SPECIAL MEETING
August 18, 1965
A Special Meeting of the City Council of The City of Dover, Delaware was held on August 18, 1965 at 3:00 o’clock, P.M. at the City Hall with Mayor Carroll presiding. Councilmen present were Messrs. Harris, Hayes, Holpp, Hughes, Massey, Smith and Walls. Councilman Biggs was absent.
ELECTRIC REVENUE REFUNDING BONDS
The meeting was held for the purpose of considering a proposal for the purchase of Electric Revenue Refunding Bonds to be issued under the provisions of a Resolution authorizing and securing Electric Revenue Bonds of the City, adopted on July 26, 1965.
Mr. Kahkonen representing Harriman Ripley & Co., Incorporated, submitted a proposal of that company to purchase $10,245,000 Electric Revenue Refunding Bonds to be issued by the City under said Resolution adopted July 26, 1965, at a price of $10,248,073.50, such bonds to mature on February 15, in the years and amounts and to bear interest as follows:
Year of
Maturity
1966
1967
1967
1969
1970
1971
1972
1973
1974
1975
1976
1977
Principal Amount
$360,000
515,000
610,000
620,000
620,000
320,000
330,000
345,000
360,000
370,000
385,000
400,000
Interest
Rate
4%
4
4
4
4
4
4
4
3.75
3.40
3.40
3.50
Year of
Maturity
1978
1979
1980
1981
1982
1983
1984
1985
1986
1987
1988
Principal
Amount
$415,000
430,000
445,000
460,000
475,000
490,000
510,000
530,000
550,000
570,000
135,000
Interest
Rate
3½%
3½
3½
3.60
3.60
3.60
3.60
3.60
3.60
3.60
3.60
A check in the amount of $102,750 payable to The City of Dover was delivered with the offer. The proposal was presented in the form of a Purchase Contract between the City and Harriman Ripley & Co., Incorporated. The bonds will be dated as of August 15, 1965 and accrued interest will be paid to the City from the date of the bonds to the date on which they are delivered and paid for.
AMOUNT, MATURITIES AND REDEMPTION PROVISIONS
The City Council considered the following Resolution:
A RESOLUTION FIXING THE AMOUNT OF THE ELECTRIC REVENUE REFUNDING BONDS TO BE ISSUED BY THE CITY OF DOVER UNDER SECTION 208 OF THE RESOLUTION ADOPTED BY THE CITY COUNCIL ON JULY 26, 1965, THE MATURITIES OF SAID BONDS AND THE TIMES AND PRICES AT WHICH SAID BONDS ARE TO BE REDEEMABLE.
BE IT RESOLVED by the Council of The City of Dover, Delaware:
Section 1. The principal amount of the Electric Revenue Refunding Bonds to be issued by the City of Dover under the provisions of Section 208 of the Resolution authorizing and securing Electric Revenue Bonds of the City, adopted on July 26, 1965, shall be Ten Million Two Hundred Forty-five Thousand Dollars ($10,245,000).
Section 2. Said $10,245,000 Electric Revenue Refunding Bonds shall be stated to mature (in numerical order, lowest numbers first) on the 15th day of February in the following years and in the following amounts, respectively:
Year of
Maturity
1966
1967
1967
1969
1970
1971
1972
1973
1974
1975
1976
1977
Principal Amount
$360,000
515,000
610,000
620,000
620,000
320,000
330,000
345,000
360,000
370,000
385,000
400,000
Year of
Maturity
1978
1979
1980
1981
1982
1983
1984
1985
1986
1987
1988
Principal
Amount
$415,000
430,000
445,000
460,000
475,000
490,000
510,000
530,000
550,000
570,000
135,000
Section 3. Said $10,245,000 Electric Revenue Refunding Bonds at the time outstanding which mature after February 15, 1975 shall be redeemable prior to their respective maturities, either in whole, at the option of the City, on any date not earlier than February 15, 1975, from any moneys that may be made available for such purpose, or in part, in the inverse order of their maturities, on any interest payment date not earlier than February 15, 1970, from moneys in the City of Dover Electric Revenue Bonds Interest and Sinking Fund, at the principal amount of the bonds to be redeemed, together with the interest accrued thereon to the date fixed for redemption plus the following premiums on any such redemption of said bonds:
(a) in the case of a redemption in whole, 4% of such principal amount if redeemed on or prior to February 14, 1978, 3% if redeemed thereafter and on or prior to February 14, 1981, 2% if redeemed thereafter and on or prior to February 14, 1984, 1% if redeemed thereafter and on or prior to February 14, 1987, and without premium if redeemed thereafter, and
(b) in the case of a redemption in part, 3% of such principal amount if redeemed on or prior to August 15, 1972, 2% if redeemed thereafter and on or prior to August 15, 1975, 1% if redeemed thereafter and on or prior to August 15, 1978, and without premium if redeemed thereafter.
Section 4. That this Resolution shall take effect immediately upon its passage and approval by the Mayor.
On motion of Mr. Holpp, seconded by Mr. Harris, that the above Resolution concerning the amount, maturities and redemption provisions of the $10,245,000 Electric Revenue Refunding Bonds of the City be adopted, the following Councilmen voted ‘Yes’ on roll call, Messrs. Harris, Hayes, Holpp, Hughes, Massey, Smith and Walls. Mayor Crawford J. Carroll declared the Resolution adopted.
PURCHASE CONTRACT
The Council considered the following Resolution approving a Purchase Contract between the City and Harriman & Ripley & Co., Incorporated:
A RESOLUTION AWARDING $10,245,000 ELECTRIC REVENUE REFUNDING BONDS OF THE CITY OF DOVER, DESIGNATING THE NEW YORK PAYING AGENT OF SAID BONDS AND DIRECTING THE AUTHENTICATION AN DELIVERY OF SAID BONDS.
WHEREAS, the Council of the City of Dover has received from Harriman Ripley & Co., Incorporated, a proposal for the purchase of $10,245,000 Electric Revenue Refunding Bonds of the City of Dover, dated as of the 15th day of August, 1965, and authorized by the City Council by Resolution adopted on July 26, 1965, said proposal being in the form of the Purchase Contract between the City and said Company, which was presented at this meeting; and
WHEREAS, the Council has determined that it is in the bets interest of the City to accept said proposal; now, therefore,
BE IT RESOLVED by the Council of The City of Dover, Delaware:
Section 1. The proposal in the form of the Purchase Contract mentioned in the preambles of this Resolution is hereby accepted and the $10,245,000 Electric Revenue Refunding Bonds of the City of Dover, bearing interest at the rates set forth in said Purchase Contract, are hereby awarded to Harriman Ripley & Co., Incorporated at the purchase price of $10,248,073.50 and accrued interest from August 15, 1965 to the date of delivery of said bonds and upon the terms and conditions set forth in said Purchase Contract. Harriman Ripley & Co. Incorporated are hereby named as the “principal underwriters” under the said July 26, 1965 Resolution authorizing the issuance of said bonds.
Section 2. The Mayor is hereby authorized to execute said Purchase Contract for and on behalf of the City.
Section 3. Morgan Guaranty Trust Company of New York in the Borough of Manhattan, City and State of New York, is hereby designated as the alternate Paying Agent of said bonds in accordance with the provisions of clause (b) of Section 208 of said July 26, 1965 Resolution.
Section 4. Said bonds, upon their execution in the form and manner set forth in said July 26, 1965 Resolution, shall be deposited with the Trustee under said Resolution for authentication, and said Trustee is hereby authorized and directed to authenticate and deliver said bonds to or upon the order of said principal underwriters upon the payment of said purchase price.
Section 5. The officers and agents of the City and the officers and agents of the Trustee under said July 26, 1965 Resolution are hereby authorized and directed to do all acts and things necessary to carry into effect the provisions of this Resolution.
Section 6. That this Resolution shall take effect immediately upon its passage and approval by the Mayor.
On motion of Mr. Walls, seconded by Mr. Massey, that the above Resolution concerning the award and certain details of $10,245,000 Electric Revenue Refunding Bonds of the City, be adopted, the following Councilmen voted ‘Yes’ on roll call: Messrs. Harris, Hayes, Holpp, Hughes, Massey, Smith and Walls. Mayor Crawford J. Carroll declared the Resolution adopted.
OFFICIAL STATEMENT
The City Council considered the following Resolution approving the Official Statement.
A RESOLUTION APPROVING THE OFFICIAL STATEMENT RELATING TO $10,245,000 ELECTRIC REVENUE REFUNDING BONDS OF THE CITY
BE IT RESOLVED by the Council of The City of Dover, Delaware:
Section 1. That the official Statement dated August , 1965 in connection with the sale of $10,245,000 Electric Revenue Refunding Bonds of the City of Dover, dated August 15, 1965, is hereby approved in the form presented at this meeting, with such minor changes, insertions and omissions as may be approved by the Mayor, and the Mayor is hereby authorized to sign said Official Statement on behalf of the City for use by the principal underwriters in connection with the offering and sale of said bonds, and his signature thereto shall be conclusive evidence of his approval of all such changes, insertions and omissions.
Section 2. That this Resolution take effect immediately upon its passage and approval by the Mayor.
On motion of Mr. Holpp, seconded by Mr. Walls, that the above Resolution concerning approval of the Official Statement be adopted, the following Councilmen voted ‘Yes’ upon roll call: Messrs. Harris, Hayes, Holpp, Hughes, Massey, Smith and Walls. Mayor Carroll declared the Resolution adopted.
REDEMPTION OF OUTSTANDING 1960 BONDS
The Council considered the following Resolution relating to the redemption of the outstanding 1960 bonds:
A RESOLUTION PROVIDING FOR THE REDEMPTION OF JUNE 1, 1970 OF ALL THE OUTSTANDING ELECTRIC REVENUE BONDS (SERIES A) OF THE CITY OF DOVER DELAWARE WHICH MATURE ON AND AFTER JUNE 1, 1971.
BE IT RESOLVED by the Council of The City of Dover, Delaware.
Section 1. Upon the receipt of the proceeds of the sale of the $10,245,000 Electric Revenue Refunding Bonds of The City of Dover, Delaware, dated as of the 15th day of August, 1965, authorized by a Resolution adopted by the Council of said City on July 26, 1965, all of the Electric Revenue Bonds (Series A) of The City of Dover, Delaware dated June 1, 1960, which mature on and after June 1, 1971, shall be and are hereby called for redemption on June 1, 1970 in accordance with the provisions of a Resolution authorizing and securing said bonds adopted by the Council of said City on May 9, 1960.
Section 2. The notice calling said outstanding Electric Revenue Bonds (Series A) for redemption shall be substantially in the following form:
NOTICE OF REDEMPTION
THE CITY OF DOVER, DELAWARE
ELECTRIC REVENUE BONDS (SERIES A)
Dated June 1, 1960
Due on and after June 1, 1971
NOTICE IS HEREBY GIVEN that pursuant to the provisions of the Resolution adopted by the City Council of The City of Dover, Delaware, on May 9, 1960, authorizing the issuance of Electric Revenue Bonds of said City, under the provisions of which the above described bonds were issued and are secured, all of the Electric Revenue Bonds, (Series A), dated as of June 1, 1960, which mature on and after June 1, 1971, have been and are hereby called for redemption on
June 1, 1970
at the principal amount of the bonds to be redeemed, plus a premium of 3% of such principal amount.
On June 1, 1970, said bonds will become and be due and payable at the redemption price set forth above, interest on the bonds will thereafter cease to accrue, the coupons for interest on the bonds so called for redemption payable subsequent to the redemption date will be void, said bonds will cease to be entitled to any benefit or security under said Resolution and the holders or registered owners of said bonds shall have no rights in respect thereof except to receive payment of the redemption price thereof.
Said bonds, unless registered as to principal alone or as to both principal and interest are required to be presented and surrendered for payment and redemption at the Delaware Trust Company, in the City of Dover, Delaware, or at the principal office of Delaware Trust Company, in the City of Wilmington, Delaware, or at the principal office of Manufacturers Hanover Trust Company in the Borough of Manhattan, City and State of New York, at the option of the holder. Bonds registered as to principal alone or as to both principal and interest must be presented and surrendered for payment and redemption at the principal office of Delaware Trust Company, in the City of Wilmington, Delaware and must be accompanied by proper instruments of assignment in blank where payment to any one other than the registered owner is desired.
DELAWARE TRUST COMPANY
Wilmington, Delaware
Trustee
Dated , 1970
Section 3. Delaware Trust Company, as Trustee under said Resolution adopted by the Council of said City on May 9, 1960, upon receipt of the proceeds of the sale of said $10,245,000 Electric Revenue Refunding Bonds of said City is irrevocably instructed and directed to sign said Notice of Redemption not less than 30 days and not more than 60 days before June 1, 1970 and to
(a) publish the same in a daily newspaper of general circulation published in the City of Wilmington, Delaware, and in a daily newspaper of general circulation or a financial journal published in the Borough of Manhattan, City and State of New York,
(b) file copies of such Notice of Redemption at Delaware Trust Company, Dover, Delaware, the principal office of Delaware Trust Company, Wilmington, Delaware and the principal office of Manufacturers Hanover Trust Company, New York, N.Y., the Paying Agents for said Electric Revenue Bonds (Series A), and
(c) to mail copies of such Notice of Redemption, postage prepaid, to all registered owners of said Electric Revenue Bonds (Series A) at their addresses as they appear on the registration books provided therefor.
Section 4. Delaware Trust Company is hereby further instructed and directed to publish promptly after the delivery of said $10,245,000 Electric Revenue Refunding Bonds, a Notice of Intention to redeem said Electric Revenue Refunding Bonds (Series A) which mature on and after June 1, 1971, in a daily newspaper of general circulation published in the Borough of Manhattan, City and State of New York. Said Notice shall be substantially in the following form:
NOTICE OF INTENTION TO REDEEM
The City of Dover, Delaware
Electric Revenue Bonds (Series A)
Dated June 1, 1960
Due on and after June 1, 1971
NOTICE IS HEREBY GIVEN that The City of Dover, Delaware, intends to redeem on June 1, 1970 all its Electric Revenue Bonds (Series A), dated as of June 1, 1960, which mature on and after June 1, 1971. Official notice of redemption of said bonds will be given by publication and otherwise not less than 30 days and not more than 60 days before June 1, 1970.
On motion of Mr. Harris, seconded by Mr. Holpp, that the above Resolution concerning the redemption of the outstanding Electric Revenue Bonds (Series A) be adopted, the following Councilmen voted ‘Yes’ on roll call: Messrs. Harris, Hayes, Holpp, Hughes, Massey, Smith and Walls. Mayor Crawford J. Carroll declared the Resolution adopted.
Council adjourned at 3:55 P.M.
City Clerk
All ordinances, orders and resolutions adopted by City Council at its meeting of August 18, 1965 are hereby approved.
Crawford J. Carroll
Mayor
August 19, 1965