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HomeMy WebLinkAboutMINUTES - 01221991 - 2.5 j TO: BOARD OF SUPERVISORS Contra �r1 r FROM: Phil Batchelor, County Administrator Cotta DATE: January 22, 19 91 C�,Sjq, __;.t '�4v`4 Count y SUBJECT: Approval of Resolution No. 91/ 63 - Sale of Certificates of Participation for 1991 County Buildings Acquisition Project SPECIFIC REQUEST(S)OR RECOMMENDATION(S)&BACKGROUND AND JUSTIFICATION RECOMMENDATIONS 1. Approve Resolution No. 91/ 63 , authorizing sale of Certificates of, Participation to finance 1991 County Buildings Acquisition Project. 2 . Authorize the County Administrator or designated staff to execute any documents required to authorize the sale of the Certificates of Participation. FINANCIAL IMPACT The sale of the 1991 Certificates of Participation has no financial impact for fiscal year 1990/91. For fiscal year 1991/92, the projected costs to the specific departments are less than the current amount budgeted for this fiscal year. Future debt service payments will be partially offset by private tenants such as Kaiser Permanente at the 50 Douglas Drive facility. ,,,Projected debt service cost is less than the cost to lease comparable space. BACKGROUND The approval of sale for the 1991 Certificates of Participation represents a culmination of previous actions approved by the Board of Supervisors and provides for long-term financing for building acquisitions and major remodeling projects. On January 15, 1991 , the Board approved the use of the ABAG Corporation CONTINUED ON ATTACHMENT: YES SIGNATURE: RECOMMENDATION OF COUNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE APPROVE OTHER SIGNATURE(S): ACTION OF BOARD ON anuary Z2 , 1991 APPROVED AS RECOMMENDED X OTHER VOTE OF SUPERVISORS x --- I HEREBY CERTIFY THAT THIS IS A TRUE UNANIMOUS(ABSENT ) AND CORRECT COPY OF AN ACTION TAKEN AYES: NOES: AND ENTERED ON THE MINUTES OF THE BOARD ABSENT: ABSTAIN: OF SUPERVISORS ON THE DATE SHOWN. CC: ATTESTED ?anuary 22 , 1991 PHIL BATCHELOR,CLERK OF THE BOARD OF SUPERVISORS AND COUNTY ADMINISTRATOR DEPUTY M382 (10/88) BY ' -2- Credit Pooling Program for a competitive bond sale to finance the purchase of buildings for County use. It is now requested that the Board of Supervisors approve the documents and authorize the ABAG Corporation to sell the Certificates of Participation to obtain long-term financing. Within the past year the Board has approved the following actions. On July 24, 1990 , the Board adopted Resolution Number 90/472 which provided for issuance of seven month short-term notes in the amount of $3 , 220 ,000 for the purchase of 10 Douglas Drive, Martinez. The building is occupied by divisions of the District Attorney and Health Services Departments. The seven month notes must be replaced with permanent financing before March 1 , 1991. OnFebruary 27 , 1990 the Board approved a lease with a purchase option to construct the 40 Douglas Drive facility. It is anticipated this facility will be completed by this summer. On September 18 , 1990, the Board approved a lease with a purchase option for 50 Douglas Drive. This building will be occupied by the District Attorney-Family Support Division on the first floor, Probation Department on the second floor, and private tenants Kaiser Permanente and a carryover lessee Roberts Engineering on the ,, third floor. The sale of the Certificates of Participation willl'iprovide the long-term financing to acquire both the 40 and 50Douglas Drive facilities. If the County were not to exercise the purchase option on both the 40 and 50 Douglas Drive buildings, the lease provisions for both facilities would prevail. These lease costs are substantially more than the debt service costs as shown below. In addition by acquiring the buildings, the County gains an ownership position; in facilities required for long-term County use. DEBT' SERVICE COSTS;LCOMPARISONS Social Service Department: 40 Douglas Drive P Debt Service Costs Lease Costs FY 91/92 $ 242,640 $ 780 ,000 FY 92/93 $ 625,343 $ 780,000 Probation Department: 50 Douglas Drive FY 91/92 $ 121,056 $ 432,000 FY 92/93 $ 285,907 $ 572,400 In addition upon the relocation of the District Attorney-Family Support from 40 Muir Road to 50 Douglas Drive, the Certificates will finance the remodeling of 40 Muir Road for use by the Social Service Departmental The department will obtain increased efficiencies by using 40 Muir Road in conjunction with its current facility at 30 Muir Road. The debt service costs for 40 Muir Road will be offset through cancellation of leases. The acquisition of ` the buildings listed above and remodeling of the County-owned building at 40 Muir Road is in accordance with Board policy to obtain ownership positions to facilities which will have long-term County occupancy and to make improvement investments in County-owned facilities. Orig: County Administrator cc: ABAG Auditor-Controller Treasurer-Tax Collector Redevelopment Agency (Jim Kennedy) District Attorney Health Services Probation Department Social Services General Services 13052-13 JHHW:BDQ:kla 12/26/90'6d�� 01/09/91 01/14/91 CONTRA COSTA COUNTY, CALIFORNIA RESOLUTION NO. 91/ 63 RESOLUTION APPROVING, AUTHORIZING AND DIRECTING EXECUTION OF A FACILITY LEASE., CERTAIN LEASE FINANCING DOCUMENTS,, APPROVING THE FORM AND AUTHORIZING DISTRIBUTION OF APRELIMINARY OFFICIAL STATEMENT, AN OFFICIAL NOTICE OF SALE AND AN OFFICIAL BID FORM IN CONNECTION WITH THE OFFERING AND SALE OF CERTIFICATES OF PARTICIPATION RELATING THERETO, AND AUTHO=ING AND - DIREC-T NG (CERTAIN ACTIONS WITH RESPECT THERETO RESOLVED, by the Board of Supervisors of Contra Costa County, California (the "County"): WHEREAS, the County, working together with the ABAG Finance Corporation (the "Corporation"), is proposing to proceed with a lease financing; WHEREAS, in connection therewith, the County proposes to finance the acquisition and/or renovation of buildings for use by the County for administrative purposes (the "Project"), as more particularly described in the hereinafter defined Lease Agreement and it is in the public interest and for the public benefit that the County authorize and direct execution of the hereinafter defined Lease Agreement and certain other financing documents in connection therewith; WHEREAS, the financial advisor to the County has been directed to prepare a preliminary official statement.containing information material to the offering and sale of the Certificates-ofParticipation described below (the "Preliminary Official Statement") and special.. legal counsel to the County has been directed to prepare a notice of sale (the "Official Notice of Sale") and a bid form (the "Official Bid Form") relating to the sale of the Certificates of Participation; and WHEREAS, the documents below specified have been filed with the County and the members of the Board of iSupervisors, with the aid of its staff, have reviewed said documents; Ir NOW, THEREFORE, it is hereby ORDERED and DETERMINED, as follows: Section i. The below-enumerated documents be and are hereby approved, and the Chairman of the Board: .of Supervisors, the County Administrator, any Assistant County Administrator, any Deputy County Administrator, the County Treasurer or the County Auditor- Controller is hereby authorized and directed to execute said documents, with such changes, insertions and omissions as may be approved by such official, and the Clerk of the Board of Supervisors or any Deputy Clerk of the Board of Supervisors is hereby authorized and directed to attest to such)official's signature: (a) a facility lease, by and between the Bank of the West (the "Bank") and the County, together with the tenant'!improvement work letter, option to purchase, memorandum of lease and assignment of leases relating thereto, pursuant to which the County agrees to lease the i premises located at 50 Douglas Drive, City of Martinez, from the Bank, the Bank agrees to make certain improvements thereto and which provides a purchase option to the County; (b) a site and facility lease, between the County, as lessor, and the Corporation, as lessee; (c) a lease agreement, relating to the Project, between the Corporation, as lessor, and the County, as lessee (the "Lease Agreement"), so long as the stated term of-the Lease Agreement does not exceed thirty (30) years; and (d) an agency agreement, by and between the Corporation and the County, pursuant to which the Corporation will appoint the County to act as its agent for the purposes of the acquisition, construction,;installation and equipping-of the Project; and_ (e) a trust agreement, by and among the Corporation, the County and Bank of America National Trust and Savings Association, San Francisco, California, as trustee, the selection of which trustee is hereby ;approved (the "Trust Agreement"), relating to the financing, and the execution and delivery of certificates of participation evidencing the direct, undivided fractional interests of the owners thereof in lease payments to be made by the County under the Lease Agreement (the "Certificates of Participation"). Section 2. The County's financial advisor, on behalf of the County and the Clerk of the Board of Supervisors, is authorized and directed to cause the Preliminary Official Statement, the Official Notice of Sale and the Official Bid Form to be distributed to such municipal.bond broker-dealers, to such banking institutions and to such other persons as may be interested in purchasing the Certificates of Participation therein offered for sale. Section 3. The Clerk of the Board of Supervisors is authorized and directed to execute the Official Notice of Sale on behalf of the County and to call for bids for the sale of the Certificates. The County Administrator or his designee, on behalf of the County, is hereby delegated the authority to accept the best responsible bid for the purchase of the Certificates Participation, determined in accordance with the Official Notice--of Sale. --T4e.-,County Administrator or his designee is hereby authorized and directed to accept such bid, for and in the name of the County, by notice to the successful bidder. In the event two or more bids setting forth identical interest rates and premium, if any, are received, the County Administrator or his designee, on behalf of the County, may exercise his own discretion and judgment in making the award and may award the Certificates of Participation on a pro rata basis in such denominations as he shall determine. The County Administrator or his designee, on behalf of the County, may, in hiss discretion, reject any and all bids and waive any irregularity or informality in any bid. The County Administrator or his designee, on behalf of the County, shall award the Certificates of Participation or reject all bids not later than 26 hours after the expiration of the time prescribed for the receipt of proposals unless such time of award is waived by the successful bidder. j Section 4. The Board of Supervisors hereby approves the Preliminary Official Statement describing the financing, in substantially the form on file with the Clerk of the Board of Supervisors, together" with any changes therein or additions thereto deemed advisable by the Chairman of the Board of Supervisors, the County Administrator, any Assistant County Administrator, any Deputy County Administrator, the County Treasurer or the County Auditor- Controller. The Board of Supervisors authorizes and directs the County Administrator or his designee, on behalf of the County, to deem "final" pursuant to Rule 15c2-12 under the Securities Exchange Act of 1934 (the "Rule") the Preliminary Official Statement prior to its distribution by the financial advisor. j. -2- ii Section 5. The Chairman of the Board of Supervisors,.the County Administrator, any Assistant County Administrator, any Deputy County Administrator, the County Treasurer or the County Auditor-Controller is authorized and directed to cause the Preliminary Official Statement to be brought into the form of a final official statement (the "Final Official Statement") and to execute said Final!Official Statement, dated as of the date of the sale of the Certificates of Participation, and a statement that the facts contained in the Final Official Statement, and any supplement or amendment thereto (which shall be deemed an original part thereof for the purpose of such statement) were, at the time of sale of the Certificates of Participation, true and correct in all material respects and that the Final Official.Statement did not, on the date of sale of the Certificates of Participation, and does not, as of the date of delivery of the Certificates of Participation, contain anyljuntrue statement of a material fact with respect-to the County or omit to state material facts with respect to the County required to be stated where necessary to ,m ke.as aY-made. TheChal statement e therein not misleading in the light of the circumstances under whichr_, _ rrnan`-of-the Board of Super`visd'rs the County Administrator, any Assistant County Administrator, any Deputy County Administrator, the County Treasurer or the County Auditor-Controller;shall take such further actions prior to the signing of the Final Official Statement as are deemed necessary or appropriate to verify the accuracy thereof. The execution of the final Official Statement, which shall include such.changes and additions thereto deemed advisable by the Chairman of the Board of Supervisors, the County Administrator, any Assistant County Administrator, any Deputy County Administrator, the County Treasurer or the County Auditor-Controller and such information permitted to be excluded from the Preliminary Official Statement pursuant to the Rule, shall be conclusive evidence of the approval"'of the final Official Statement by the County. Section 6. The Final Official Statement, when prepared, is approved for distribution in connection with the offering and sale of the Certificates of Participation. i Section 7. The Chairman of the Board of Supervisors, the County Administrator, any Assistant County Administrator, any Deputy County Administrator, the County Treasurer, the County Auditor-Controller, the Clerk of the Board of Supervisors, any Deputy Clerk of the Board of Supervisors and all other appropriate officials of the County are hereby authorized and directed to execute-such other agreements, .documents and certificates-as may be necessary to effect the purposes of this resolution and the financing herein authorized. Section 8. This Resolution shall take effect upon its adoption by this Board of Supervisors. -3- i I hereby certify that the foregoing Resolution was duly adopted by the Board of Supervisors of Contra Costa County, California, at a regularly.scheduled meeting thereof, held on the 22nd day of January, 1991, by the following vote of the Board: AYES: Supervisors Fanden, Schroder, McPeak, `1'oriskson, Fanden NOES: None ABSENT: None ATTEST: PHIL BATCHELOR County Administratjor and Clerk of the Board of Supervisors J . Ey Deputy ESOLUTI.ON NO, 91(63 -4-