registrar with a valid taxpayer identification number, certification that the
number supplied is correct, and that the holder is not subject to backup withholding. Holders of the
bonds who wish to avoid the application of these provisions should submit either a completed IRS
(Internal Revenue Service)Form W-9(use only if the holder is a U.S.person, including a resident alien),
or the appropriate form W-8 (use only if you are neither a U.S. person or a resident alien), when
presenting the bonds for payment. See IRS Publication 51 5, Withholding of Tax on Nonresident Aliens
and Foreign Entities. Publication SI S and W-8 forms and instructions are available through the IRS via
their web site at www.irs.zov.
THE CITY OF BEAUMONT,TEXAS
By: The Bank of New York Mellon Trust
Company,N.A.
Publication Date: ,2016
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EXHIBIT C
SEE ESCROW AGREEMENT
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