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Home My Public Portal AboutORD09492 BILL NO. �— INTRODUCED BY COUNCILMAN A,-Amudft ORDINANCE NO. fat AN ORDINANCE OF THE CITY OF JEFFERSON, MISSOURI , AUTHORIZING AND DIRECTING THE MAYOR AND CLERK OF THE CITY TO NEGOTIATE AND EXECUTE A WRITTEN AGREEMENT WITH STIFEL, NICOLAUS & COMPANY, INCORPORATED, FOR MORTGAGE REVENUE BONDS. BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF JEFFERSON, MISSOURI, AS FOLLOWS: Section 1: The Mayor and Clerk of the City are hereby authorized and directed, for and in the name of the City, to negotiate and execute a written agreement with Stifel , Nicolaus & Company, Incorporated as Investment Banker for Mortgage Revenue Bonds. Section Z : A copy of such agreement is hereby attached and made a part hereof. Section 3: This Ordinance shall be in full force and effect from and after the date of its passage and approval . Passed �2- Lffo Approved d r si ent o e Council ayor ' Attest: i y Cle r x q 1 4: INVIiSTNIEWI' BANKING AGREITIEN'I' THIS INVFS'1i•11:N1' DANI INIG I1GIa1:.1-I1;!T (the "Agrocillont") dated as, o!' 11trl;tr�t 18, 14180, is between S'I IFFIL, NICOLAI �; It ® COMPA"A , 1NCORPORN11iD ("Stifcl, Nicolaus") vid the City of ,Jefferson, Missouri (tile "City") . 1t111.;1Iu15, Stifel , Nicolaus 110.1; tiubmittOd a J)J'Oposal to the Cite, dated July 30, 1980 eclat in;; to the is.,u--ince rvrd sale of single family mortgage revenue horuls (the raid 11.11FITAS, the City has adolitm! a prcliminn), bond resolution authorizin the Lssrrtrtce of the Bonds In all amount not exceeding 20,000,000, viol WIFITIAS, tits prclirrlinat_)• bond resolution authc,ri zes the City to enter into vl investnrent banking rigrecnrcnt with Stifel, Nicolaus, and hlllilJ:AS, the City has agrccd to retain Sti fc.l, Nicolaus as its investment banker. NOW T}GREFOMM, in cons ide rat.i cm of the covenants set forth heroin, Stifel, NicolaLLS raid the City agree as follows: 1. A\ !rcomont to Mire and Provide Services. '11ie City hereby engages Stifcl , Nicolaus a:,i.ts i nvestne.nt hanker in connection -witli the issuance and sale of" the bonds. A., such irivestment banker, Stifel , Nicolaus will provide services necessary to el:fecuate the issuance wid sale cif the Bond:; , .including, but not l.inlited to, the services outlined in the Proposal snider the caption 11ST11713L, NIC01AUS f, CO`• )ANY.., INCORPOPMEII - Services". 2. Agrccment to Provide information. '111c City agrees to provice . tl c ., 1co..aus i��tt?i t Ic City's current and 111St01'1Ca1 financial statements , descri.ptionti of the City and otter infonnat..ion which will be required by Stifel, Nicolaus to provide the services herein described. 3. Intent to Underwritc. It is the intent of Stifel, Nicolat>_s to tul emrite t e fonds mid to enter into a contract with the City for purchase of the Bonds, provided a single family mortgage revenue bond program is deterrninecl to be feasible for the City. 'llie Bond Purchase Aslrcenreltt would include the tennis of the sale and interest rates based on applicable current market conditions. 4. Collpollsat ion. Stifel , Ni colatrs, will he compensated for its services in the mmumor set forth herein. a) It is the intent of Stifel, Nicolaus to enter into a Bond Purchase Agreement with the City for purchase of the Bonds at not less than 97% of their par value and to establish interest rates such that the initial reoffering price by Stifel, Nicolaus on the Bonds will be 100% of their par value. Stifel, Nicolaus compensation shall not exceed 3% of the par value of the bonds issued. b) Any compensation to be received by Stifel, Nicolaus as herein described, will be in addition to all other costs associated with the issuance and sale of the Bonds except for the direct out-o£- pocket expenses of Stifel, Nicolaus. The out-of-pocket expenses of Stifel, Nicolaus will include travel, postage, telephone and hotel. c) In the event the City does not issue the Bonds, the City shall have no obligation to compensate Stifel, Nicolaus for services rendered in conjunction with this Agreement. S. Term of the Agreement. In the event either Stifel, Nicolaus, the City, or a consultant engaged to determine the market feasibility of issuing the Bonds, determine that it is not feasible for the City to issue the Bonds this Agreement will terminate. In the event the City does not issue the Bonds within one year of ac- ceptance of this Agreement due to pending legal matters, bond market conditions, or other factors, the rights of Stifel, Nicolaus and the City under this Agreement will terminate. 6. Acceptance of the Agreement. The City shall have thirty (30) days from August 18, 1980, with which to accept or reject this Agreement. Failure to accept or reject the Agreement shall be deemed to be a rejection of the Agreement. THE CITY OF JEFFERSON STIFEL, NICOLAUS $ COMPANY, INCORPORATED By - BY / Ma r Vice President and Manager of the Municipal Finance Department (SEAL) Attest;. ' I NV . 1��11.N'f 13,'tN1;!Nt; ;1(;hI it l liiN'1' 'IHIS I\\'I'; i IliNl' 11r1.�1h1�`;(� ,\��I;I I:`•!I;."�'I' (tile. ":11;►cc ►i'"►►t ") dated as of Aiigu;t 18, 151811, is between STIVIA" ` ICt)I.AIH li ('UMP:Wj , 1NCOPilOR.I'I'Ei1 ("Stifc1 , Nicolaus") and the City of Jefferson, Missouri (tile "City") . 11.1111W AS) Stifel , Nicolaus; hay submitted n lirrlllosal to the Cit%-, d;►ted Jt►ly 30, 1180 rcl,►t in;; to the i:;::►eur.:0 aid salc of single fti►nily mongage rcvcnuc homds (the "I;tniLk") , aid mir?Itl'AS t110 City has t►dr,l,trt! a l�rcliminaiti hcaxl resolution authorizin � the issuntice or the l3onds i►i an amount nut exceeding 2(1,000 ,000, dial 1,111TTAS, the llrcliminai�• bond r•0solut icm at►thol-i -es the City to enter into a11 lnvestiWilt b.'lliking al;recnrNnt Stifel , Nicolaus , and 1111I,IJu\S, the City 11a� ac,rcctl to retain Sti fcl, `Jicolaus as its investment balker. jNOli' '111iiRliFOR , in considcrat.ion of the cmen,uits set forth ilel'L'lil) Stifel, Nicolaw aid the Cite agree as follows: 1 . :\t;recnicnt to hire rued 1'1•0,vide Scrviccs. 11i0 ('it;�r hcr01>> en�;al;cs; Stil'0l , \►col;ui .►:;its invc:.tmcfit h;u►l:cr in connectio?n with the is,su;tnce and Sale cif the Fund:;. r_-; such investment hanker, Stifel , Nicolaus, will provide scrviccs n0cessai-V to effccu;ite the issuance quid :;ale ol' the Boiid-; , h1cludi.11", but not limited tot 1.110 scrviccs, outlined in the Proposal tuidcr the caption "S1'IITL, NICOM1.S F, -CO`•11'A,N'\',, I NCORi'Oi MT311 - Services". 2. Agreenr.nt to Provide inl'orin,►ticm. '11i0 Cite a recs to hrovi.'do Sti ICT;17t353 75i.Ts—W IT i 1 lie t:► f current aid historical financial statements , d0scri lit icros: or the City aid other Difonnat ion which i•,i ll he retlui rod by Stifel , Nicolaus to provide the services lierc hi described. 3. intent to Underwrite. It is t.hc intent of Stifel , Nicolaus to tut envrlte tic 3onds and to enter into a contract with the City i'or purchase or tic liortds , provided a single failli.ly mortgage revenue bond prot"I"111i is detcluincd to be feasible for the City. '1110 Rtmd 1'urclmse Agreement i•nnild include the terms of the sale and interest rates based on applicable current market conditions. ,I. (:om is.it ioil. Stifel , Ni colatt,; will he compensatcd foi�its scrv.tc SC in the mamicr set forth herein. It is the intent of Stifel , Nicolaus to enter into a Bond Rii-chase Agreement with the City for purchase of the Fonds at not less than 970 of their par value and to establish interest rates such that the initial reoffering price by Stifel, Nicolaus on the Bonds will be 1000 of their par value. Stifel, Nicolaus compensation shall not exceed 30 of the par value of the bonds issued. b) Any compensation to be received by Stifel, Nicolaus as herein described, will be in addition to all other costs associated with the issuance and sale of the Bonds except for the direct out-of.- pocket expenses of Stifel, Nicolaus. 'I'lle out-of-pocket expenses of Stifel, Nicolaus will include travel, postage, telephone and hotel. c) In the event the City does not issue the Bonds, the City shall have no obligation to compensate Stifel, Nicolaus for services rendered in conjunction with this Agreement. S. Term of the Agreement. In the event either Stifel, Nicolaus, the Uity, or a consultant engaged to determine the market feasibility of issuing the Bonds, determine that it is not feasible for the City to issue the Bonds this Agreement will terminate. In the event the City does not issue the Bonds within one year of ac- ceptance of this Agreement due to pending legal matters, bond market conditions, or other factors, the rights of Stifel, Nicolaus and the City under this Agreement will terminate. G. Acceptance of the Agreement. The City shall have thirty (30) days from August 18, 1980, with which to accept or reject this Agreement. Failure to accept or reject the Agreement shall be deemed to be a rejection of the Agreement. THE CITY OF JEFFERSON STIFEL, NICOLAUS $ COMPANY, INCORPORATED r By - BY d. blay1 r Vice President an tanager o U the Municipal Finance Department (SEAL) Attest; .�