Loading...
HomeMy WebLinkAboutMunicipal Property Corporation - Resolutions (15) AGENDA Town of Oro Valley Municipal Property Corporation Special Meeting Kachina Room 11,000 N. La Canada Drive Oro Valley, Arizona Thursday, March 11, 2010 4:00 p.m. Special Meeting - at or after 4:00 p.m. Call to Order Roll Call 1. Approval of May 11, 2009 Minutes 2. Resolution No. MPC 10-01 - Authorizing and providing for the Defeasance and Redemption of the Outstanding Town of Oro Valley Municipal Property Corporation Excise Tax Revenue Bonds, Series 2001 and Excise Tax Revenue Refunding Bonds, Series 2003; Ratifying the Actions of all Officers and Agents of the Corporation and Others with Respect to the Defeasance and Redemption Adjournment The Town of Oro Valley complies with the Americans with Disabilities Act (ADA). If any person with a disability needs any type of accommodation, please notify the Town Clerk's Office prior to the meeting at 229-4700. Posted: 03 09 10 2:00 p.m. cp PAGE 1 OF 3 TOWN OF ORO VALLEY MUNICIPAL PROPERTY CORPORATION COMMUNICATION MEETING DATE: MARCH 11, 2010 TO: MUNICIPAL PROPERTY CORPORATION (MPC) BOARD OF DIRECTORS FROM: Stacey Lemos, Finance Director/Interim Assistant Town Manager SUBJECT: Resolution No. MPC 10- 01 Authorizing and Providing for the Defeasance and Redemption of the Outstanding Town of Oro Valley Municipal Property Corporation Excise Tax Revenue Bonds, Series 2001 and Excise Tax Revenue Refunding Bonds, Series 2003; Ratifying the Actions of all Officers and Agents of the Corporation and Others with Respect to the Defeasance and Redemption SUMMARY: On March 3, 2010, the Town Council approved a resolution authorizing Town staff to take the appropriate steps necessary to defease the remaining outstanding maturities of the following bonds: • Series 2000 Excise Tax Revenue Bonds (issued to purchase the Naranja Town Site property) • Series 2001 Municipal Property Corporation Excise Tax Revenue Bonds (issued to construct library and water system infrastructure) • Series 2003 Municipal Property Corporation Excise Tax Revenue Refunding Bonds (issued to refund portions of prior year bonds used to construct Town facilities and for water system infrastructure and acquisition) Since the Series 2001 and 2003 bonds were originally MPC-authorized bonds, the MPC Board must also take action to approve the defeasance of these bonds. The annual debt service amounts for the Series 2001 and 2003 are shared between the Town's General Fund and Water Utility Fund. For the Series 2001 bonds, both the General Fund and Water Utility Enterprise Fund will be contributing the funds necessary to defease these bonds. For the Series 2003 bonds, however, only the General Fund portion of the remaining outstanding principal will be defeased. The Water Utility Enterprise Fund will continue to make semi-annual payments on their portion of the outstanding debt through the final maturity date in 2019. The debt service on these bonds is shared 65% from the Water Utility and 35% from the General Fund. DISCUSSION: This bond defeasance was recommended by staff as a means toward helping the Town close an estimated budget deficit in the General Fund next year of approximately $1.7 million, with future years' deficits ranging between $1.2 million to $2.0 million annually over the next four fiscal years. The projected deficits are due primarily to the significant reduction expected in our state shared revenues of approximately $1.5 million next year with no significant growth expected for the next three to four years. G:\STACEY\Council Communic\MPCComm2001 and 2003BondsDefeas_3-1 1-10Mtg.doc PAGE 2 OF 3 TOWN OF ORO VALLEY MUNICIPAL PROPERTY CORPORATION COMMUNICATION MEETING DATE: MARCH 11, 2010 The defeasance proposes using approximately $6.3 million in General Fund cash reserves to pay off the General Fund portion of the above-mentioned outstanding principal. Additionally, it requires the use of approximately $1.2 million in Water Utility cash reserves to pay off the Water Utility's portion of the Series 2001 bonds. By paying these bonds off early, the General Fund would realize annual debt service savings of approximately $650,000 next fiscal year, an average of $860,000 annually from FY 11/12 through FY 1 /14, and an average of $660,000 annually from FY 14/15 through FY 18/19. The Water Utility Fund would realize debt service savings of approximately $300,000 annually through FY 2013/14. It is also important to note that this defeasance would use invested cash reserves that are currently earning less than 1`)/0 at the State Treasurer's Office Local Government Investment Pool (LGIP) to pay off debt issued with interest rates ranging from 4% to 5%, resulting in significant interest cost savings to the Town's budget. Other advantages of the bond defeasance are listed below: • Eligible one-time use of cash reserves to provide significant recurring budget savings • Significantly reduces the General Fund's indebtedness • Utilizes available invested cash reserves currently earning less than 1% to pay off debt costing 4% - 5% annual interest, thereby saving approximately $1 million in interest costs over the remaining term of the bonds • Remaining cash reserves after defeasance still exceed Town's 25% of expenditures policy level in General Fund • Utilizing cash reserves for this purpose would not be viewed negatively by bond rating agencies • Significantly reduces future year projected budget deficits without impacting staffing levels or operations • Reduction of outstanding debt is viewed favorably by bond rating agencies Attached hereto is a copy of the adopted Town Council Resolution authorizing the defeasance along with a calendar of events prepared by the Town's financial advisor, Mark Reader, with Stone & Youngberg, LLC. Also attached is a summary defeasance analysis showing the principal amounts of each of the bonds being paid off and the Water Utility Fund's remaining outstanding principal and interest on the Series 2003 MPC Revenue Refunding Bonds. SUGGESTED MOTION: I move to approve Resolution MPC 10- 01. ATTACHMENTS: 1. Resolution MPC 10- 01 G:\STACEY\Council Communic\MPCComm2001 and 2003BondsDefeas_3-11-10Mtg.doc PAGE 3 OF 3 TOWN OF ORO VALLEY MUNICIPAL PROPERTY CORPORATION COMMUNICATION MEETING DATE: MARCH 11, 2010 ATTACHMENTS (continued): 2. Copy of the March 3, 2010 Resolution of the Mayor and Council Authorizing the Defeasance of the Series 2000 Excise Tax Revenue Bonds; the Series 2001 MPC Excise Tax Revenue Bonds; and the Series 2003 MPC Excise Tax Revenue Refunding Bonds 3. Town of Oro Valley 2010 Bond Defeasance Calendar 4. 2010 Defeasance Analysis showing Outstanding/Defeased Amounts Stacey Lemo Finance Dir or/Interim Asst. Twn. Mgr. G:\STACEY\Council Communic\MPCComm2001 and 2003BondsDefeas_3-1 1-10Mtg.doc • RESOLUTION NO.(R) 10- 13 A RESOLUTION OF THE TOWN OF ORO VALLEY, ARIZONA, AUTHORIZING AND PROVIDING FOR THE FINANCE DIRECTOR TO TRANSFER TOWN FUNDS TO AN IRREVOCABLE TRUST FUND TO BE USED FOR THE PREPAYMENT OF CERTAIN AMOUNTS DUE UNDER A PURCHASE AGREEMENT AND LEASE-PURCHASE AGREEMENTS WHICH PREPAYMENT AMOUNTS SHALL BE USED TO DEFEASE AND REDEEM A PORTION OF THE OUTSTANDING TOWN OF ORO VALLEY EXCISE TAX REVENUE OBLIGATIONS, SERIES 2000, MUNICIPAL PROPERTY CORPORATION EXCISE TAX REVENUE BONDS, SERIES 2001 AND MUNICIPAL PROPERTY CORPORATION EXCISE TAX REVENUE REFUNDING BONDS, SERIES 2003; AUTHORIZING THE EXECUTION OF ONE OR MORE ESCROW AGREEMENTS FOR THE SAFEKEEPING AND HANDLING OF SECURITIES AND MONEYS TO BE USED TO PAY THE OBLIGATIONS AND BONDS BEING DEFEASED; AND RATIFYING THE ACTIONS OF ALL OFFICERS AND AGENTS OF THE TOWN AND OTHERS WITH RESPECT TO THE TRANSFER, PREPAYMENT, DEFEASANCE AND REDEMPTION. WHEREAS, the Town of Oro Valley(the "Town") has issued its Excise Tax Revenue Obligations, Series 2000 in the original principal amount of$2,580,000(the "Series 2000 Obligations"); and WHEREAS, the Town of Oro Valley Municipal Property Corporation (the "Corporation") has issued its Excise Tax Revenue Bonds, Series 2001 in the original principal amount of$9,010,000 (the "Series 2001 Bonds"); and WHEREAS, the Corporation has issued its Excise Tax Revenue Refunding Bonds, Series 2003 in the original principal amount of$15,750,000 (the "Series 2003 Bonds"); and WHEREAS, the Series 2000 Obligations were executed and delivered by Wells Fargo Bank, N.A. (the "Trustee") as trustee under the Trust Agreement dated as of November 1, 2000 (the "2000 Indenture") by and between the Town and the Trustee; and WHEREAS,the Series 2001 Bonds and Series 2003 Bonds were executed and delivered by the Trustee(as successor to Norwest Bank Arizona, N.A.) as trustee under the Trust Indenture dated as of April 1, 1996 (the "1996 Indenture") between the Corporation and the Trustee (as successor trustee to Norwest Bank Arizona, N.A.), as supplemented by the First Supplement to Trust Indenture dated as of June 1, 1999, the Second Supplement to Trust Indenture, dated as of April 1, 2001 (the "Second Supplement"), the Third Supplement to Trust Indenture, dated as of December 1, 2003 (the "Third Supplement") and the Fourth Supplement to Trust Indenture, dated as of April 1, 2007 (the "Fourth Supplement" and, together with the Trust Indenture, the First Supplement, the Second Supplement and the Third Supplement, the "Indenture"); and WHEREAS, such Series 2000 Obligations are secured by a lien on the payments made by the Town pursuant to the terms of the Purchase Agreement dated as of November 1, 2000 (the "2000 Purchase Agreement")which payments are secured by a lien on the Town's excise taxes,and C:\Documents and Settings\slemos OROVALLEY\Local Settings\Temporary Internet Files\OLKA\RES-Town of Oro Valley Defeasance Resolution 2010(3).DOC 1 Town of Oro Valley Attorney's Office/ca/030110 WHEREAS, such Series 2001 Bonds and Series 2003 are secured by rental payments made by the Town pursuant to the terms of the Lease-Purchase Agreement dated as of April 1, 1996(the "1996 Lease-Purchase Agreement"), as amended by the First Amendment to Lease-Purchase Agreement, dated as of June 1, 1999 (the "First Amendment"), the Second Amendment to Lease-Purchase Agreement, dated as of April 1, 2001 (the "Second Amendment"), the Third Amendment to the Lease-Purchase Agreement, dated as of October 1, 2003 (the "Third Amendment"), and the Fourth Amendment to the Lease-Purchase Agreement, dated as of April 1, 2007 (the "Fourth Amendment" and, together with the Lease-Purchase Agreement, the First Amendment, the Second Amendment and the Third Amendment, the "Town Lease") which lease payments are secured by a lien on the Town's excise taxes; and WHEREAS, the Mayor and Council of the Town find that the Town will reduce its financial liability and achieve greater annual cash flow if an amount is transferred from the Town's general fund and the Town's water utility enterprise fund to the Trustee pursuant to the terms of the Escrow Agreement (as defined in Section 5 hereof), which is sufficient to pay at maturity or defease and redeem in advance of maturity or mandatory redemption date, all or a portion of the (i) Series 2000 Obligations maturing on July 1 of the years 2010 and 2011 (the "Series 2000 Obligations Being Defeased"), (ii) Series 2001 Bonds maturing or subject to redemption on July 1 of the years 2010 through and including 2014 (collectively the "2001 Bonds Being Defeased") and (iii) Series 2003 Bonds maturing on July 1 of the years 2010 through and including 2019 (collectively the "Series 2003 Bonds Being Defeased" and together with the Series 2001 Bonds Being Defeased and the Series 2000 Obligations Being Defeased,the "Bonds Being Defeased"). NOW, THEREFORE, BE IT RESOLVED by the Mayor and Council of the Town of Oro Valley, Arizona,that: Section 1. Authorization. The Mayor and Council hereby authorize and direct the Finance Director to transfer from the Town's general fund and water utility enterprise fund an aggregate amount not to exceed $8,125,000 to an irrevocable trust fund held by the Trustee, an amount which is sufficient, together with any earnings thereon, to pay, in part or in full, the outstanding Series 2000 Obligations Being Defeased , Series 2001 Bonds Being Defeased and Series 2003 Bonds Being Defeased and the costs and expenses of the transaction. Any amounts remaining after payment of all amounts due shall be paid over to the Town. The Town's Finance Director is authorized and directed to determine the amount of each maturity of the Bonds Being Defeased to be defeased and the amounts from the Town's general fund and water utility enterprise fund that shall be transferred to the Trustee for such defeasance. Section 2. Redemption of Certain Series 2000 Obligations. Pursuant to Section 14 of the 2000 Purchase Agreement and Section 3 of the 2000 Indenture, the Finance Director is hereby authorized and directed to cause the redemption of the outstanding Series 2000 Obligations Being Defeased and shall give written notice to thereof to the Trustee and direct the Trustee to take all actions necessary to cause such redemption. Section 3. Redemption of Certain Series 2001 Bonds and Series 2003 Bonds. Pursuant to Section 4.04 of the 1996 Indenture, the Corporation is hereby directed to pay or redeem all or that portion of the outstanding Series 2001 Bonds and Series 2003 Bonds that are selected by the Finance Director to constitute the Series 2001 Bonds Being Defeased and Series 2003 Bonds Being Defeased. The Corporation shall adopt a resolution to redeem the Series 2001 Bonds Being Defeased and Series 2003 Bonds Being Defeased and shall give written notice thereof to the Trustee and direct the Trustee to take all actions necessary to cause such redemption. C:\Documents and Settings\slemos.OROVALLEY\Locai Settings\Temporary Internet Files\OLKA\RES-Town of Oro Valley Defeasance Resolution 2010(3).DOC2 Town of Oro Valley Attorney's Office/ca/030110 Section 4. Application of Moneys. The proceeds of the transfer of funds, after payment of the costs and expenses of the transaction, shall be applied by the Finance Director to create one or more irrevocable trusts for the benefit of the owners of the Bonds Being Defeased. Amounts credited to the trust, other than any beginning cash balance, shall be invested immediately by the Trustee in noncallable, direct obligations issued by or unconditionally guaranteed by the United States of America (hereafter "Government Obligations") the maturing principal of and interest on which, together with any beginning cash balance, will be sufficient to pay the principal of and interest on the Bonds Being Defeased as the same become due or are called for redemption. The Finance Director is hereby authorized to cause the selection and purchase of the Government Obligations. Section 5. Escrow Agreement. The Finance Director is hereby authorized and directed to execute one or more irrevocable escrow agreements or depository trust agreements (collectively, the "Escrow Agreement") with the Trustee or a bank authorized to do trust business in the State of Arizona or any successors or assigns,with respect to the safekeeping and handling of the moneys and securities to be held in trust for the payment of the Bonds Being Defeased. The Escrow Agreement shall be in substantially the form on file with the Town Clerk, with such additions, deletions and modifications as shall be approved by the officer executing and delivering the same on behalf of the Town and such execution and delivery shall constitute conclusive evidence of the approval of such official of any departures from the form on file with the Clerk. If for any reason the Escrow Agreement is cancelled or declared void or illegal or is incapable of being performed due to any impediment of any nature whatsoever, or the Trustee is unable to perform its duties, the Town shall appoint or engage a successor trustee or escrow agent to act in the place of the Trustee, if such successor be ready, willing and able to assume the role of escrow agent under such Escrow Agreement or an agreement similar in form and substance. During any period when no Trustee is in place,the Finance Director shall act as the escrow agent. Section 6. Resolution a Contract. This resolution shall constitute a contract between the Town and the Trustee for and the owners of the Bonds Being Defeased and shall not be repealed or amended in any manner which would impair, impede or lessen the rights of the owners of the Bonds Being Defeased then outstanding. Section 7. Federal Tax Law Covenants. As authorized by Arizona Revised Statutes, Title 35, Chapter 3, Article 7, and in consideration of retaining the exclusion of interest income on the Bonds Being Defeased from gross income for federal income tax purposes, the Town covenants with the owners from time to time of the Bonds Being Defeased to neither take nor fail to take any action which action or failure to act is within its power and authority and would result in interest income on the Bonds Being Defeased becoming subject to inclusion as gross income for federal income tax purposes under either laws existing on the date of issuance of the Bonds Being Defeased or such laws as they may be modified or amended. The Town agrees that it will comply with such requirement(s) and will take any such action(s) as in the opinion of Gust Rosenfeld P.L.C. ("bond counsel") are necessary to prevent interest income on the Bonds Being Defeased becoming subject to inclusion in gross income for federal income tax purposes. Such requirements may include but are not limited to making further specific covenants; making truthful certifications and representations and giving necessary assurances; complying with all representations, covenants and assurances contained in certificates or agreements to be prepared by bond C:\Documents and Settings\slemos OROVALLEY\Local Settings\Temporary Internet Files\OLKA\RES-Town of Oro Valley Defeasance Resolution 2010(3).DOC 3 Town of Oro Valley Attorney's Office/ca/030110 counsel; to pay to the United States of America any required amounts representing rebates of investment income relating to the Bonds Being Defeased; filing forms, statements and supporting documents as may be required under the federal tax laws; limiting the term of and yield on investments made with moneys relating to the Bonds Being Defeased; and limiting the use of the proceeds of the transfer of funds. Section 8. Severability. If any section, paragraph, subdivision, sentence, clause or phrase of this resolution is for any reason held to be illegal or unenforceable, such decision will not affect the validity of the remaining portions of this resolution. The Mayor and Council members hereby declare that this resolution would have been enacted and each and every other section, paragraph, subdivision, sentence, clause or phrase hereof and authorized the transfer of funds and defeasance and redemption of the Bonds Being Defeased pursuant hereto irrespective of the fact that any one or more sections, paragraphs, subdivisions, sentences,clauses or phrases of this resolution may be held illegal, invalid or unenforceable. Section 9. Ratification of Actions. All actions of the officials and agents of the Town, the Corporation and the Trustee, which are in conformity with the purposes and intent of this resolution and in furtherance of the transfer, prepayment, defeasance and redemption of the Bonds Being Defeased as contemplated by this resolution, shall be and are hereby ratified, confirmed and approved. The proper officials and agents of the Town,the Corporation and the Trustee are hereby authorized and directed to do all such acts and things and to execute and deliver all such documents as may be necessary to carry out the terms and intent of this resolution. PASSED AND ADOPTED by the Council of the Town of Oro Valley,Arizona,on March 3,2010. TOWN OF ORO VALLEY Paul H. Loomis, Mayor ATTEST: APPROVED AS TO FORM: Cr- / • Kathfiyn E. Cuvelier, Town Clerk Tobin Rosen, Town Attorney C:\Documents and Settings\slemos_OROVALLEY\Local Settings\Temporary Internet Files\OLKA\RES-Town of Oro Valley Defeasance Resolution 2010(3).DOC4 Town of Oro Valley Attorney's Office/ea/030110 CERTIFICATION I, Kathryn E. Cuvelier, the duly appointed and acting Town Clerk of the Town of Oro Valley, Arizona do hereby certify that the above and foregoing Resolution No. (R) 10- /3 was duly passed and adopted by the Mayor and the Council of the Town of Oro Valley,Arizona, at a meeting held on the 3rd day of March, 2010, and the vote was (o aye's and 0 nay's and that the Mayor and 5 Council members were present thereat. thryn E. Cuvelier, Clerk, Town of Oro Valley, Arizona C:\Documents and Settings\slemos.OROVALLEY\Local Settings\Temporary Internet Files\OLKA\RES-Town of Oro Valley Defeasance Resolution 2010(3).DOC 5 Town of Oro Valley Attorney's Office/ca/030110 Town of Oro Valley,Arizona 2010 Bond Defeasance Calendar Date Acts onResponsibility February 24, 2010 Town Council authorization to Town, S&Y move forward with bond defeasance Resolution. March 3, 2010 Council approval of Town, GR, S&Y Resolution authorizing the defeasance. Week of March 8th MPC Board meeting to MPC Board,GR, S&Y approve the defeasance of 2001 and 2003 Bonds (along with 2001 Obligations). Open(to be determined) Notify bond insurance Town, GR company of intention to defease. April 29th Close defeasance. Town wires Town, S&T, GR proceeds from General Fund and Water Utility Fund to Trustee for deposit into the Escrow Agreement. Week of May 3rd Trustee mails early Wells Fargo,Town redemption notices to 2000 obligation holders' (no more than 60 or less than 30 days prior to July 1, 2010). Week of May 3rd File continuing disclosure Town, S&Y,GR updates regarding defeasance with Electronic Municipal Market Access (EMMA). Week of May 10th/17th Update all records to reflect S&Y, Town the defeasance. Week of June 1st Deliver transcript to financing GR team participants. e- o ,,,1,40-'w S. r: . ,, w a 1 (7) , g Q C. 00 0 o c c c o c,0 c o co C c c c co C E ran. 72, w v 69 C, N N w w C13, C O o C 0 c C o C O o Qii p, 06 C C C C C C C C C 06, g 1 '' ' Z A r ° 88888.88888.88.8888.8888 W g C C C C C C C C C C C C C C o Zt o H Ca w N '0' 88888888888888E8888 z O - 0 N 669 C C C C C C C C C C C C C C C C C C 66s? 4. OCa w Z -a . . .. .. .. . . . .. .. . . .. . N �� E a WC ;- 8 c o c o o c o c C o 0 o - ': MAc C C C C C C C N • C. LCta " c,'.. 7Z s� O o z A A 9 c, ,,5, .0" OU c, o O o C 8 O 0 o O C C CC C C c o 0 0, t _-- E..., F,d .E C C C C C C C C C C C C C C C C C r-:•, Zi o Q 0 w a - .tt v4J vi © a ] E-, *.. n(,'.,n, � N • cA � zC - z O.a 'T N t w C o o 0 ai g ^ '� 2 t, M • fi N 0a • o •i o � Z a� rn,-N�� r. z Wp A ir, M'M' N O �z O O � ° X 0. N MNWo O - O E- o W 4 z 8c o c o o c o o c o Fr,' ' et L) 8.E 6 C c c C c c c cM O V[ A ..� p `i' o ^� w 4A.0 N N C C A A 69 z 8 c o o 0 c c o 0 o c c c 0 o c c c o 0 0 M N N O C O c O O C C C O O O C C .:.O O N M N „g.' ct z 69 zQ 69 -�`V' a c o 0 0 0 o c o 0 0 o c O O 0 0 o c o 0, UL u) v r-: c c c c c c c c C C C c c c c : c c r-: E-, 2 M N N , m m N O 69 o _ �1.C o 0 C O ki E 5: N U v v, 0 a o aN 6A 64 x 't3 s� C`l N U O x •�.W E'er g '. 0a N o Ce o C .--, N N M M,, , , ,..:., ,00 00 G\ G, 00 W O 0 O O O O O O O O O O C O O O O O O C O \ Iii P 2 a. . o 1 Q ..�,,,� tp N h�,A i, )4= i c� 1 % O.� 0 ',-i -1' It: M M C O C O c O O O C o O C I- Q w w Z >C co-- C C C C C C C C C C W c6 c c o 0 0 0 0 0 0 oc a p r/� O U v d V Q L 8888888882-',8888888888 :S ac . . 6 . ... . c . o . . cc .. Oa pf...-i, Q H O W Q ,,�, � � c o o c c c o 0 o c c c o 0 0 0 c o o c - O R a6 0 0 0 0 o c c o o c c C C c c c C C O c " ' O c c c c O c O C c o 0 0 o c c c c 0 ~O dzCCCOoCCCCCoCCCCCCCCCC • .z NN c H z � O� c O : 0, - � a FA ac ,o-, o c o c a o 0a N A W, N N N N o c o 0 0 o N MN Oo '.:N1 H ,,- O t� a I:4 " �; 00 00 l� O z 1? A o ZQ 'C ''� Q¢ ^ `n to 1n vN N O O c C O C O 0 0 0 C O w Z � � Fw vM M Mmo, cCCCOOCOC0 0 0 vN cl ,-.-i . ,o M,N v N v 0 W E % � •i •i r Ct ap; % r p„ Q - - - o .1 E Cj (i.QW O 'g'g g 'g'N 'N O O O C O O O O C O O 8C/1 ;.La ,r, M M M Ni O O C C O O O O C C O O NC- O�n tet' ' : I I M M N po 't w z � �' ~ 1 O O C O N ',J� i a. C Cc C o c U `Z [ a• 12 t'-'C ' n. O V �� Cw 22.) -8" C C C C C C C C C v7, -Q' c4 ,-,--J ..E 0 t� l� N O C c C C C N l-1 C j (� o G cNY, N o00 'v �. �- 'T N O ,----� c... o0 00 r,:..., C a to Q C°? C �g n n-' P N N O o c c c c C C c c o c v ki " ' �n 22 ,4 ri O O O O c O 0 0 0 0 c 0 Ni • O — C7 H 2 N P M a c \ .- Q z.-, -- -- ^' as O n av `g ig N N C O O o O O O O O O O C On H. 0 M M M M--; ^+c 0 c c C O O C C C O O N c C Ems" N 7 , . , , M M N --, .-i V' Vr a. G1 01 c. O V -- M M G1 c.O H4 ., c..' r-rr,' i S C i U1 § § § § C V1 s W O Z f;", O - -N N M M , ,, V ., , x 0o G., C, O , C C c O O O O C O C O O c O O C O o C E 7 N N N N N N N N N N N N N N N N N N N a Lir N w o0 M w W U 0 r Z Z t 0 to 0 -3 a z o o' ,= M r,� �� � 004 gr w r ct P. �.c O 7 d4Q N xO CMl G.. -C ^ N NN . C . C c C C . C C C . N -1:), , M x x O -,±'S x x ^ N r x (... x O 4 '"A N N N M cC Lrl x Q 5 w w O U c o c o c o o c o 0 c o c o c C o 0 8Off3 .. 0 0 0 o c o 6 as Z. C G7 z d Q O c o 0 o c C o 0 o c c c o c o c c C o c d O O O C C C O C O C C C O O C C C C O c 14 .t 6 o 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 W o cn Q H...,-, s o w Q ^ Q 1 64. c C o C 0 C C o 0 0 0 c o o c C C o o c 4 Ca6 6 0 0 0 0 0 0 ^o 6 o 0 0 0 0 0 0 0c - 6 O z 71 c C o o C C C o o C c C o 0 o C C C 0 C � O 2 zi `. H a. C P `g c C C,n o O 0 o 0 o c C C Mx O esio H x . ao 0 o o C 6 c, N 0, w O N + oCo E-■ o C x Q! ,- w .4 ° l'';1 t-rQ tf Z[Q� UM x M oM Mx 00x o-o O C C C C 0 O O C O O O oM0 S• ,.� '� ^ 4 w oo EMC c NOOCCCCCCCCCO G11 Q b,-,° OW atri)-, ooM Oloo N E- H NxMaNJM x ,— v , z Q a C '4o Vzz w ..� ti M-, `,-)g x aM0 aMo xx x 0 O C C C C C C C C C Mx _ �� ,DO Gc ,--. .-, C COCCCCCC4O O a 0 O M^ MM C C xoN0 � :4 q `-O wF-O C ( 00 00 M M V5 Vr „ Nzt , w ✓ x" c C_ o0 p � �. I "g, c c� c � 01 . w 'v v; ,n ,r. ,n, Z O C4 2 N N N N O L"' 8 N C C o c o 0 0 0 4 U V r x o0 x M . O C O O C 1 —, .V1 "cr o o ":2 ' XC — .2S w �' N [ oMo x xM oM002 00 8888888888884 O S •-" oo G; G1 G. O; --;O O o 0 0 0 0 0 0 0 0 0 q= .F, m oMo To o C oVo 0No -I M O V a0 M M 00 -� V S c. H z N N.-• N o x Pi z Q Lt H iiiI x x x xx x O O C O C O OOCOC O x O o0 00t ( 00 00 M M ' ' 6R U 4 4 4 H O Opp G g C 2 C C C o O N N N N C a � 1. . C �- N N M M, , in ,!1 ,C Z , , x x Cil C., O 1VV O C o O O C C O O O C O O O O C C O O 2 2.,"d N N N N N N N N N N N N N N N N N N N O wr` -. opo Lid . V W ,_ z Z li , a 1 1 oC �n � V'i v� v1 �n v1 o C M 3 v h N N N N N N N C c .n M a IJ�yM VN -r .. O OO N k4 4 O�p on v�1 �N NdZo ,,s,''' M N a M�o Nc ,i- le �rf ` cd >1) el. 0 N 0M M M M M M M M M M M M M M C C O MO M M M M M M 00 00 00 00^V'i vl V1 (n kn v1 vi C C N • U N gi V A N N V g N C VO CM MO Vl 71 n:n Ai 4 \p z O on n V,6 N, C O.5.6'N N-+'.5 O vi 1.e c o, c, , C) [-'Z ' 00* != C1 N M O M 00!. ' M —G1 N ro O Z Q F, 0. Q 2 U V M MM M M M M M M CM CMJ MM M O 8 8 5.',Ot E.- ~ p M 21^ M VM N 00 c O �C O �O �C V1 Uv ,C w. N N V VO t�N N .VM M n � O 0'U 00 P N O'1 to N N N N o-0 0 O O tM tM� Z 0-1. cO O F A to - Q w `.3 N ^ _ cc ^ c cv O O <,.., r i 0 0\ c^--,\ 'n',' n +r, C.---- ic C '6' ,--.; rr, pw m ,-;!,' �, r', 7 4 7 -r F, Q Q erg • U d' 00 00 M M M M 00 00 l!i V �Ci `i \:J O� E N N cn V•1 N N CT �O� G\ r-'i-(2' i; O� G � '��•-+--' M M ,' . e. �] 1� O O N N G O oo M^ ri oo N l� O G O O oo `J oo to, A O ,e,,,' ✓ l'A o G; " l v' O't G M N N q- - 4 p" ,z1 in X Q errs y ' M w ,13 0 o C o o O o c c o o 4o 0 0 0 0 0 0 0 0 0Cn " eso rn ,,, w Q Lz • U c C C C O C O o O c O O C C C 0 C 0 C O Z 0 C3 Q r t 0 0 0 0 0 0 0^ O O O O J O O a CD '` E l ww E° ,N : q Q .t%... c O 0 0 o c o 0 o c c Cc O 0 0 cc C o 0 0 •4 0! ,., , co o c ^0 0 0 0C O O O O c 0 0 0 0 ' tiAJ a y .Q s 0 Ce4 4 W o . . . . .. . . . . . . . . . .. . . . E~ Com . 'l. a ;// N 8 N NI. N N t'�•g P. C C 51 Oo ,� �-. ..b d' 7'J 7 v' G N N N Fo d oN0 �I M .--, V', 00• 00 M 0, G1 G1 M V' Cil O ii l cZ Q, z w^N p w _• aC� :7n aN0 N0 M aM\ M�M1 0 0 V * ** 4 4 ' M N '001�, in / G w O \O O N N o g oo M' v M"oi N ti.-. ^ O o a O V w E^ '-' A" O N ^ l`+oo G1 l'J C- V1 C cfi G M N N 4 -' G1 7 Opr Q 68 V1 vl l o I' .r •i.. z Z fQ w to M M M M M M M M o0 00 00 00 00 00 C 0 0 0 0 �, a; N ,.0 ,U 1p ,.O ,D 00 00 00 00 00 00 O 0 O 0 0 ../ «- : : : : O G1 00 00 �n �n d d M M N N -� .-. 69 0 ,A L ' C5 ,rc O § O § § § § § a N0O 6" e5"r00 O , n ON n 00 M te` 0 a . 00 0 in 0 0n 0n 0n 0n C o M '`1 •2 N• N N N N c� l� l� C O �n -' ,-; -. ., r' M M O a N '� r--' g i' V ' ci U' N N N o0 7 00 • � N In v1 00 0o M O� G1 G1 M � � Z, ¢ � N0," O O' O -8Q 9N Vl;) OG V :J to 7; 15?n 8 rsN &aro N N V M M M M V M M OC 00O C O d M oo � N 00M M M M - 00V ' ** 4 V .-CF, MN MN N 0 c, n O O N N O cn 1D\ M-oo N O OCOE" 8 7t O N ' 0O t` �tC 'G M N N 4 • • .2 Q 0 0 0 O 'A M M M M M M M M x0 00 000 0 000 0xo 0 0 C O O • • • • N L14 ^ � vi � CO O C C�:. O J o O O O o N r+/ I� E-�^O N 2 .i N N C1: GM': GM1 22 22* * C** 4'7 Z m M i 0\0 f(.2i = . • N O O N N O O o0 00 7- M m N N O O O O O O O G1 01 00 00 .V1 V1 ,d' M M N N ^-,--* Z w -. � Z _U 0 v, 4) v, o c o 0 0 0 an o o tOt E""` r./ . v m M , , M S 7 7 O V3>'" E° Q .3' c § § § o c o a § S o O V] N 0Co C? vi 0 v1 O O C O V1 r` 00 M .O 'A N 'Y � I N N N N N N N N N N N N N N N N N N N 0 , . L 4 p 1 . S' ,,,C - 5. ?":, P. . ,,C ., .; ;'' '.,C .;'• -a0 ,61 g,' ,i; g; ,i; ,9, ,, ,c,,) •,,'' ,9, ' m- ',:',-,- • :4.5 11, ,I '02 '0'8 ro :(c) -:2 :2 :2 tri z ;-,, ,,,r, ,, ,t, 6, ,. c,,, S S ,,m, N ... n' "8 '6' iia) ,44 g ...- .... ..z f,,A v., ,— 00 •-., , , . ,.., ,,, , Cr C, Ct " ,6 6.1 C.) ''ZS 888E88888888 z ct. . C .... C . C C C CC ,A vi‘ r•---= ¢[--¢z O.1 cis 1 . 0 'Ktii cli- Z ..' 8 8 0 8 8 8 8 0 8 8 8 8 8 0 8 8 8 8 8 8 C C C C C C C C C C C 6 C C C C C C C 4. ..., ,Li .. itC c. . ...t Z o4 0 C .... ti ta4 8888E888888888888888 N .o ,--;--, 'E-:;" 17, 6 6 C C C C C C C C C C 6 C C C C 6 6 6 0. e Ze II L.7 1',71,' g tt 1"c Z N, t 2 Z " o F.. T, 6 666666666666666666 6 C- 00 .q 0 '1 N , a z 1-. (.1 t• — 5-41 E 0 I •-1 zt , z i, 0 it % •:i' g - Z E. C ,' ', 1 P• Z c.4 0 tt 'Ei c:, 0 w '''' z .q % L-4 . ,,,•,,,f.cr:,t: -; -i 6 6-; -;-:-;-i-;6 6 6 6 (-4 Y3 9 Z -it 0 ..) (,-, t 7.,.:g g(7,^g-'g:i.f 7,r 7,r, q. -,4`,',' <, ‘2'.?: .s.27 ...., z pa .. ,. C C 8 C 8 C 8 C 8 C 8 C 8 C 8 C 8 C 8 8 0 _ 00 ., --, ---, . 2 e: 8 '.2. ";' 5; ;= C ' ,2 N 2.... `... •z , n . ,...s n " , " -1- , oo 4:4 P. .' C 64 Lt --i? ,... •, ot5 71-:-,f,,,r:,t: —;—;6 6.--• ,--;,--- —;—;—;6 6 6 6 c.i H H tir-.' A A A A °.:0"*0'8`.2 .2,r0 gt gt'0'0°"30`).St 8 8 3 8. F,' 0 '1,] ,, .'g g 7.'V.::8 ,g',7,'. .! 4 P,P '-'i 2.2 .e . ce b- L,7 — •<7', d. . i‘.' c:,- i.,-,- d. ,,,-. , ..- .- d' ,-. ...) —7 Z L. • aL,. .' . bb E 2 S2 6 , „.„ 2 A., I I ..,:i s O -.`..i d I.)" Q Q, el. Y 7 4Q ' ',..,..,. 17:or;?..n.:,. .r.,,,,,, ....,.,. 4. . ,-.2 . ..-, z..-. .,,,, ,i," �:r. x x x x x A �, U =tn N'a r'r', M x x .vw _ O ;• rO <�GGem; ^ � _ N— u „ � «�;. �. ti N N ff O likIn , I _ Z ,—" c3• iN 'Y N ( N .'2''''. C'''''-', C 1 i 'T`II 2 O -- n �C N x N x N t r\ re, M x JC ....e :�C x ^ 3(j�. ..J {C1 -Y M 7 . L::ti . x: ,C OC x .c x i z O r, In rn x x - ,-; '^1' -,- M G1 s°, ^rt ^ '. x' (N x: r•r•-': f -x 'M x N Crf� N Irx " '9 '. --- ^- x � f': M x I�^ O ai V .- M C N Mx '-1' xx N., ,:,, xY xx xx xx x x v O ~ `ti � .-, n I -, ^ ^ v wt -1 -, ^ ^, M M f4. .., Jt "tn n7 7x ; 7 r- f- fM N '- N q y O O ` 'ri 'ma n :4 " x f - x '4 :1%1 aj n� .% T_ i W -t �. O O ''. ,---= c� �c en C :. I�1 ,j .4 000 7 --• N x tel, 0' O ,c x_ x x ,2'-... „ fM .I., (.', t Zc ,qa xxxxx O c.) .� . ^,. V r Z ' r' Ir v x ►r Cd NN N Q O \'I ...." -^•_1r� � lr I tea- ice. 0 OV ,r'a In Ira N r- r` r. 1, h r fn en, fn 'n ^ In M f� x r� x x x x ,,�` en a t� t� x r x �c x x x x x v ,” O _ . ' a, M .v; �..: .'5' OC'7 7 7 r^• X N r O If a ` ,� ..i g, l,•(.. x .. N �:. t`� If'� Y. "f' M M N JG �' N M M O x `•_r- Irf,1 x frr x ; r.,n x W:51 x (x xx. 5 5 ,^ rt x x x x x x , J s.`= rt 7 J rr^t I/VI I!i .. .✓ ^ ^^ .^i .i u w ce O Ira 'r O O 't t� ff -- _n �C r y, N v N N M Ma , , In In Vf . ,, x x Z O O O O ^ 0 0 0 0 ^ ^ 0 cc ^ ^ O O Z C^b N N N N N N N N N N N N N N N N N N N N to i''' ,,,r'? O (/) O >Ili >, L rink a