Loading...
HomeMy WebLinkAboutMunicipal Property Corporation - Resolutions (3) RESOLUTION NO. MPC 07-01 RESOLUTION APPROVING THE FORM OF AND AUTHORIZING THE EXECUTION AND DELIVERY OF THE FOURTH AMENDMENT TO THE LEASE-PURCHASE AGREEMENT AMONG THIS CORPORATION, THE TOWN OF ORO VALLEY AND WELLS FARGO BANK, N.A.; APPROVING THE FORM AND AUTHORIZING THE EXECUTION OF THE FOURTH SUPPLEMENT TO THE INDENTURE BETWEEN THIS CORPORATION AND WELLS FARGO BANK, N.A.; AUTHORIZING THE ISSUANCE OF NOT TO EXCEED $22,000,000 THE TOWN OF ORO VALLEY MUNICIPAL PROPERTY CORPORATION EXCISE TAX REVENUE REFUNDING BONDS, SERIES 2007 BY THIS CORPORATION; APPROVING THE FORM AND AUTHORIZING THE EXECUTION OF A PURCHASE CONTRACT WITH RESPECT TO THE SERIES 2007 BONDS; SETTING CONDITIONS AND PARAMETERS WITH RESPECT TO SUCH SALE; AUTHORIZING THE PREPARATION AND APPROVAL OF PRELIMINARY AND FINAL OFFICIAL STATEMENTS PERTAINING TO THE SERIES 2007 BONDS; AUTHORIZING THE TOWN MANAGER OF THE TOWN OF ORO VALLEY TO DEEM SUCH PRELIMINARY AND FINAL OFFICIAL STATEMENTS "FINAL"; AUTHORIZING THE APPOINTMENT OF A DEPOSITORY TRUSTEE; APPROVING THE FORM AND AUTHORIZING THE EXECUTION OF A DEPOSITORY TRUST AGREEMENT; AUTHORIZING MULTIPLE SERIES OF BONDS; AUTHORIZING THE TAKING OF ALL OTHER ACTIONS NECESSARY TO THE CONSUMMATION OF THE TRANSACTIONS CONTEMPLATED BY THIS RESOLUTION; AND DELEGATING CERTAIN DUTIES. WHEREAS, as of April 1, 1996, the Town of Oro Valley (the "Town") and the Town of Oro Valley Municipal Property Corporation (the "Corporation") entered into a Lease- Purchase Agreement recorded in Docket 10375 at Page 1317, Official Records of Pima County, Pima County Recorder's Office (the "Lease-Purchase Agreement"); and WHEREAS, as of June 1, 1999, the Town and the Corporation entered into a First Amendment to Lease-Purchase Agreement recorded in Docket 11087 at Page 866, Official Records of Pima County Recorder's Office (the "First Amendment"); and WHEREAS, as of November 1, 2000, the Town entered into a Purchase Agreement (the "Series 2000 Purchase Agreement") by and between the Town, as Buyer, and Wells Fargo Bank, N.A., as Trustee(the "Series 2000 Trustee"); and WHEREAS, as of April 1, 2001, the Town and the Corporation entered into a Second Amendment to Lease-Purchase Agreement recorded in Docket 11546 at Page 2861 Official Records of Pima County Recorder's Office (the "Second Amendment"); and WHEREAS, as of December 1, 2003, the Town and the Corporation entered into a Third Amendment to Lease-Purchase Agreement (the "Third Amendment"); and WHEREAS, as of September 1, 2005, the Town entered into a Purchase Agreement (the "Series 2005 Purchase Agreement")by and between the Town, as Buyer, and The Bank of New York Trust Company, N.A., as Trustee (the "Series 2005 Trustee"); and vnu.:.... ^7igni %nom n./Acro, WHEREAS the Town, the Corporation and Norwest Bank Arizona, N.A. (now Wells Fargo Bank, N.A.), as trustee (the "Trustee"), entered into a Trust Indenture dated as of . "1996 Indenture"); for the issuance of $28,400,000 Town of Oro April 1, 1996 (the providing • • Pro ert Corporation Water System Acquisition Bonds, Series 1996 (the "Series Valley MunicipalProperty p 1996 Bonds"); and WHEREAS, the Town, the Corporation and the Trustee. entered into a First Supplement to Indenture dated as of June 1, 1999 (the "First Supplement") providing for the issuance of$4,930,000 Town of Oro Valley Municipal Property Corporation Excise Tax Revenue Bonds, Series 1999 (the "Series 1999 Bonds"); and WHEREAS, the Town entered into a Trust Agreement dated as of November 1, 2000 ( Agreement")"Series 2000 Trust A reement") by and between the Town, as Buyer, and the Series 2000 Trustee, providingfor the issuance of $2,580,000 Excise Tax Revenue Obligations, Series 2000 (the "Series 2000 Obligations"); and WHEREAS, the Town, the Corporation and the Trustee entered into a Second Supplement to Indenture dated as of April 1, 2001 (the "Second Supplement") providing for the issuance of$9,010,000 Town of Oro Valley Municipal Property Corporation Excise Tax Revenue Bonds, Series 2001 (the "Series 2001 Bonds"); and WHEREAS, the Town, the Corporation and the Trustee entered into a Third Supplement to Indenture dated as of December 1, 2003 (the "Third Supplement") providing for the issuance of $15,750,000 Town of Oro Valley Municipal Property Corporation Excise Tax Revenue Refunding Bonds, Series 2003 (the "Series 2003 Bonds"); and WHEREAS, the Town entered into a Trust Agreement dated as of September 1, 2005g (the "Series 2005 Trust Agreement") by and between the Town, as Buyer, and The Bank of New York Trust Company, N.A., as Trustee (the "Series 2005 Trustee"), providing for the issuance of $6,215,000 "Series Excise Tax Revenue Obligations, Series 2005 (the 2005 Obligations"); and WHEREAS, the Town and the Corporation now wish to issue a series of The Town of Oro Valley Municipal al Property Corporation Excise Tax Revenue Refunding Bonds, Series 2007 (the "Series 2007 Bonds") as "Additional Obligations" as defined in the 1996 Indenture and to use thep roceeds thereof to (1)refund certain outstanding obligations of the Corporation and the Town(the "Obligations Being Refunded") and (2) pay the costs of issuance of p the Series 2007 Bonds; and WHEREAS, the Series 2007 Bonds will be issued through a fourth supplement to the 1996 Indenture to be dated as of the dated date of the Series 2007 Bonds as provided herein (the "Fourth Supplement") (the 1996 Indenture, as supplemented by the First Supplement, the pplement ) Second Supplement, the Third Supplement and the Fourth Supplement, is referred to herein as the "Trust Indenture"); and WHEREAS, to provide for payment of the Series 2007 Bonds, the Corporation and the Town will enter into the fourth amendment to the Lease-Purchase Agreement (the "Fourth Amendment") to be dated as of the dated date of the Series 2007 Bonds as provided herein (the ucr-T;( ! '711/1 11 nz nzm�in7 -7- Lease-Purchase Agreement, as amended by the First Amendment, the Second Amendment, the Third Amendment and the Fourth Amendment, is referred to herein as the "Lease"); and WHEREAS, the Corporation wishes to aid the Town by refunding the Obligations Being Refunded; and WHEREAS, this Corporation deems it necessary to refund the Obligations Being Refunded through the Fourth Amendment and the Fourth Supplement and to issue and sell not to exceed $22,000,000 of the Series 2007 Bonds and to adjust the Rental Payments (as defined in the pursuant Indenture) to be made bythe Town to the terms of the Lease to cover the revised debt service caused bythe issuance of the Series 2007 Bonds and the refunding of the Obligations Being Refunded; and WHEREAS, the Reserve Fund (as such term and all other initially capitalized terms used herein are hereinafter defined or defined in the Indenture) was funded with respect to the Series 1996 Bonds by deposit de osit of cash in the aggregate amount of$1,970,000; and WHEREAS, upon defeasance of all of the Series 1996 Bonds, that portion of the Reserve Fund funded for the Series 1996 Bonds may be released and the amount therein used to refund a portion of the Obligations Being Refunded; and WHEREAS, there have been placed on file with the Secretary of the Corporation and presented to the meetingat which this 2007 Corporation Resolution was adopted (i)the es proposed form of the Fourth Amendment; (ii)the proposed form of the Fourth Supplement;(iii)the proposed osed form of the Bond Purchase Agreement (the "Series 2007 Purchase Agreement"), p from Stone& Youngberg LLC (the "Original Series 2007 Purchaser"); (iv) the proposed form of a Depository Trust Agreement to be dated the dated date of the Series 2007 Bonds(the "Series 2007 p � g Depository Trust Agreement") and among Wells Fargo Bank, N.A., as depository trustee (the "Series 2007 Depository Trustee"), the Town and the Corporation; and (v) a draft of a preliminary p ry Trustee ) official statement (the Official Statement") relating to the Series 2007 Bonds; and "Preliminary WHEREAS, the Series 2007 Bonds will be sold through negotiation to the pursuant Original Series 2007 Purchaser, to the Series 2007 Purchase Agreement and in accordance with the conditions and parameters set forth herein; and WHEREAS, if it is determined to be in the best interest of the Town and the Corporation, the bonds authorized herein may be issued in more than one series, with distinguishing series designations, in the aggregate not to exceed the maximum amount permitted � g g hereby; and WHEREAS, to refund the Obligations Being Refunded, the Corporation hereby adopts this 2007 Corporation Resolution and approves and authorizes the execution of the Fourth p � Amendment, the Fourth Supplement, the Series 2007 Depository Trust Agreement and the Series 2007 Purchase Agreement and the issuance and sale of the Series 2007 Bonds; NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS OF THE TOWN OF ORO VALLEY MUNICIPAL PROPERTY CORPORATION, THAT: TCT-T , '711/1 /1 1 /111 -'- Section 1. Definitions. "First Amendment" means the First Amendment to the Lease-Purchase Agreement dated as of June 1, 1999. "First Supplement" means the First Supplement to Trust Indenture dated as of June 1, 1999. "Fourth Amendment" means the Fourth Amendment to the Lease-Purchase Agreement, dated as of the dated date of the Series 2007 Bonds. "Fourth Supplement" means the Fourth Supplement to Trust Indenture, dated as of the dated date of the Series 2007 Bonds. "Indenture" means the Trust Indenture, as supplemented by the First Supplement, the Second Supplement, the Third Supplement and the Fourth Supplement and all later supplements. "Lease" means the Lease-Purchase Agreement, as amended by the First Amendment, the Second Amendment, the Third Amendment and the Fourth Amendment and all later amendments. "Obligations Being Refunded" means the Series 1996 Bonds Being Refunded, the Series 1999 Bonds Being Refunded, the Series 2000 Obligations Being Refunded, the Series 2001 Bonds Being Refunded, the Series 2003 Bonds Being Refunded, and the Series 2005 Obligations Being Refunded. "Original Series 2007 Purchaser" means Stone & Youngberg LLC, the original purchaser of the Series 2007 Bonds. "Rental Payments" means the payments to be made by the Town under the Lease. "Second Amendment" means the Second Amendment to the Lease-Purchase Agreement, dated as of April 1, 2001. "Second Supplement" means the Second Supplement to Trust Indenture, dated as of April 1, 2001. "Series 1996 Bonds" means The Town of Oro Valley Municipal Property Corporation Municipal Water System Acquisition Bonds, Series 1996. "Series 1996 Bonds Being Refunded" means that portion of the Series 1996 Bonds being refunded with the proceeds of the Series 2007 Bonds and the amounts released from the Reserve Fund. "Series 1999 Bonds" means The Town of Oro Valley Municipal Property Corporation Excise Tax Revenue Bonds, Series 1999. ucu-;,-w '71'11111 m 111/11 /111 -�- "Series 1999 Bonds Being Refunded" means that portion of the Series 1999 Bonds being refunded with the proceeds of the Series 2007 Bonds. "Series 2000 Obligations" means the Town of Oro Valley, Arizona, Excise Tax Revenue Obligations, Series 2000. "Series 2000 Obligations Being Refunded" means that portion of the Series 2000 Obligations being refunded with the proceeds of the Series 2007 Bonds. "Series 2000 Trust Agreement" means that Trust Agreement dated as of November 1, 2000, by and between Wells Fargo Bank, N.A., as Trustee, and the Town of Oro Valley, Arizona, as Buyer. "Series 2000 Trustee" means Wells Fargo Bank, N.A., acting as Trustee under the Series 2000 Trust Agreement. "Series 2001 Bonds" means The Town of Oro Valley Municipal Property Corporation Excise Tax Revenue Bonds, Series 2001. "Series 2001 Bonds Being Refunded" means that portion of the Series 2001 Bonds being refunded with the proceeds of the Series 2007 Bonds. "Series 2003 Bonds" means The Town of Oro Valley Municipal Property Corporation Excise Tax Revenue Refunding Bonds, Series 2003. "Series 2003 Bonds Being Refunded" means that portion of the Series 2003 Bonds being refunded with the proceeds of the Series 2007 Bonds. "Series 2005 Obligations" means the Town of Oro Valley, Arizona, Excise Tax Revenue Obligations, Series 2005. "Series 2005 Obligations Being Refunded" means that portion of the Series 2005 Obligations being refunded with the proceeds of the Series 2007 Bonds. "Series 2005 Trust Agreement" means that Trust Agreement dated as of September 1, 2005, by and between The Bank of New York Trust Company, N.A., as Trustee, and the Town of Oro Valley, Arizona, as Buyer. "Series 2005 Trustee" means The Bank of New York Trust Company, N.A., acting as Trustee under the Series 2005 Trust Agreement. "Series 2007 Bonds" means The Town of Oro Valley Municipal Property Corporation Excise Tax Revenue Refunding Bonds, Series 2007. "Series 2007 Depository Trust Agreement" means the Depository Trust Agreement dated as of the dated date of the Series 2007 Bonds by and among the Depository Trustee, the Town and the Corporation. vCu•;„‘, '711/1n nq r f1 c/n� -C- " 2007 Depository Trustee" means Wells Fargo Bank, N.A., or any Serres p successor thereto, as depository trustee under the Series 2007 Depository Trust Agreement. p ry "Series 2007Agreement"Purchase A reement" means the Purchase Agreement pertaining to Series 2007 Bonds among initial purchase of the the Original Series 20073 Purchaser, the Corporation and the Town. "Series2007 ContinuingDisclosure Agreement" means the Continuing the Town substantiallyin the form attached to the Preliminary Official Disclosure Undertaking of Statement pertaining to the Series 2007 Bonds. "Series2007 Rental Payments" means the additional Rental Payments to be made y by the Town under the Fourth Amendment which are assigned by the Corporation to the Trustee by the Fourth Supplement. "Third Amendment" means the Third Amendment to the Lease-Purchase Agreement, dated as of the dated date of the Series 2003 Bonds. "Third Supplement" means the Third Supplement to Trust Indenture, dated as of the dated date of the Series 2003 Bonds. Section 2. Findings and Determinations. A. On behalf of this Corporation,this Board finds and determines as follows: 1. The Series 2007 Bonds will be issued as "Additional Obligations" for purposes of the Lease and the Indenture. 2. Such Additional Obligations are hereby authorized to be issued to refund certain obligations Corporation ations of the Cor oration and the Town which financed facilities suitable for use by the Town or its agencies or instrumentalities. 3. The issuance of such Additional Obligations is hereby determined and declared to be necessary for the purpose of refunding the Obligations Being Refunded. 4. This Corporation is in compliance with all covenants and undertakings set forth in the Lease and in the Indenture. 5. Thep roceeds of the sale of the Series 2007 Bonds will be applied solely to refinance og r refund bonds or other obligations which had been issued to finance the cost of constructing, reconstructing or improving domestic water systems, buildings, acquiring, g� p eq ui ment and other real and personal properties suitable for use by and leasing to the Town or its agencies or instrumentalities, and to the costs of issuance of the Series 2007 Bonds and the pay issuance thereof is herebydetermined and declared by this Corporation to be necessary for that purpose. 6. The Series 2007 Bonds, as Additional Obligations (as defined in the shall be equally and ratablysecured by the Lease without preference as to priority of Indenture), q y uCu•;.a, 11All(1 ill nzm�rn1 -6- anyof the Series 2007 Bonds over the Series 1999 Bonds, the Series 2001 Bonds, the Series 2003 . her obligationsexcept as expressly provided in the Indenture. Bonds and any other bonds or of gations� 7. The conditions of Section 3.03, 3.05 and 7.05 of the Lease are, as of the date hereof, and will be, at the date of issuance of the Series 2007 Bonds, fully satisfied. behalf of this Corporation, this Board finds and determines that B. Further, on p . Obligations BeingRefunded pursuant to the terms of the Lease, the issuance the refunding of the the pursuant to the Indenture, the entry into the Fourth Amendment, of the Series 2007 Bonds Series 2007 Depository Trust Agreement and the Series 2007 Purchase Fourth Supplement, the p rY oration and the Town's purposes, in the public interest Agreement are all in furtherance of the Corp and will enhance the standard of living within the Town. Section 3. Authorization of the Series 2007 Bonds. This Board hereby authorizes the sale, issuance and deliveryof the Series 2007 Bonds by the Corporation. The shall be designated "The Town of Oro Valley Municipal Property Corporation Series 2007 Bonds g amount of RefundingBonds, Series 2007" and shall be issued in a principal Excise Tax Revenue not to exceed $22,000000.000. The Series 2007 Bonds shall be in the denomination of$5,000 or any , integral multiples thereof, all Series 2007 Bonds shall be dated April 1, 2007, or such later date as is set forth in the Series 2007 Purchaseg Agreement, and shall bear interest from such date payable on January 1 and July 1 of eachyear, commencingJanuary 1, 2008 or such later date as the the concurrence President of this Corporation, withof the Mayor of the Town, may approve. Theo yield on the Series 2007 Bonds shall not exceed 5.5%per annum, and the Series 2007 Bonds shall mature on July 1 in not to exceed thirty (30) ears from the date of the Series 2007 Bonds. This y Board hereby requires that the present value of the debt service savings, net of all costs associated with the Bonds shall be not less than 2.5% of the principal amount of the Obligations Being Refunded. The forms, terms and provisions of the Series 2007 Bonds and the provisions for the signatures, authentication, payment, registration,ment transfer, exchange, redemption and number shall be as set forth in the Indenture and as such, are hereby approved. If the terms and conditions of the Series 2007 Purchase Agreement meet the terms and conditions for the Bonds set forth herein, then the sale of the Series 2007 Bonds to the ' 2007 Purchaserpursuant to the provisions of the Series 2007 Purchase Agreement Original Series is hereby authorized. The Series 2007 Bonds shall be delivered to or upon the order of the Original Series 2007 Purchaser uponreceipt of payment therefor. The officers, employees and p p y Townare herebyvested with all power and authority to issue, sell and deliver the attorneys of the Series 2007 Bonds in accordance herewith. Section 4. Authorization of Documents. The form, terms and provisions of the Fourth Amendment, the Series 2007 Purchase Agreement, Supplement the Fourth Su lement and the Series 2007 Depository Trust Agreement are substantially in the form of such documents (including the exhibits thereto) presented at the meeting of this Board at which this Resolution was adopted or on file with the Town are hereby insertions, deletions and changes as shall be approved by the Mayor or the approved, with such Finance Director of the Town, with the concurrence of the President. The President, with the urn '711'71 n nz nz ins 41' -7- specifically authorized to insert the final terms and concurrence of the Mayor of the Town, is spe Y • • in anyof the foregoing documents, so long as such term and conditions of the Series 2007 Bonds g conditions are within the parameters of this 2007p Corporation Resolution. The President, with the is herebyauthorized and directed to execute and deliver concurrence of the Mayor of the Town, executed byor for this Corporation and such other documents those documents which. are to be the and instruments and make such certifications and declarations as are necessary to complete transaction and the execution of such documents shall be conclusive evidence of such approval. • of Obligations BeingRefunded. The refunding of the Section 5. Refunding � Obligations Being Refunded is hereby authorized. The Finance Director of the Town shall and maturity and identify the principal amounts dates of the Series 1996 Bonds, the Series 1999 Bonds, the Series 2000 Obligations,li ations, the Series 2001 Bonds, the Series 2003 Bonds will constitute the Obligations Being Refunded, and the and the Series 2005 Obligations which in advance of maturity. Proceeds of the Series 2007 Bonds dates on which they shall be redeemed Y p will be deposited with the Series 2007 Depository Trustee pursuant to the Series 2007 Depository in U.S. Government securities, the maturing principal and interest Trust Agreement and invested payment of the debt service on the Obligations Being of which will provide for the Refunded and007 BeingRefunded on the dates set therefor. The Series 2 the redemption of the Obligations Trust Trustee is authorized and directed, as provided in the Series 2007 Depository Depository trustee of anyseries of Obligations Being Refunded such Agreement, to transfer to each applicable amounts at such times as necessary to make such payments. Section 6. The Official Statement. The Preliminary Official Statement on file withapproved for use with respect the Corporation is hereby to the sale of the Series 2007 Bonds. the final preparation aration of the Preliminary Official Statement. The The Town Manager shall oversee p is authorized and empowered on behalf of of the Town President, with the concurrenceManager, such preliminaryofficial statement "final" for all purposes of Section this Corporation to deem �� and and Regulations, Securities Exchange Act of 1934 (the "Rule"),240.15c2-12, General Rules g � bythe Town, the Corporation and the Original Series 2007 its circulation and distribution Purchaser are hereby approved. The Town and the Corporation will cause the final official statement (the "Official Statement") in substantially the form of the Preliminary Official Statement referred to above to be prepared and distributed with the Series 2007 Bonds. The President, with the concurrence oy f the Mayor of the Town, is authorized to act on behalf of this Corporation to approve, execute and deliver the Official Statement on behalf of this Corporation and such execution by the President shall be deemed conclusive evidence of approval of the Official Statement and that the Official Statement has been "deemed final" pursuant to the Rule. q Section 7. Request for Trustees and Town Action. This Corporation hereby requests the Town and the Trustee to take anyand all actions necessary to cause the issuance, sale 2007 Bonds and the refundingof the Obligations Being Refunded. This and delivery of the Series 5 Corporation hereby requests the Town, the Trustee, the Series 2000 Trustee, the Series 200 Trustee and the SeriesDepository 2007 De osito Trustee to take any and all action necessary in connection with the execution and delivery of the Fourth Amendment, the Fourth Supplement, the Series 2007 Purchase Agreement, the Series 2007 Depository Trust Agreement and the Continuing Disclosure Agreement. The Trustee, the Series 2000 Trustee, the Series 2005 Trustee and the Series 2007 Depository Trustee are authorized and directed to take all action necessary to refund the Obligations ur,u•;,,, '71111(1Al (11/11 /11'7 -R- Beira Refunded, as applicable, in accordance with instructions from the Finance Director of the Being pp Town. Section 8. The Purchase Agreement and Insurance. This Corporation hereby authorizes the execution of, and requests the Town to execute and enter into, the Series 2007 Purchase Agreement upon approval of the final terms and conditions and to cause the Series 2007 Bonds to be sold to the Original Series 2007 Purchaser pursuant to the terms thereof. The Series 2007 Bond proceeds shall be used only to refund the Obligations Being Refunded and pay all costs and expenses of the issuance, sale and insurance, if applicable, pertaining to the Series 2007 Bonds. The Corporation may expend the Series 2007 Bond proceeds to purchase bond insurance or other credit enhancements for all or part of the Series 2007 Bonds and to purchase reserve fund guarantees or surety bonds to fund any required reserve fund. The Corporation, the Town and the Trustee are authorized and directed to pay or cause to be paid such premiums, fees or costs, together with all other fees, costs and expenses of issuance, from the Series 2007 Bond proceeds. Section 9. Pledge of Excise Taxes. To secure the payment of the increased Rental Payments provided for in the Fourth Amendment, the Corporation hereby accepts the Town's pledge of the Excise Taxes. Section 10. Resolution a Contract. After any of the Series 2007 Bonds are delivered by the Trustee to the Original Series 2007 Purchaser thereof upon receipt of payment therefor, this 2007 Corporation Resolution shall be and remain irrepealable until the Series 2007 Bonds and the interest thereon shall have been fully paid, cancelled and discharged. Section 11. Liquidation of Reserve Fund. If the Series 1996 Bonds Being Refunded include all the remaining Series 1996 Bonds, the Trustee is directed to sell, as directed by the Finance Director, the portion of the Reserve Fund funded with the proceeds of the Series 1996 Bonds and transfer the proceeds from the sale to the Depository Trustee to contribute to the refunding of the Obligations Being Refunded. Section 12. Issuance in One or More Series. If it is advantageous to the Corporation and the Town, as determined by the Finance Director of the Town, the Series 2007 Bonds may be issued in more than one series from time to time, without further action of the Board or the Council, provided that the aggregate principal amount of all such series not exceed $22,000,000. If issued in more than one series, each series shall be designated to distinguish it from the others, and shall have such dated date, interest rates, maturity dates, principal amounts, redemption provisions and other terms as are determined pursuant to the provisions hereof, and all references herein to the Series 2007 Bonds, the Fourth Amendment, the Fourth Supplement, the Series 2007 Purchase Agreement, the Series 2007 Depository Trust Agreement and other documents shall also refer to the bonds and corresponding similar documents entered into from time to time for each separate series with such titles, dated date and other designations as may be appropriate to distinguish the documents of each series. Section 13. Authorization and Ratification. All actions of the officers and agents of this Corporation, the Town or the Mayor and Town Council of the Town which conform to the purposes and intent of this 2007 Corporation Resolution and which further the issuance and sale of the Series 2007 Bonds and the refunding of the Obligations Being Refunded as uru•;�, 11111n nY nrrnrnr -Q- contemplated bythis 2007 Corporation Resolution, whether heretofore or hereafter taken are p ratified, confirmed and approved. The proper officers and agents of this Corporation are authorized and directed to do all such acts and things and to execute and deliver all such documents on behalf of this Corporation as may be necessary to carry out the terms and intent of this 2007 Corporation Resolution. Section 14. Severability. If any section, paragraph, clause or phrase of this 2007 Corporation Resolution shall for any reason be held to be invalid or unenforceable, the invalidity or unenforceability of such section, paragraph, clause or phrase shall not affect any of the remaining provisions of this 2007 Corporation Resolution. Section 15. Waiver of Inconsistency. All orders and resolutions or parts thereof inconsistent herewith are hereby waived to the extent only of such inconsistency. This waiver shall not be construed as reviving any order, resolution or ordinance or any part thereof. PASSED,ADOPTED AND APPROVED on March 14, 2007. L ) OU,‘„.1 President, The Town of Oro Valley Municipal Property Corporation ATTEST:,••••"V ecreta The Town of Oro ValleyMunicipal r'y� p Property Corporation APPROVED AS TO FORM: GUST R.1 :ENF D P.L. Bo •nsel VCT-T ,.i, 1121111 WI n'2/nW/11'7 -1(1_ CERTIFICATION I, Tom Vetrano , tduly appointed and acting Secretary of The do hereby of Oro Valley Municipal Property Corporation, certify that the above and . passed bythe Board of Directors of The Town of foregoing Resolution No. MPC o 7-01 was duly 4 g g regularly scheduled meeting held on March 1 , Oro Valley Municipal Property Corporation at a g y nay's and the vote was 2 aye's, 0 n 's and 0 absent, that the President and Secretary were present thereat. DATED: March 14 , 2007. I ecretary, The Town of Oro Valley Municipal Property Corporation ucu•;,,., '71 111n nz 11141A/11'7 _11_ • SOURCES AND USES OF FUNDS Town of Oro Valley Municipal Property Corporation Excise Tax Revenue Refunding Bonds,Series 2007 Dated Date 04/19/2007 Delivery Date 04/19/2007 Sources: Bond Proceeds: Par Amount 17,810,000.00 Net Premium 329,734.75 18,139,734.75 Other Sources of Funds: Deposit From Debt Service Funds 11,154.25 Deposit From Debt Service Reserve Fund 1,970,000.00 1,981,154.25 20,120,889.00 Uses: Refunding Escrow Deposits: Cash Deposit 0.68 SLG Purchases 19,748,733.00 19,748,733.68 Delivery Date Expenses: Cost of Issuance 100,000.00 Underwriter's Discount 178,100.00 Bond Insurance @ 32 bps 92,000.00 370,100.00 Other Uses of Funds: Additional Proceeds 2,055.32 20,120,889.00 Mar 29,2007 12:42 pm Prepared by Stone&Youngberg LLC (Finance 6.001 oro valley_town of:EXTX_REF-REF07_1,REF07_1) SUMMARY OF REFUNDING RESULTS Town of Oro Valley Municipal Property Corporation Excise Tax Revenue Refunding Bonds,Series 2007 Dated Date 04/19/2007 Delivery Date 04/19/2007 Arbitrage yield 4.339879% Escrow yield 4.339817% Bond Par Amount 17,810,000.00 True Interest Cost 4.439639% Net Interest Cost 4.401409% Average Coupon 4.463287% Average Life 13.759 Par amount of refunded bonds 19,015,000.00 Average coupon of refunded bonds 5.318607% Average life of refunded bonds 13.532 PV of prior debt to 04/19/2007 @ 4.339879% 21,113,918.61 Net PV Savings 1,087,084.93 Percentage savings of refunded bonds 5.716986% Mar 29,2007 12:42 pm Prepared by Stone&Youngberg LLC (Finance 6.001 oro valley_town of:EXTX_REF-REF07_1,REF07_1) • SAVINGS Town of Oro Valley Municipal Property Corporation Excise Tax Revenue Refunding Bonds,Series 2007 Present Value Prior Refunding Annual to 04/19/2007 Date Debt Service Debt Service Savings Savings @ 4.3398786% 07/01/2007 1,152,275.00 159,437.50 992,837.50 992,837.50 984,348.58 01/01/2008 485,375.00 398,593.75 86,781.25 84,211.91 07/01/2008 1,160,375.00 398,593.75 761,781.25 848,562.50 723,527.02 01/01/2009 467,825.00 398,593.75 69,231.25 64,358.14 07/01/2009 1,167,825.00 833,593.75 334,231.25 403,462.50 304,106.19 01/01/2010 449,625.00 389,893.75 59,731.25 53,193.27 07/01/2010 1,199,625.00 1,254,893.75 -55,268.75 4,462.50 -48,173.87 01/01/2011 430,125.00 371,512.50 58,612.50 50,003.34 07/01/2011 430,125.00 486,512.50 -56,387.50 2,225.00 -47,083.47 01/01/2012 430,125.00 369,068.75 61,056.25 49,899.09 07/01/2012 430,125.00 489,068.75 -58,943.75 2,112.50 -47,149.51 01/01/2013 430,125.00 366,518.75 63,606.25 49,798.48 07/01/2013 430,125.00 491,518.75 -61,393.75 2,212.50 -47,045.41 01/01/2014 430,125.00 363,862.50 66,262.50 49,697.87 07/01/2014 430,1 25.00 493,862.50 -63,737.50 2,525.00 -46,788.80 01/01/2015 430,125.00 361,100.00 69,025.00 49,594.11 07/01/2015 935,125.00 1,001,100.00 -65,975.00 3,050.00 -46,395.94 01/01/2016 417,500.00 347,500.00 70,000.00 48,180.96 07/01/2016 947,500.00 1,017,500.00 -70,000.00 -47,157.67 01/01/2017 404,250.00 333,262.50 70,987.50 46,807.24 07/01/2017 964,250.00 1,033,262.50 -69,012.50 1,975.00 -44,538.52 01/01/2018 390,250.00 315,762.50 74,487.50 47,050.94 07/01/2018 975,250.00 1,045,762.50 -70,512.50 3,975.00 -43,594.12 01/01/2019 375,625.00 297,512.50 78,112.50 47,267.12 07/01/2019 990,625.00 1,067,512.50 -76,887.50 1,225.00 -45,537.72 01/01/2020 360,250.00 278,262.50 81,987.50 47,526.96 07/01/2020 2,480,250.00 2,558,262.50 -78,012.50 3,975.00 -44,262.24 01/01/2021 304,359.38 221,262.50 83,096.88 46,145.65 07/01/2021 1,654,3 59.3 8 1,736,262.50 -81,903.12 1,193.76 -44,516.75 01/01/2022 268,078.13 187,175.00 80,903.13 43,039.29 07/01/2022 1,693,078.13 1,772,175.00 -79,096.87 1,806.26 -41,184.71 01/01/2023 229,781.25 151,512.50 78,268.75 39,887.97 07/01/2023 1,729,781.25 1,806,512.50 -76,731.25 1,537.50 -38,273.90 01/01/2024 189,468.75 116,343.75 73,125.00 35,700.41 07/01/2024 1,764,468.75 1,836,343.75 -71,875.00 1,250.00 -34,344.88 01/01/2025 147,140.63 79,793.75 67,346.88 31,497.67 07/01/2025 1,822,140.63 1,884,793.75 -62,653.12 4,693.76 -28,680.09 01/01/2026 102,125.00 41,437.50 60,687.50 27,190.30 07/01/2026 3,902,125.00 1,991,437.50 1,910,687.50 1,971,375.00 837,878.93 33,001,831.28 28,747,375.00 4,254,456.28 4,254,456.28 3,066,183.86 Savings Summary PV of savings from cash flow 3,066,183.86 Less:Prior funds on hand -1,981,154.25 Plus:Refunding funds on hand 2,055.32 Net PV Savings 1,087,084.93 Mar 29,2007 12:42 pm Prepared by Stone&Youngberg LLC (Finance 6.001 oro valley_town of:EXTX_REF-REF07_1,REF07_1) • SUMMARY OF BONDS REFUNDED Town of Oro Valley Municipal Property Corporation Excise Tax Revenue Refunding Bonds,Series 2007 Maturity Interest Par Call Call Bond Date Rate Amount Date Price Excise Tax Revenue Obligations,Series 2000: CALL 07/01/2020 5.500% 200,000.00 07/01/2010 101.000 Excise tax Revenue Bonds,Series 2001: CALL 07/01/2015 5.000% 505,000.00 07/01/2011 101.000 07/01/2016 5.000% 530,000.00 07/01/2011 101.000 07/01/2017 5.000% 560,000.00 07/01/2011 101.000 07/01/2018 5.000% 585,000.00 07/01/2011 101.000 07/01/2019 5.000% 615,000.00 07/01/2011 101.000 07/01/2020 5.000% 645,000.00 07/01/2011 101.000 3,440,000.00 Municipal Water System Acq.Bonds,Series 1996: TERM2010 07/01/2010 5.200% 2,775,000.00 TERM2026 07/01/2026 5.375% 12,600,000.00 07/01/2008 101.000 15,375,000.00 19,015,000.00 Mar 29,2007 12:42 pm Prepared by Stone&Youngberg LLC (Finance 6.001 oro valley_town of:EXTX_REF-REF07_1,REF07_1) • PRIOR BOND DEBT SERVICE Town of Oro Valley Municipal Property Corporation Excise Tax Revenue Refunding Bonds,Series 2007 Period Annual Ending Principal Coupon Interest Debt Service Debt Service 04/19/2007 07/01/2007 650,000 5.200% 502,275.00 1,152,275.00 1,152,275.00 01/01/2008 485,375.00 485,375.00 07/01/2008 675,000 5.200% 485,375.00 1,160,375.00 1,645,750.00 01/01/2009 467,825.00 467,825.00 07/01/2009 700,000 5.200% 467,825.00 1,167,825.00 1,635,650.00 01/01/2010 449,625.00 449,625.00 07/01/2010 750,000 5.200% 449,625.00 1,199,625.00 1,649,250.00 01/01/2011 430,125.00 430,125.00 07/01/2011 430,125.00 430,125.00 860,250.00 01/01/2012 430,125.00 430,125.00 07/01/2012 430,125.00 430,125.00 860,250.00 01/01/2013 430,125.00 430,125.00 07/01/2013 430,125.00 430,125.00 860,250.00 01/01/2014 430,125.00 430,125.00 07/01/2014 430,125.00 430,125.00 860,250.00 01/01/2015 430,125.00 430,125.00 07/01/2015 505,000 5.000% 430,125.00 935,125.00 1,365,250.00 01/01/2016 417,500.00 417,500.00 07/01/2016 530,000 5.000% 417,500.00 947,500.00 1,365,000.00 01/01/2017 404,250.00 404,250.00 07/01/2017 560,000 5.000% 404,250.00 964,250.00 1,368,500.00 01/01/2018 390,250.00 390,250.00 07/01/2018 585,000 5.000% 390,250.00 975,250.00 1,365,500.00 01/01/2019 375,625.00 375,625.00 07/01/2019 615,000 5.000% 375,625.00 990,625.00 1,366,250.00 01/01/2020 360,250.00 360,250.00 07/01/2020 2,120,000 ** 360,250.00 2,480,250.00 2,840,500.00 01/01/2021 304,359.38 304,359.38 07/01/2021 1,350,000 5.375% 304,359.38 1,654,359.38 1,958,718.76 01/01/2022 268,078.13 268,078.13 07/01/2022 1,425,000 5.375% 268,078.13 1,693,078.13 1,961,156.26 01/01/2023 229,781.25 229,781.25 07/01/2023 1,500,000 5.375% 229,781.25 1,729,781.25 1,959,562,50 01/01/2024 189,468.75 189,468.75 07/01/2024 1,575,000 5.375% 189,468.75 1,764,468.75 1,953,937.50 01/01/2025 147,140.63 147,140.63 07/01/2025 1,675,000 5.375% 147,140.63 1,822,140.63 1,969,281.26 01/01/2026 102,125.00 102,125.00 07/01/2026 3,800,000 5.375% 102,125.00 3,902,125.00 4,004,250.00 19,015,000 13,986,831.28 33,001,831.28 33,001,831.28 Mar 29,2007 12:42 pm Prepared by Stone&Youngberg LLC (Finance 6.001 oro valley_town of:EXTX_REF-REF07_1,REF07_1) . BOND DEBT SERVICE Town of Oro Valley Municipal Property Corporation Excise Tax Revenue Refunding Bonds,Series 2007 Period Annual Ending Principal Coupon Interest Debt Service Debt Service 04/19/2007 07/01/2007 159,437.50 159,437.50 159,437.50 01/01/2008 398,593.75 398,593.75 07/01/2008 398,593.75 398,593.75 797,187.50 01/01/2009 398,593.75 398,593.75 07/01/2009 435,000 4.000% 398,593.75 833,593.75 1,232,187.50 01/01/2010 389,893.75 389,893.75 07/01/2010 865,000 4.250% 389,893.75 1,254,893.75 1,644,787.50 01/01/2011 371,512.50 371,512.50 07/01/2011 115,000 4.250% 371,512.50 486,512.50 858,025.00 01/01/2012 369,068.75 369,068.75 07/01/2012 120,000 4.250% 369,068.75 489,068.75 858,137.50 01/01/2013 366,518.75 366,518.75 07/01/2013 125,000 4.250% 366,518.75 491,518.75 858,037.50 01/01/2014 363,862.50 363,862.50 07/01/2014 130,000 4.250% 363,862.50 493,862.50 857,725.00 01/01/2015 361,100.00 361,100.00 07/01/2015 640,000 4.250% 361,100.00 1,001,100.00 1,362,200.00 01/01/2016 347,500.00 347,500.00 07/01/2016 670,000 4.250% 347,500.00 1,017,500.00 1,365,000.00 01/01/2017 333,262.50 333,262.50 07/01/2017 700,000 5.000% 333,262.50 1,033,262.50 1,366,525.00 01/01/2018 315,762.50 315,762.50 07/01/2018 730,000 5.000% 315,762.50 1,045,762.50 1,361,525.00 01/01/2019 297,512.50 297,512.50 07/01/2019 770,000 5.000% 297,512.50 1,067,512.50 1,365,025.00 01/01/2020 278,262.50 278,262.50 07/01/2020 2,280,000 5.000% 278,262.50 2,558,262.50 2,836,525.00 01/01/2021 221,262.50 221,262.50 07/01/2021 1,515,000 4.500% 221,262.50 1,736,262.50 1,957,525.00 01/01/2022 187,175.00 187,175.00 07/01/2022 1,585,000 4.500% 187,175.00 1,772,175.00 1,959,350.00 01/01/2023 151,512.50 151,5 1 2.50 07/01/2023 1,655,000 4.250% 151,512.50 1,806,512.50 1,958,025.00 01/01/2024 116,343.75 116,343.75 07/01/2024 1,720,000 4.250% 116,343.75 1,836,343.75 1,952,687.50 01/01/2025 79,793.75 79,793.75 07/01/2025 1,805,000 4.250% 79,793.75 1,884,793.75 1,964,587.50 01/01/2026 41,437.50 41,437.50 07/01/2026 1,950,000 4.250% 41,437.50 1,991,437.50 2,032,875.00 17,810,000 10,937,375.00 28,747,375.00 28,747,375.00 Mar 29,2007 12:42 pm Prepared by Stone&Youngberg LLC (Finance 6.001 oro valley_town of:EXTX_REF-REF07_1,REF07_1) BOND PRICING Town of Oro Valley Municipal Property Corporation Excise Tax Revenue Refunding Bonds,Series 2007 Maturity Yield to Premium Bond Component Date Amount Rate Yield Price Maturity (-Discount) Serial Bonds: 07/01/2009 435,000 4.000% 3.630% 100.771 3,353.85 07/01/2010 865,000 4.250% 3.640% 101.822 15,760.30 07/01/2011 115,000 4.250% 3.650% 102.312 2,658.80 07/01/2012 120,000 4.250% 3.680% 102.670 3,204.00 07/01/2013 125,000 4.250% 3.710% 102.961 3,701.25 07/01/2014 130,000 4.250% 3.750% 103.124 4,061.20 07/01/2015 640,000 4.250% 3.810% 103.069 19,641.60 07/01/2016 670,000 4.250% 3.870% 102.913 19,517.10 07/01/2017 700,000 5.000% 3.930% 108.914 62,398.00 07/01/2018 730,000 5.000% 3.980% 108.477 C 4.050% 61,882.10 07/01/2019 770,000 5.000% 4.030% 108.041 C 4.153% 61,915.70 07/01/2020 2,280,000 5.000% 4.080% 107.607 C 4.241% 173,439.60 07/01/2021 1,515,000 4.500% 4.300% 101.631 C 4.344% 24,709.65 07/01/2022 1,585,000 4.500% 4.330% 101.384 C 4.374% 21,936.40 07/01/2023 1,655,000 4.250% 4.380% 98.497 -24,874.65 07/01/2024 1,720,000 4.250% 4.410% 98.079 -33,041.20 07/01/2025 1,805,000 4.250% 4.430% 97.761 -40,413.95 07/01/2026 1,950,000 4.250% 4.450% 97.430 -50,115.00 17,810,000 329,734.75 Dated Date 04/19/2007 Delivery Date 04/19/2007 First Coupon 07/01/2007 Par Amount 17,810,000.00 Premium 329,734.75 Production 18,139,734.75 101.851402% Underwriter's Discount -178,100.00 -1.000000% Purchase Price 17,961,634.75 100.851402% Accrued Interest Net Proceeds 17,961,634.75 Mar 29,2007 12:42 pm Prepared by Stone&Youngberg LLC (Finance 6.001 oro valley_town of:EXTX_REF-REF07_1,REF07_1) • BOND SUMMARY STATISTICS Town of Oro Valley Municipal Property Corporation Excise Tax Revenue Refunding Bonds,Series 2007 Dated Date 04/19/2007 Delivery Date 04/19/2007 Last Maturity 07/01/2026 Arbitrage Yield 4.339879% True Interest Cost(TIC) 4.439639% Net Interest Cost(NIC) 4.401409% All-In TIC 4.496246% Average Coupon 4.463287% Average Life(years) 13.759 Duration of Issue(years) 10.092 Par Amount 17,810,000.00 Bond Proceeds 18,139,734.75 Total Interest 10,937,375.00 Net Interest 10,785,740.25 Total Debt Service 28,747,375.00 Maximum Annual Debt Service 2,836,525.00 Average Annual Debt Service 1,497,259.11 Underwriter's Fees(per$1000) Average Takedown Other Fee 10.000000 Total Underwriter's Discount 10.000000 Bid Price 100.851402 Par Average Average Bond Component Value Price Coupon Life Serial Bonds 17,810,000.00 101.851 4.463% 13.759 17,810,000.00 13.759 All-In Arbitrage TIC TIC Yield Par Value 17,810,000.00 17,810,000.00 17,810,000.00 +Accrued Interest +Premium(Discount) 329,734.75 329,734.75 329,734.75 -Underwriter's Discount -178,100.00 -178,100.00 -Cost of Issuance Expense -100,000.00 -Other Amounts -92,000.00 -92,000.00 -92,000.00 Target Value 17,869,634.75 17,769,634.75 18,047,734.75 Target Date 04/19/2007 04/19/2007 04/19/2007 Yield 4.439639% 4.496246% 4.339879% Mar 29,2007 12:42 pm Prepared by Stone&Youngberg LLC (Finance 6.001 oro valley_town of:EXTX_REF-REF07_1,REF07_1) • PROOF OF ARBITRAGE YIELD Town of Oro Valley Municipal Property Corporation Excise Tax Revenue Refunding Bonds,Series 2007 Present Value to 04/19/2007 Date Debt Service @ 4.3398786% 07/01/2007 159,437.50 158,074.28 01/01/2008 398,593.75 386,792.55 07/01/2008 398,593.75 378,577.64 01/01/2009 398,593.75 370,537.21 07/01/2009 833,593.75 758,459.95 01/01/2010 389,893.75 347,217.29 07/01/2010 1,254,893.75 1,093,802.45 01/01/2011 371,512.50 316,943.78 07/01/2011 486,512.50 406,237.18 01/01/2012 369,068.75 301,626.71 07/01/2012 489,068.75 391,209.42 01/01/2013 366,518.75 286,954.11 07/01/2013 491,518.75 376,645.87 01/01/2014 363,862.50 272,902.36 07/01/2014 493,862.50 362,537.47 01/01/2015 361,100.00 259,448.52 07/01/2015 1,001,100.00 704,008.73 01/01/2016 347,500.00 239,184.07 07/01/2016 1,017,500.00 685,470.44 01/01/2017 333,262.50 219,744.30 07/01/2017 1,033,262.50 666,835.49 01/01/2018 315,762.50 199,455.24 07/01/2018 1,045,762.50 646,539.16 01/01/2019 297,512.50 180,029.57 07/01/2019 1,067,512.50 632,249.46 01/01/2020 278,262.50 161,304.71 07/01/2020 2,558,262.50 1,451,490.95 01/01/2021 221,262.50 122,872.28 07/01/2021 1,736,262.50 943,709.54 01/01/2022 187,175.00 99,574.39 07/01/2022 1,772,175.00 922,748.38 01/01/2023 151,512.50 77,215.06 07/01/2023 1,806,512.50 901,096.68 01/01/2024 116,343.75 56,800.26 07/01/2024 1,836,343.75 877,481.82 01/01/2025 79,793.75 37,318.99 07/01/2025 1,884,793.75 862,783.26 01/01/2026 41,437.50 18,565.57 07/01/2026 1,991,437.50 873,289.60 28,747,375.00 18,047,734.75 Proceeds Summary Delivery date 04/19/2007 Par Value 17,810,000.00 Premium(Discount) 329,734.75 Arbitrage expenses -92,000.00 Target for yield calculation 18,047,734.75 Mar 29,2007 12:42 pm Prepared by Stone&Youngberg LLC (Finance 6.001 oro valley_town of:EXTX_REF-REF07_1,REF07_1) PROOF OF ARBITRAGE YIELD Town of Oro Valley Municipal Property Corporation Excise Tax Revenue Refunding Bonds,Series 2007 Assumed Call/Computation Dates for Premium Bonds Net Present Value(NPV) Bond Maturity Call Call to 04/19/2007 Component Date Date Price @ 4.3398786% SERIAL 07/01/2018 07/01/2017 100.000 -22,458.22 SERIAL 07/01/2019 07/01/2017 100.000 -20,331.61 SERIAL 07/01/2020 07/01/2017 100.000 -50,307.49 Rejected Call/Computation Dates for Premium Bonds Net Present Value(NPV) Bond Maturity Call Call to 04/19/2007 Increase Component Date Date Price @ 4.3398786% to NPV SERIAL 07/01/2018 -19,446.64 3,011.58 SERIAL 07/01/2019 -14,111.90 6,219.71 SERIAL 07/01/2020 -23,258.64 27,048.85 Mar 29,2007 12:42 pm Prepared by Stone&Youngberg LLC (Finance 6.001 oro valley_town of:EXTX_REF-REF07_1,REF07_1) FORM 8038 STATISTICS Town of Oro Valley Municipal Property Corporation Excise Tax Revenue Refunding Bonds,Series 2007 Dated Date 04/19/2007 Delivery Date 04/19/2007 Redemption Bond Component Date Principal Coupon Price Issue Price at Maturity Serial Bonds: 07/01/2009 435,000.00 4.000% 100.771 438,353.85 435,000.00 07/01/2010 865,000.00 4.250% 101.822 880,760.30 865,000.00 07/01/2011 115,000.00 4.250% 102.312 117,658.80 115,000.00 07/01/2012 120,000.00 4.250% 102.670 123,204.00 120,000.00 07/01/2013 125,000.00 4.250% 102.961 128,701.25 125,000.00 07/01/2014 130,000.00 4.250% 103.124 134,061.20 130,000.00 07/01/2015 640,000.00 4.250% 103.069 659,641.60 640,000.00 07/01/2016 670,000.00 4.250% 102.913 689,517.10 670,000.00 07/01/2017 700,000.00 5.000% 108.914 762,398.00 700,000.00 07/01/2018 730,000.00 5.000% 108.477 791,882.10 730,000.00 07/01/2019 770,000.00 5.000% 108.041 831,915.70 770,000.00 07/01/2020 2,280,000.00 5.000% 107.607 2,453,439.60 2,280,000.00 07/01/2021 1,515,000.00 4.500% 101.631 1,539,709.65 1,515,000.00 07/01/2022 1,585,000.00 4.500% 101.384 1,606,936.40 1,585,000.00 07/01/2023 1,655,000.00 4.250% 98.497 1,630,125.35 1,655,000.00 07/01/2024 1,720,000.00 4.250% 98.079 1,686,958.80 1,720,000.00 07/01/2025 1,805,000.00 4.250% 97.761 1,764,586.05 1,805,000.00 07/01/2026 1,950,000.00 4.250% 97.430 1,899,885.00 1,950,000.00 17,810,000.00 18,139,734.75 17,810,000.00 Stated Weighted Net Maturity Interest Issue Redemption Average Interest Date Rate Price at Maturity Maturity Yield Cost Final Maturity 07/01/2026 4.250% 1,899,885.00 1,950,000.00 Entire Issue 18,139,734.75 17,810,000.00 13.6672 4.3399% 4.2787% Proceeds used for accrued interest 0.00 Proceeds used for bond issuance costs(including underwriters'discount) 278,100.00 Proceeds used for credit enhancement 92,000.00 Proceeds allocated to reasonably required reserve or replacement fund 0.00 Proceeds used to currently refund prior issues 0.00 Proceeds used to advance refund prior issues 19,737,579.43 Remaining weighted average maturity of the bonds to be currently refunded 0.2000 Remaining weighted average maturity of the bonds to be advance refunded 14.0040 Mar 29,2007 12:42 pm Prepared by Stone&Youngberg LLC (Finance 6.001 oro valley_town of:EXTX_REF-REF07_I,REF07_1) FORM 8038 STATISTICS Town of Oro Valley Municipal Property Corporation Excise Tax Revenue Refunding Bonds,Series 2007 Refunded Bonds Bond Component Date Principal Coupon Price Issue Price Excise Tax Revenue Obligations,Series 2000: CALL 07/01/2020 200,000.00 5.500% 100.000 200,000.00 Excise tax Revenue Bonds,Series 2001: CALL 07/01/2015 505,000.00 5.000% 100.000 505,000.00 CALL 07/01/2016 530,000.00 5.000% 100.000 530,000.00 CALL 07/01/2017 560,000.00 5.000% 100.000 560,000.00 CALL 07/01/2018 585,000.00 5.000% 100.000 585,000.00 CALL 07/01/2019 615,000.00 5.000% 100.000 615,000.00 CALL 07/01/2020 645,000.00 5.000% 100.000 645,000.00 3,440,000.00 3,440,000.00 Municipal Water System Acq.Bonds,Series 1996: TERM2010 07/01/2007 650,000.00 5.200% 100.000 650,000.00 TERM2010 07/01/2008 675,000.00 5.200% 100.000 675,000.00 TERM2010 07/01/2009 700,000.00 5.200% 100.000 700,000.00 TERM2010 07/01/2010 750,000.00 5.200% 100.000 750,000.00 TERM2026 07/01/2020 1,275,000.00 5.375% 100.000 1,275,000.00 TERM2026 07/01/2021 1,350,000.00 5.375% 100.000 1,350,000.00 TERM2026 07/01/2022 1,425,000.00 5.375% 100.000 1,425,000.00 TERM2026 07/01/2023 1,500,000.00 5.375% 100.000 1,500,000.00 TERM2026 07/01/2024 1,575,000.00 5.375% 100.000 1,575,000.00 TERM2026 07/01/2025 1,675,000.00 5.375% 100.000 1,675,000.00 TERM2026 07/01/2026 3,800,000.00 5.375% 100.000 3,800,000.00 15,375,000.00 15,375,000.00 19,015,000.00 19,015,000.00 Remaining Last Weighted Call Issue Average Date Date Maturity Excise Tax Revenue Obligations,Series 2000 07/01/2010 07/01/2006 13.2000 Excise tax Revenue Bonds,Series 2001 07/01/2011 07/01/2006 10.8424 Municipal Water System Acq.Bonds,Series 1996 07/01/2008 07/01/2006 14.1382 All Refunded Issues 07/01/2011 13.5321 Mar 29,2007 12:42 pm Prepared by Stone&Youngberg LLC (Finance 6.001 oro valley_town of:EXTX_REF-REF07_1,REF07_1) ESCROW REQUIREMENTS Town of Oro Valley Municipal Property Corporation Excise Tax Revenue Refunding Bonds,Series 2007 Period Principal Redemption Ending Principal Interest Redeemed Premium Total 07/01/2007 650,000.00 502,275.00 1,152,275.00 01/01/2008 485,375.00 485,375.00 07/01/2008 675,000.00 485,375.00 12,600,000.00 126,000.00 13,886,375.00 01/01/2009 129,200.00 129,200.00 07/01/2009 700,000.00 129,200.00 829,200.00 01/01/2010 111,000.00 111,000.00 07/01/2010 750,000.00 111,000.00 200,000.00 2,000.00 1,063,000.00 01/01/2011 86,000.00 86,000.00 07/01/2011 86,000.00 3,440,000.00 34,400.00 3,560,400.00 2,775,000.00 2,125,425.00 16,240,000.00 162,400.00 21,302,825.00 Mar 29,2007 12:42 pm Prepared by Stone&Youngberg LLC (Finance 6.001 oro valley_town of:EXTX_REF-REF07_1,REF07_1) • ESCROW SUFFICIENCY Town of Oro Valley Municipal Property Corporation Excise Tax Revenue Refunding Bonds,Series 2007 Escrow Net Escrow Excess Excess Date Requirement Receipts Receipts Balance 04/19/2007 0.68 0.68 0.68 07/01/2007 1,152,275.00 1,152,275.10 0.10 0.78 01/01/2008 485,375.00 485,375.21 0.21 0.99 07/01/2008 13,886,375.00 13,886,374.81 -0.19 0.80 01/01/2009 129,200.00 129,199.69 -0.31 0.49 07/01/2009 829,200.00 829,199.57 -0.43 0.06 01/01/2010 111,000.00 111,000.37 0.37 0.43 07/01/2010 1,063,000.00 1,063,000.13 0.13 0.56 01/01/2011 86,000.00 85,999.46 -0.54 0.02 07/01/2011 3,560,400.00 3,560,400.00 0.02 21,302,825.00 21,302,825.02 0.02 Mar 29,2007 12:42 pm Prepared by Stone&Youngberg LLC (Finance 6.001 oro valley_town of:EXTX_REF-REF07_1,REF07_1) . ESCROW STATISTICS Town of Oro Valley Municipal Property Corporation Excise Tax Revenue Refunding Bonds,Series 2007 Modified Yield to Yield to Perfect Value of Total Duration Receipt Disbursement Escrow Negative Cost of Escrow Escrow Cost (years) Date Date Cost Arbitrage Dead Time FIRST-CASH 11,154.25 0.195 5.104654% 5.104654% 11,170.92 -16.68 0.01 BONDS 19,737,579.43 1.698 4.339817% 4.339817% 19,737,558.87 20.47 0.09 19,748,733.68 19,748,729.79 3.79 0.10 Delivery date 04/19/2007 Arbitrage yield 4.339879% Mar 29,2007 12:42 pm Prepared by Stone&Youngberg LLC (Finance 6.001 oro valley_town of:EXTX_REF-REF07_1,REF07_1) ESCROW DESCRIPTIONS Town of Oro Valley Municipal Property Corporation Excise Tax Revenue Refunding Bonds,Series 2007 Type of Type of Maturity First Int Par Max Security SLGS Date Pmt Date Amount Rate Rate Apr 19,2007: SLG Certificate 07/01/2007 07/01/2007 961,436 5.080% 5.080% SLG Certificate 01/01/2008 01/01/2008 35,117 5.010% 5.010% SLG Note 07/01/2008 07/01/2007 13,437,352 4.900% 4.900% SLG Note 01/01/2009 07/01/2007 9,392 4.730% 4.730% SLG Note 07/01/2009 07/01/2007 709,614 4.560% 4.560% SLG Note 01/01/2010 07/01/2007 7,594 4.510% 4.510% SLG Note 07/01/2010 07/01/2007 3,791,052 4.500% 4.500% SLG Note 01/01/2011 07/01/2007 797,176 4.500% 4.500% 19,748,733 Jul 1,2010: SLG Rollover Cert 07/01/2011 2,831,287 Jan 1,2011: SLG Rollover Cert 07/01/2011 729,113 23,309,133 SLGS Summary SLGS Rates File 29MAR07 Total Certificates of Indebtedness 996,553.00 Total Notes 18,752,180.00 Total original SLGS 19,748,733.00 Total Rollover SLGS 3,560,400.00 Mar 29,2007 12:42 pm Prepared by Stone&Youngberg LLC (Finance 6.001 oro valley_town of:EXTX_REF-REF07_I,REF07_1) . e ESCROW COST DETAIL Town of Oro Valley Municipal Property Corporation Excise Tax Revenue Refunding Bonds,Series 2007 Type of Maturity Par Total Security Date Amount Rate Cost FIRST-CASH: SLG 07/01/2007 11,153.57 5.080% 11,153.57 BONDS: SLG 07/01/2007 950,282.43 5.080% 950,282.43 SLG 01/01/2008 35,117.00 5.010% 35,117.00 SLG 07/01/2008 13,437,352.00 4.900% 13,437,352.00 SLG 01/01/2009 9,392.00 4.730% 9,392.00 SLG 07/01/2009 709,614.00 4.560% 709,614.00 SLG 01/01/2010 7,594.00 4.510% 7,594.00 SLG 07/01/2010 3,791,052.00 4.500% 3,791,052.00 SLG 01/01/2011 797,1 76.00 4.500% 797,176.00 19,737,579.43 19,737,579.43 19,748,733.00 19,748,733.00 Purchase Cost of Cash Total Escrow Date Securities Deposit Escrow Cost Yield FIRST-CASH 04/19/2007 11,153.57 0.68 11,154.25 5.104654% BONDS 04/19/2007 19,737,579.43 19,737,579.43 4.339817% 19,748,733.00 0.68 19,748,733.68 Mar 29,2007 12:42 pm Prepared by Stone&Youngberg LLC (Finance 6.001 oro valley_town of:EXTX_REF-REF07_1,REF07_1) w ESCROW CASH FLOW Town of Oro Valley Municipal Property Corporation Excise Tax Revenue Refunding Bonds,Series 2007 Net Escrow Date Principal Interest Rollovers Receipts 07/01/2007 961,436.00 190,839.10 1,152,275.10 01/01/2008 35,1 1 7.00 450,258.21 485,375.21 07/01/2008 13,437,352.00 449,022.81 13,886,374.81 01/01/2009 9,392.00 119,807.69 129,199.69 07/01/2009 709,614.00 119,585.57 829,199.57 01/01/2010 7,594.00 103,406.37 111,000.37 07/01/2010 3,791,052.00 103,235.13 -2,831,287.00 1,063,000.13 01/01/2011 797,176.00 17,936.46 -729,113.00 85,999.46 07/01/2011 3,560,400.00 3,560,400.00 19,748,733.00 1,554,091.34 0.00 21,302,824.34 Escrow Cost Summary Purchase date 04/19/2007 Purchase cost of securities 19,748,733.00 Mar 29,2007 12:42 pm Prepared by Stone&Youngberg LLC (Finance 6.001 oro valley_town of:EXTX_REF-REF07_1,REF07_1) A PROOF OF COMPOSITE ESCROW YIELD Town of Oro Valley Municipal Property Corporation Excise Tax Revenue Refunding Bonds,Series 2007 All restricted escrows funded by bond proceeds Present Value Security Net Escrow to 04/19/2007 Date Receipts Rollovers Receipts @ 4.3398175% 07/01/2007 1,141,008.52 1,141,008.52 1,131,252.85 01/01/2008 485,375.21 485,375.21 471,004.86 07/01/2008 13,886,374.81 13,886,374.81 13,189,054.72 01/01/2009 129,1 99.69 129,199.69 120,105.60 07/01/2009 829,199.57 829,199.57 754,462.82 01/01/2010 111,000.37 111,000.37 98,850.80 07/01/2010 3,894,287.13 -2,831,287.00 1,063,000.13 926,544.07 01/01/2011 815,1 1 2.46 -729,113.00 85,999.46 73,367.80 07/01/2011 3,560,400.00 3,560,400.00 2,972,935.91 21,291,557.76 0.00 21,291,557.76 19,737,579.43 Escrow Cost Summary Purchase date 04/19/2007 Purchase cost of securities 19,737,579.43 Target for yield calculation 19,737,579.43 Mar 29,2007 12:42 pm Prepared by Stone&Youngberg LLC (Finance 6.001 oro valley_town of:EXTX_REF-REF07_I,REF07_1)