HomeMy WebLinkAboutOrdinance 26490-09-2023ORDINANCE NO. 26490-09-2023
AN ORDINANCE INCREASING ESTIMATED RECEIPTS AND
APPROPRIATIONS IN THE SPECIAL TAX REVENUE BONDS SERIES
2023B CAPITAL PROJECT FUND IN THE AMOUNT OF $44,000,000.00,
FOR THE PURPOSE OF PAYING (I) CONTRACTUAL OBLIGATIONS
INCURRED OR TO BE INCURRED FOR THE FINANCING OF SERIES
2023B IMPROVEMENTS AT WILL ROGERS MEMORIAL CENTER,
INCLUDING THE SHEEP AND SWINE BARN, AND THE PAYMENT OF
FISCAL, ENGINEERING AND LEGAL FEES, AND (II) COST OF
ISSUANCE OF THE BONDS, WITH APPROPRIATIONS SUBJECT TO
THE SALE OF THE BONDS AND RECEIPT OF PROCEEDS AND ALL
IDENTIFIED AMOUNTS BEING SUBJECT TO REDUCTION TO
CONFORM TO FINAL FIGURES REFLECTED IN CLOSING
DOCUMENTS WITH ANY EXCESS COST OF ISSUANCE FUNDS
REMAINING AFTER CLOSING BEING TRANSFERRED TO THE VENUE
DEBT SERVICE FUND; PROVIDING FOR A SEVERABILITY CLAUSE;
MAKING THIS ORDINANCE CUMULATIVE OF PRIOR ORDINANCES;
REPEALING ALL ORDINANCES IN CONFLICT HEREWITH; AND
PROVIDING AN EFFECTIVE DATE.
BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF FORT
WORTH, TEXAS:
SECTION 1.
That in addition to those amounts allocated to the various City departments for Fiscal Year 2023-
2024 in the Budget of the City Manager, there shall also be increased estimated receipts and
appropriations in the Special Tax Revenue Bonds Series 2023B Capital Project Fund in the amount
of $44,000,000.00, for the purpose of paying (i) contractual obligations incurred or to be incurred
for the financing of Series 2023B improvements at Will Rogers Memorial Center, including the
Sheep and Swine Barn, and the payment of fiscal, engineering and legal fees, and (ii) cost of
issuance of the bonds, with appropriations subject to the sale of the bonds and receipt of proceeds
and all identified amounts being subject to reduction to conform to final figures reflected in closing
documents with any excess cost of issuance funds remaining after closing being transferred to the
general debt service fund.
SECTION 2.
That should any portion, section or part of a section of this ordinance be declared invalid, inoperative
or void for any reason by a court of competent jurisdiction, such decision, opinion or judgment shall
in no way impair the remaining portions, sections, or parts of sections of this ordinance, which said
remaining provisions shall be and remain in full force and effect.
SECTION 3.
That this ordinance shall be incorporated into the ordinance effecting the budget of the municipal
government of the City of Fort Worth for the ensuing Fiscal Year beginning October 1, 2023, and
ending September 30, 2024, and all other ordinances and appropriations amending the same except
in those instances where the provisions of this ordinance are in direct conflict with such other
ordinances and appropriations, in which instance said conflicting provisions of said prior ordinances
and appropriations are hereby expressly repealed.
SECTION 4.
This ordinance shall take effect upon adoption.
APPROVED AS TO FORM AND LEGALITY:
CITY SECRETARY
Denis C. McElroy, Assistant City Attorney Jannette S. Goodall, City Secretary
ADOPTED AND EFFECTIVE: September 26, 2023
City of Fort Worth, Texas
Mayor and Council Communication
DATE: 09/26/23 M&C FILE NUMBER: M&C 23-0792
LOG NAME: 132023A&B SPECIAL TAX REVENUE BOND SALE
SUBJECT
(ALL) Adopt Ordinances Authorizing the Issuance of City of Fort Worth, Texas, Tax -Exempt Special Tax Revenue Bonds, Series 2023A, in an
Aggregate Principal Amount Not to Exceed $32,000,000.00 and City of Fort Worth, Texas, Taxable Special Tax Revenue Bonds, Series 2023B, in
an Aggregate Principal Amount Not to Exceed $44,000,000.00, Establishing Parameters with Respect to the Sale of the Bonds, Delegating to the
Designated City Officials the Authority to Effect the Sale of Bonds, and Enacting Other Provisions Relating to the Subject, and Authorize
Necessary Transfers, and Adopt Appropriation Ordinances
RECOMMENDATION:
It is recommended that the City Council:
1. Adopt the attached ordinance authorizing the issuance of City of Fort Worth, Texas Special Tax Revenue Bonds, (Tax -Exempt) Series
2023A, in an aggregate principal amount not to exceed $32,000,000.00 for the purpose of (i) paying costs paid or incurred as part of the
planning, design, engineering, land acquisition, construction, reconstruction, equipping, furnishing and opening the Series 2023A project
improvements at the Will Rogers Memorial Center as an Adjacent Support Facilities project as part of the Venue project, and (ii) paying
certain costs of issuance; authorizing execution of all related documents; approving the sale of the bonds subject to certain parameters being
met; designating City officials authority to effect the sale; and ordaining related matters thereto;
2. Adopt the attached ordinance authorizing the issuance of City of Fort Worth, Texas Special Tax Revenue Bonds, Taxable Series 2023B, in
an aggregate principal amount not to exceed $44,000,000.00 for the purpose (i) of paying costs paid or incurred as part of the planning,
design, engineering, land acquisition, construction, reconstruction, equipping, furnishing and opening the Series 2023E project at the Will
Rogers Memorial Center, including improvements to the Sheep and Swine Barn, as an Adjacent Support Facilities project as part of the
Venue project, and (ii) paying certain costs of issuance; authorizing execution of all related documents; approving the sale of the bonds
subject to certain parameters being met; designating City officials authority to effect the sale; and ordaining related matters thereto;
3. Adopt the attached appropriation ordinance increasing estimated receipts and appropriations in the Special Tax Revenue Bonds Series
2023A Capital Project Fund by $32,000,000.00 (including premium paid for the purchase of the bonds), for the purpose of paying (i)
contractual obligations incurred or to be incurred for the financing of the Series 2023A improvements to Will Rogers Memorial Center, and
the payment of fiscal, engineering and legal fees incurred; and (ii) costs of issuance of the bonds, with appropriations subject to the sale of
the bonds and receipt of proceeds and all identified amounts being subject to reduction to conform to final figures reflected in closing
documents and with any excess cost of issuance funds remaining after closing being transferred to the Venue Debt Service Fund; and
4. Adopt the attached appropriation ordinance increasing estimated receipts and appropriations in the Special Tax Revenue Bonds Series
2023B Capital Project Fund by $44,000,000.00 (including premium paid for the purchase of the bonds), for the purpose of paying (i)
contractual obligations incurred or to be incurred for the financing of Series 2023E improvements at the Will Rogers Memorial Center,
including to the Sheep and Swine Barn, and the payment of fiscal, engineering and legal fees incurred; and (ii) costs of issuance of the
bonds, with appropriations subject to the sale of the bonds and receipt of proceeds and all identified amounts being subject to reduction to
conform to final figures reflected in closing documents and with any excess cost of issuance funds remaining after closing being transferred
to the Venue Debt Service Fund.
DISCUSSION:
The purpose of this Mayor and Council Communication (M&C) is to take actions associated with the issuance and sale of 2023A and 2023B
Special Tax Revenue Bonds to make improvements at the Will Rogers Memorial Center (WRMC), which is an adjacent support facility of the
multipurpose arena venue project designated by Council and approved by voters in 2014 (Resolutions 4327-07-2014, 4378-11-2014).
In order for WRMC to maintain its competitive position in the markets served by the complex, capital investments are required to maintain and
improve its facilities. The capital investments to be funded by this debt issuance include the following:
• WRMC General Capital projects totaling $28,900,000.00 related to the capital replacement of mechanical, electrical, and plumbing systems
across the WRMC complex, as well as investments in furniture, fixtures, and equipment that will better enable the WRMC complex to serve its
customers. Projects are slotted to begin in February 2024, with a forecasted completion of all projects by December of 2028.
• Re -Building of the WRMC Sheep and Swine Barn estimated at $40,000,000.00. The current facility was constructed in 1942 and has
received limited investment since that time. The proposed project demolishes the facility (with the exception of its historic front facade) and
constructs a more modern, multi -purpose sheep and swine facility on the same site. Construction on this project is expected to begin in
February of 2024 and conclude by December of 2024.
Staff is recommending that these bonds be sold through a negotiated bid sale with the City Manager or the Chief Financial Officer having authority
to approve the terms of the sale so long as those terms come within the parameters set forth in the Council -adopted ordinance. Prior to the sale,
rating agency calls with Moody's and Fitch were conducted on September 21, 2023. Ratings are anticipated to be received the week of October 1,
2023. Pricing is scheduled for October 18, 2023 with an anticipated closing date of November 15, 2023. Subsequent to accepting the
underwriters' bid and awarding the sale of the bonds, the City will seek approval of the debt transactions from the Texas Attorney General.
As with prior recent barn renovations at WRMC, the Southwestern Exposition and Livestock Show has agreed to amend its lease with the City to
provide for increased rental payments that offset one-half of the debt service costs attributable to the taxable debt paying for the barn renovation.
(See eg, C-28361). That lease amendment will be addressed via separate M&C.
The attached appropriation ordinance reflects the maximum appropriation amount for bond proceeds. Its structure accommodates variables
associated with sale of debt. To the extent numbers at closing are less than those reflected in the ordinance, the available appropriation amount
will be reduced as needed to reflect final figures based on the closing documents to ensure appropriations do not exceed actuals. Similarly, to the
extent there are any remaining proceeds after paying cost of issuance expense, those funds are to be moved to the Venue Debt Service Fund.
FISCAL INFORMATION / CERTIFICATION:
The Director of Finance certifies that upon adoption of the attached ordinances, the sale of the 2023A and 2023B Special Tax bonds will occur as
required under the parameters set forth therein and that funds will be available in the Spcial Tax Rev Bnd Serie 2023A Fund and Spcial Tx Rv Bd
Txbl Srs 2023B Fund to record the appropriate and necessary transactions. Prior to any expenditures being incurred, the Public Events
Department and Financial Management Services Department have the responsibility to validate the availability of funds.
Submitted for City Manager's Office by: Reginald Zeno 8517
Originating Business Unit Head: Reginald Zeno 8517
Additional Information Contact: Anthony Rousseau 8338
Expedited