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HomeMy WebLinkAboutRESOLUTIONS - 07251995 - 95-345 RESOLUTION NO. Dated: July 25 1995 RESOLUTION OF THE BOARD OF SUPERVISORS OF THE COUNTY OF CONTRA COSTA, STATE OF CALIFORNIA, AMENDING RESOLUTION NO. 95/292 CONCERNING TERMS OF BONDS OF THE MARTINEZ UNIFIED SCHOOL DISTRICT. WHEREAS, this Board of Supervisors adopted its Resolution No. 9 5_/2 on June 27, 1995, authorizing, among other things, the issuance and sale of bonds of the Martinez Unified School District (the "District"), and prescribing the terms thereof; and WHEREAS, the District has requested that this Board of Supervisors amend said Resolution No. 9 5/2 9 2 (as amended, the "Resolution") in order to permit the sale and issuance of said bonds of the District under different terms than those specified in the resolution as originally adopted; and WHEREAS, this Board of Supervisors now deems it necessary and desirable to permit the sale of bonds of the District pursuant to terms established or to be established by the Treasurer of the County based upon the recommendations of the financial advisor to the District and the concurrence of the Superintendent of the District; NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF SUPERVISORS OF CONTRA COSTA COUNTY THAT: Section 1. All of the above recitals are true and correct. Section 2. Board of Supervisors Resolution No. 9 5/2 9 2 is hereby amended as follows: (a) Section 3 is hereby amended by the addition of the following sentence: "The Series 1995 Bonds shall be issued as Current Interest Series 1995 Bonds and Capital Appreciation Series 1995 Bonds, as further described herein." (b) The second sentence of the first paragraph of Section 4 is hereby amended to read as follows: "The Series 1995 Bonds shall be dated as of their date of delivery, and shall accrete interest at a rate not to exceed twelve per cent (12%) per annum (the exact rate or rates to be determined upon sale of the Series 1995 Bonds) commencing on their date of delivery, from their respective denominational amounts to their respective maturity SF2-46658.1 values. The interest on the Series 1995 Bonds shall be compounded on February 1, 1996, and semiannually thereafter on February 1 and August 1 in each year (each an "interest accretion date" or alternatively, an "interest payment date"), assuming in any such semiannual period that such interest accretes in equal daily amounts on the basis of a 360-day year of twelve 30-day months, and shall be payable only upon maturity or prior redemption thereof." (c) The second sentence of the fourth paragraph of Section 4 is hereby deleted. (d) The fifth paragraph of Section 4 is hereby amended to read as follows: "Each Bond shall accrete interest from the interest payment date next preceding the date of authentication thereof unless it is authenticated as of a date during the period from the sixteenth day of the month next preceding any interest payment date to the interest payment date, inclusive, in which event it shall accrete interest from such interest payment date; or, unless it is authenticated on or before the fifteenth day of the month preceding the first interest payment date, in which event such Bond shall accrete interest from the date thereof; provided, however, that if, at the time of authentication of any Bond, interest is in default on outstanding Bonds of said series, such Bond shall accrete interest from the interest payment date to which interest has previously been paid or made available for payment on the outstanding Bonds." (e) The second paragraph of Section 5 is hereby amended to read as follows: "Bonds shall be redeemed at the following redemption prices (expressed as a percentage of the accreted value on the redemption date of the Bonds called for redemption):" (f) Section 13 is hereby amended to read as follows: "The form of proposed Official Notice of Sale inviting bids for the Series 1995 Bonds, in substantially the form on file with the Clerk of this Board of Supervisors, is hereby approved and adopted as the Official Notice of Sale inviting bids for the Series 1995 Bonds. The County Treasurer is hereby authorized to complete the Official Notice of Sale by inserting therein the maturity schedules and maturity values for the Series 1995 Bonds before the-distribution of the Official Notice of Sale. Proposals shall be received on behalf of the Clerk of this Board of Supervisors on July 26, 1995 (or on such other date as shall be determined by the County Treasurer, so long as such date is not later than August 10, 1995), at the hour and place designated in said Official Notice of Sale by the County Treasurer upon consultation with the Superintendent of the District and the financial advisor to the District, for the purchase of the Series 1995 Bonds for cash at the denominational amounts bid less the underwriter's discount which shall not be in excess of two and one-half percent (2.5%) of the aggregate denominational amount thereof. Kelling, Northcross &Nobriga, 1333 Broadway, Suite 1000, Oakland, financial advisor to the District, is hereby authorized and directed to cause to be mailed to prospective bidders for the Series 1995 Bonds copies of said Oficial Notice of Sale, t M-"6ss.1 2 subject to such corrections, revisions or additions hereafter deemed necessary by the Superintendent of the District and as may be acceptable to the County." (g) Section 14(b) is hereby amended to read as follows: "(b) The County Treasurer or his designee, as delegate of this Board of Supervisors, is hereby authorized to accept the best responsive bid for the Series 1995 Bonds, so long as such bid shall provide a true interest cost (as described in the Official Notice of Sale) to the District of not to exceed twelve percent (12%) per annum and the underwriters' discount shall not be in excess of two and one-half percent (2.5%) of the total denominational amount of the Bonds, or to reject all bids; and if such true interest cost and price are acceptable to the County Treasurer, the County Treasurer or his designee is hereby authorized and directed, on behalf of the District and the County, to award the sale of the Series 1995 Bonds to the maker of the best responsive bid, all as provided in the Official Notice of Sale." Section 3. For purposes of the Resolution and the documents referenced therein and herein, including the Bonds and the Official Notice of Sale, the following terms shall have the meanings ascribed to them in this section: "Accreted interest" is the interest accreted on a Bond at its stated reoffering yield as of a given date, calculated as provided in Section 4 of the Resolution. The "accreted value" of a Bond is the denominational amount plus the accreted interest on such Bond as of a given date (as specified for each interest accretion date according to a Table of Accreted Values to be completed by the County Treasurer upon sale of the Bonds). The "denominational amount" of each Bond is the initial principal amount at which such Bond is reoffered to the public. "Interest accretion date" shall have the same meaning as "interest payment date" and shall mean February 1 or August 1 in each year. The "maturity value" of a Bond is the accreted value upon the stated maturity`of such Bond. Section 4. The form of Series 1995 Bond, attached to the original resolution as Exhibit A, is amended in its entirety by the substitution of the form of Capital Appreciation Series 1995 Bond attached hereto as Exhibit A. Section 5. The form of Official Notice of Sale, on file with the Clerk of this Board of Supervisors, is hereby amended in its entirety by the substitution of the form of Official Notice of Sale of Capital Appreciation Series 1995 Bonds submitted to and on file with the Clerk of this Board of Supervisors, and dated this date. sF246659.1 3 Section 6. Except as otherwise provided herein, the resolution shall remain in full force and effect. Section 7. This resolution shall take effect from and after its adoption. PASSED AND ADOPTED this 25th day of July, 1995, by the following vote: AYES: Supervisors Rogers , Smith, DeSaulnier, Torlakson, Bishop NOES: None ABSENT: None Chair of the Board of Supervisors ATTEST: Phil Batchelor, Clerk of the Board of Supervisors and County Administrator (� Deputy CI& of the Boo of Supervisors and County Administrator SF2-46658.1 4 EXHIBIT A [FORM OF CAPITAL APPRECIATION BOND] UNITED STATES OF AMERICA STATE OF CALIFORNIA No. R- THE COUNTY OF CONTRA COSTA $ Principal Amount per $5,000 Payment at Maturity MARTINEZ UNIFIED SCHOOL DISTRICT GENERAL OBLIGATION BOND, ELECTION OF 1995 SERIFS 1995 Maturity Date Interest Rate Dated as of CUSIP NO. August 1, % August _, 1995 Registered Owner: CEDE & CO. Maturity Value: DOLLARS Martinez Unified School District of the County of Contra Costa, State of California (the "District") hereby acknowledges itself indebted to and promises to pay to the registered owner identified above or registered assigns, on the maturity date set forth above (subject to any right of prior redemption hereinafter provided), the Principal Sum specified above in lawful money of the United States of America, and to pay interest thereon in like lawful money at the above-specified rate of interest per annum, compounded on February 1, 1996, and semiannually thereafter on February 1 and August 1 in each year, payable only at maturity or prior redemption hereof. Payment of such principal and interest upon maturity or,: prior redemption shall be made to the registered owner hereof upon the surrender hereof at the office of the Paying Agent in Los Angeles, California. This bond is one of a duly authorized issue of bonds of like tenor(except for such variations, if any, as may be required to designate varying series, numbers, denominations, interest rates, maturities and redemption provisions), amounting in the aggregate to $ ,-and designated as "Martinez Unified School District General Obligation Bonds, Election of 1995, Series 1995" (the "Series 1995 Bonds"). The Series 1995 Bonds were authorized by a vote of more than two-thirds of the voters voting at an election duly and legally called, held and conducted in the District on June 6, 1995. The Series 1995 Bonds are issued and sold by the Board of Supervisors of Contra Costa County, State of California, pursuant to SF2-46658.1 A-1 41876-1-7MH-07/11/95 and in strict conformity with the provisions of the Constitution and laws of said State, and of a resolution (herein called the "Resolution") adopted by said Board of Supervisors on June 27, 1995, as amended. The bonds are issuable as fully registered bonds without coupons in the denomination of five thousand dollars ($5,000) Payment at Maturity or any integral multiple thereof, except that the first numbered bond may be issued in a denomination the principal and compounded interest amount of which at maturity shall not be in an integral multiple of five thousand dollars ($5,000), except that no bond shall have principal maturing on more than one date, and subject to the limitations and conditions and upon payment of the charges, if any, as provided in the Resolution, the bonds may be exchanged for a like aggregate principal amount of bonds of the same maturity of other authorized denominations. This bond is transferable by the registered owner hereof, in person or by attorney duly authorized in writing, at said office of the Paying Agent, but only in the manner, subject to the limitations and upon payment of the charges provided in the Resolution, and upon surrender and cancellation of this bond. Upon such transfer, a new bond or bonds of authorized denomination or denominations for the same aggregate principal amount will be issued to the transferee in exchange herefor. The District and the Paying Agent may treat the registered owner hereof as the absolute owner hereof for all purposes, and neither the District nor the Paying Agent shall be affected by any notice to the contrary. The bonds maturing on August 1, , are subject to redemption prior to their stated maturity date, in part by lot, from Sinking Account Payments (as defined and provided in the Resolution) on any August 1 on or after August 1, , at the principal amount thereof plus interest compounded or accrued thereon to the date fixed for redemption, without a redemption premium. Notice of any redemption identifying the bonds or portions thereof to be redeemed shall be given by the Paying Agent not less than thirty (30) nor more than sixty (60) days before the date fixed for redemption by first class mail to each of the registered owners of bonds designated for redemption at their addresses appearing on the bond registration books of the Paying Agent on the date the bonds to be redeemed are selected, and to all securities depositories and securities information services selected in accordance with the Resolution; provided, that receipt of such notice by such registered owners or such securities depositories or securities information services shall not be a condition precedent to such redemption. If this bond is called for redemption and payment is duly provided therefor as specified in the Resolution, interest shall cease to compound hereon from and after the date fixed for redemption. In reliance upon the representations, certifications and declarations of the District, the Board of Supervisors hereby certifies and declares that the total amount of indebtedness of the District, including the amount of this bond, is within the limit provided by law; that all acts, SF2-46658.1 A-2 41876-1-7MH-07/11/95 conditions and things required by law to be done or performed precedent to and in the issuance of this bond have been done and performed in strict conformity with the laws authorizing the issuance of this bond; that this bond is in substantially the form prescribed by order of the Board of Supervisors duly made and entered on its minutes and shall represent an obligation solely of the District payable out of the interest and sinking fund of the District; and the money for the redemption of this bond, and the payment of principal of and interest thereon, shall be raised by taxation upon the taxable property of the District. This bond shall not be entitled to any benefit under the Resolution, or become valid or obligatory for any purpose, until the certificate of authentication and registration hereon endorsed shall have been signed by the Paying Agent. Unless this certificate is presented by an authorized representative of The Depository Trust Company, a New York corporation ("DTC"), to Issuer or its agent for registration of transfer, exchange, or payment, and any certificate issued is registered in the name of Cede & Co. or in such other name as is requested by an authorized representative of DTC (and any payment is made to Cede & Co. or to such other entity as is requested by an authorized representative of DTC), ANY TRANSFER, PLEDGE, OR OTR USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL inasmuch as the registered owner hereof, Cede & Co., has an interest herein. [STATEMENT OF INSURANCE] SF2.46658.1 A-3 41876-1-JMH-07111195 • 1 IN WITNESS WHEREOF the Board of Supervisors of Contra Costa County has caused this bond to be signed by its Chair and by the Treasurer-Tax Collector of the County, to be countersigned by the Clerk of said Board or the deputy of the Clerk or the deputy of the Treasurer-Tax Collector, and the seal of said Board to be placed hereon, as of the date set forth above. Chair of the Board of Supervisors of Contra Costa County [SEAL) Treasurer-Tax Collector of Contra Costa County Countersigned: Clerk of the Board of Supervisors SF2-46658.1 A-4 41876-1-JM J-07111195 [FORM OF PAYING AGENT'S CERTIFICATE .OF AUTHENTICATION AND REGISTRATION] This is one of the Bonds described in the within-mentioned Resolution and authenticated and registered on , 1995. BANK OF AMERICA NATIONAL TRUST AND SAVINGS ASSOCIATION, Los Angeles, California, as Paying Agent/Registrar and Transfer Agent By Authorized Officer [FORM OF ASSIGNMENT] For value received the undersigned do(es) hereby sell, assign and transfer unto the within-mentioned registered bond and hereby irrevocably constitute(s) and appoint(s) attorney, to transfer the same on the books of the Paying Agent/Registrar and Transfer Agent with full power of substitution in the premises. Dated: Signature Guarantee: NOTE: The signature(s) on this Assignment must correspond with the name(s) as written on the face of the within registered bond in every particular, without alteration or enlargement or any change whatsoever. 5F2-46658.1 A-5 41876-1-7MH-07/11/95