Chelsey Couch, Executive Director
The Commonwealth of Kentucky
The Commonwealth of Kentucky
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To select a financial institution to provide trustee, paying agent, and escrow trustee services to the Commonwealth of Kentucky State Property and Buildings Commission (the “Commission”) for its State Property and Buildings Commission Revenue Bonds, Project No. 132, referred to as the “Project 132 Bonds” or the “Bonds”. The Bonds are expected to be issued in an aggregate principal amount not to exceed $900 million.
The Series A Bonds are expected to be issued as fixed rate tax-exempt revenue refunding bonds to 1) provide permanent financing for approximately $600 million of General Fund supported capital projects authorized by the General Assembly of the Commonwealth of Kentucky in H.B. 1 (2010 Special Session), H.B. 265 (2012 Session), H.B. 235 (2014 Session), H.B. 303 (2016 Session), H.B. 200 (2018 Session), H.B. 268 (2019 Session), H.B. 352 (2020 Session), H.B. 192 (2021 Session), H.B. 1 (2022 Session), H.B. 1 (2022 Session), H.B. 6 (2024 Session) H.B. 264 (2024 Session) and any additional public projects for which an appropriation is made in the 2025 Session; and, 2) pay costs of issuance. The Series A Bonds are expected to have a stated final maturity of no later than April 1, 2045.
The Series B Bonds are expected to be issued as fixed rate taxable revenue refunding bonds to 1) refund certain outstanding Revenue Bonds, Project No. 108 Series A and Revenue and Refunding Bonds Project No. 110 for approximately $130 million in order to achieve debt service savings; and, 2) pay costs of issuance. The Series B Bonds are expected to have a stated final maturity no later than April 1, 2036.
The Project 132 Bonds are special and limited obligations of the Commission and are secured by revenues to be derived from General Fund appropriations. The Bondholders have no security interest in any properties constituting the project or any amounts derived there from.
The Commission may replace the Trustee, Paying Agent and Escrow Trustee if the Commission, in its sole discretion, feels the bank is not satisfactorily meeting its service requirements. The replacement may be undertaken in the manner set forth in Article IX of the SPBC 132 Bond Resolution.
The bank engaged as Trustee and Paying Agent for the Bonds will be working with: the Commission; OFM; BofA Securities, Inc., as senior managing underwriter; Kutak Rock LLP, as bond counsel; and, Dinsmore & Shohl LLP, as underwriter’s counsel. The selected bank will be required to provide services that shall include, but not be limited to, the requirements listed below:
1. As Trustee and Paying Agent, the Commission will require the bank to act as the agent for the safekeeping, completion, authentication, and payment of the Bonds.
2. The Commission will provide collected funds for deposit into the appropriate accounts as required by the indenture and make periodic payments as necessary.
3. Pay on behalf of the Commission, the principal and interest due to the respective bondholders on the payment dates.
4. Provide online access to account information as well as monthly statements to the Commission on a timely basis.
5. Invest available funds held by the bank as instructed by OFM.
6. Comply with all requirements of Article IX of the SPBC 132 Bond Resolution.
7. Arbitrage rebate calculations are not included in this request for bid.
8. Serve as escrow trustee for the refunding components of the SPBC 132 financing. Refunding candidates have call dates extending through August 1, 2025.
Please see Exhibit B: Summary of Prior Bonds for further information.
9. Serve as escrow trustee at no additional charge in the event that the SPBC 132 Bonds are refunded in the future.
10. The Trustee engaged will be expected to adhere to Resolution 2023-04 adopted by the Commission on February 8, 2023, setting forth a policy to send and accept electronic records and signatures for bond transactions.
