OAR 170-062-0000: Procedure for Submission, Review and Approval of an Advance Refunding Plan or Forward Current Refunding Plan

(1) Plan Contents and Filing. Every public body (as defined in ORS 287A.001(14) must submit its plans for an advance refunding or forward current refunding (the “Refunding Plan”) and receive approval by the Office of the State Treasurer (“OST”), as provided in this rule and ORS 287A.370. The Refunding Plan request should include the name, phone number, U.S. mailing and e-mail address for the public body and for the public body’s bond counsel, Municipal Advisor (“MA”), and underwriter. The Refunding Plan contains the following components: (a) A description of the bonds to be refunded, including: date and premium, if any, when each is first callable; par amount originally issued, current amount outstanding, proposed amount and maturities to be refunded; and the dated date; (b) Authorizing Ordinance/Resolution; (c) Contract between the public body and its MA; (d) Municipal Debt Advisory Committee (“MDAC”) Forms 1, 2 and 3, as applicable; (e) Final official statement or agreement with a financial institution, as applicable; (f) Issuer’s Arbitrage/Tax Certificate, if applicable; (g) Escrow verification report, if applicable; (h) Letter from MA to the public body as described in section (2) of this rule; (i) Bond counsel legal opinion; and (j) Any additional materials that may be required by OST in support of the advance refunding or forward current refunding request. (2) Municipal Advisor required. (a) A public body must employ an independent registered MA whose function is to advocate for the public body and advise them on the refinancing transaction that is the subject of the Refunding Plan. The MA must be registered with the Securities and Exchange Commission as required under 17 CFR § 240.15Ba1-2. The MA may not also serve as the underwriter in the same negotiated bond sale as required in Rule G-23 of the Municipal Securities Rulemaking Board. (b) Prior to closing, the public body and the OST must receive from the MA a letter stating that the MA: (A) Is currently registered with the SEC as an MA and meets the requirements in subsection 2(a) of this rule; (B) Has reviewed the assumptions included in the Refunding Plan; and (C) Has provided a recommendation on the desirability or undesirability of completing the Refunding Plan and the reasons therefor. Forward current Refunding Plans must also include a description of the suitability of the public body for conducting a forward current refunding. (3) OST Approval Procedure. (a) A Refunding Plan containing items in subsections 1(a) – 1(j) of this rule must be received by OST not less than five business days prior to the bond closing to allow for review and approval. The OST will complete its review within five business days after receipt of all required items. A Refunding Plan will be approved if the required documents under subsection (1) of this rule are included; and (b) Near final draft items in subsections 1(a) – 1(j) above may be submitted in lieu of finalized documents with the understanding that finalized documents will be provided within five business days following the bond closing. (4) Administrative Expenses. To reimburse OST for the services, duties and activities of OST in connection with reviewing the Refunding Plan, fees and expenses will be charged to public bodies as identified in OAR 170-061-0015. (5) Ongoing Evaluation. OST evaluates long term trends in Oregon debt issuance. Adverse trends associated with local government refundings may result in a review and revision of the factors used by OST to evaluate refundings with the goal of diminishing potential undesirable impacts upon the higher priority "new money" bond issues. (6) Waiver of Certain Provisions. OST may waive certain provisions of this rule to accommodate unusual circumstances. (7) Submission. Refunding Plans should be submitted to OST as provided in OAR 170-055-0001(4). (8) Through its review and approval of a Refunding Plan, OST is not acting as a fiduciary or municipal advisor to a public body, is not providing advice with respect to the structure, timing, terms or other similar matters concerning the Refunding Plan and expects the public body to rely on the advice of its MA with respect to such matters. [Publications: Publications referenced are available from the Agency.]