HomeMy WebLinkAboutMINUTES - 12091997 - C72 TO: BOARD OF SUPERVISORS
FROM: Dennis M. Barry, AICP
Community Development Director
DATE: December 9, 1997
SUBJECT: Issuance of 1998 Special Tax Refunding Bonds
SPECIFIC REQUEST(S) OR RECOMMENDATIONS(S) & BACKGROUND AND JUSTIFICATION
RECOMMENDATIONS
ADOPT Resolutions (1) AUTHORIZING the issuance of 1998 Special Tax Refunding Bonds
on behalf of Contra Costa County Community Facilities District 1991-1 (Pleasant Hill BART
Station Area); and (2) AUTHORIZING the execution of a Supplemental Agreement between
the County and the Fiscal Agent for the Contra Costa County Community Facilities District
1992-1 (also Pleasant Hill BART Station Area).
FISCAL IMPACT
No General Fund revenues are involved. The seven property owners unanimously agreed
to a Special Tax in 1991 and 1992. The Special Tax is the security for the bonds.
BACKGROUND/REASONS FOR RECOMMENDATIONS
A. CFD 1991-1
In 1991 the County went through proceedings creating a Mello-Roos Community
CONTINUED ON ATTACHMENT: XX YES SIGNATURE: ���
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RECOMMENDATION OF COUNTY ADMINISTRATOR R OMMENDA ION OF BOA D
COMMITTEE APPROVE OTHER
SIGNATURE(S):
ACTION OF BOARD ON /9 - p'? -/?!Z7 APPROVED AS RECOMMENDED OTHER
VOTE OF SUPERVISORS
I HEREBY CERTIFY THAT THIS IS A
•! UNANIMOUS (ABSENT ) TRUE AND CORRECT COPY OF AN
AYES: NOES: ACTION TAKEN AND ENTERED ON THE
ABSENT: , ABSTAIN: MINUTES OF THE BOARD OF
SUPERVISORS ON THE DATE SHOWN.
Source: Jim Kennedy
335-1255
cc: Community Development ATTESTED 4 I T I7
Redevelopment Agency PHIL BATCHELOR, CLERK O
County Administrator THE BOARD OF SUPERVISORS
County Counsel AND COUNTY ADMINISTRATOR
Auditor Controller
BY , DEPUTY
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Facilities District (CFD 1991-1). The District is comprised of five commercial
property owners in the Pleasant Hill BART Station Area (see attached map). The
property owners voted to pay a Special Tax to fund area infrastructure and facilities.
Bonds secured by the Mello-Roos Special Tax in the amount of $4,555,000 were
issued in 1991. The 1991 Bonds carry a net interest rate of 8.071%. Because
interest rates have fallen, the opportunity exists to refund (refinance) the Bonds.
The interest rate savings would lower the annual Special Tax required to be paid
by the property owners. The current estimate of net present value savings is in
excess of 7%. The industry standard is that refundings are appropriate if the net
present value of savings is in the range of 3%-5% or more. If approved by the
Board, bonds would be sold during mid-December, financial conditions permitting.
B. CFD 1992-1
Three property owners agreed to participate in a subsequent Mello-Roos
proceeding in 1992. This CFD 1992-1 issued a small amount of bonds
(approximately$172,000) for area facilities. The 1992-1 bonds were purchased at
a negotiated rate by the reserve fund for the 1991-1 bonds. With the refunding of
the 1991-1 bonds, the negotiated rate on the 1992-1 bonds may be lowered as well.
This is accomplished by a Supplemental Agreement with the Fiscal Agent - First
Trust California.
C. County Debt Advisory Committee Review
Pursuant to State Law, the County, in 1994, adopted Financing Policies for Mello-
Roos Community Facilities Districts. Among other things, the Financing Policies
provides that a County Debt Advisory Committee review proposed transactions,
including refundings. The Debt Advisory Committee consists of the County Auditor,
the County Treasurer, the Deputy County Administrator - Capital Projects, and the
Deputy Director - Redevelopment. The Committee has reviewed the proposed
refunding and has found that it complies with the County's adopted Financing
Policies. It is recommended that the refunding be pursued.
PARTICIPANTS IN 1991-1 & 1992-1 Mello Roos
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Quint&Thitnmig LLP 11/18/97
RESOLUTION NO. 97/665
A RESOLUTION AUTHORIZING THE ISSUANCE OF 1998 SPECIAL TAX REFUNDING
BONDS OF THE COUNTY OF CONTRA COSTA FOR AND ON BEHALF OF THE COUNTY
OF CONTRA COSTA COMMUNITY FACILITIES DISTRICT NO. 1991-1 (PLEASANT HILL
BART STATION AREA),APPROVING AND DIRECTING THE EXECUTION OF A FISCAL
AGENT AGREEMENT AND AN ESCROW AGREEMENT,APPROVING SALE OF SUCH
BONDS,AND APPROVING OTHER RELATED DOCUMENTS AND ACTIONS
RESOLVED, by the Board of Supervisors of the County of Contra Costa (the "County")
that:
WHEREAS, the Board of Supervisors has conducted proceedings under and pursuant to
the Mello-Roos Community Facilities Act of 1982, as amended (the "Act"), to form the County
of Contra Costa Community Facilities District No. 1991-1 (Pleasant Hill BART Station Area)
(the "District"), to authorize the levy of special taxes upon the land within the District, and to
issue bonds secured by said special taxes to finance certain facilities; and
WHEREAS, the Board of Supervisors, as legislative body of the District, authorized the
issuance of bonds of the County for the District in the original principal amount of $4,555,000
designated County of Contra Costa Community Facilities District No. 1991-1 (Pleasant Hill
BART Station Area) Special Tax Bonds (the "Prior Bonds"), the Prior Bonds having been issued
pursuant to the Act and Resolution No. 91/369 of the Board of Supervisors; and
WHEREAS, the Board of Supervisors has determined that due to favorable interest
rates, it is in the best interests of the County and the District that the Prior Bonds be refunded;
and
WHEREAS, there has been submitted, to the Board of Supervisors a fiscal agent
agreement (the "Fiscal Agent Agreement") providing for the issuance of special tax refunding
bonds (the 'Bonds") of the County for the District, and the Board of Supervisors, with the aid
of County staff, has reviewed the Fiscal Agent Agreement and found it to be in proper order,
and now desires to approve the Fiscal Agent Agreement and the issuance of the Bonds; and
WHEREAS, there has been presented to the Board of Supervisors an escrow agreement
(the "Escrow Agreement"), providing for the creation of a refunding fund which will be used to
refund and redeem the Prior Bonds and the Board of Supervisors now desires to approve such
agreement in connection with the refunding of the Prior Bonds; and
WHEREAS, the County proposes to sell the Bonds to Samuel A. Ramirez & Co., Inc.
and E. Wagner & Associates, Inc. (collectively, the "Underwriters") pursuant to the terms of a
Bond Purchase Agreement (the 'Bond Purchase Agreement") by and between the County and
the Underwriters, and the Underwriters propose to offer the Bonds to the investing public by
means a preliminary official statement (the 'Preliminary Official Statement"); and
WHEREAS, it appears that each of said documents and instruments which are now
before this meeting is in appropriate form and is an appropriate document or instrument to be
executed and delivered for the purpose intended; and
WHEREAS, all conditions, things and acts required to exist, to have happened and to
have been performed precedent to and in the issuance of the Bonds and the refunding of the
Prior Bonds as contemplated by this Resolution and the documents referred to herein exist,
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have happened and have been performed in due time, form and manner as required by the laws
of the State of California, including the Act.
NOW, THEREFORE, IT IS HEREBY ORDERED as follows:
Section 1. Pursuant to the Act, this Resolution and the Fiscal Agent Agreement, special
tax refunding bonds of the County for the District designated as "County of Contra Costa
Community Facilities District No. 1991-1 (Pleasant Hill BART Station Area) 1998 Special Tax
Refunding Bonds" in an aggregate principal amount not to exceed $6,000,0000, are hereby
authorized to be issued. The Bonds shall be executed in the form set forth in and otherwise as
provided in the Fiscal Agent Agreement.
In furtherance of the issuance of the Bonds, the Board of Supervisors hereby makes the
following findings and determinations: (a) it is prudent in the management of the fiscal affairs
of the County, the Board of Supervisors and the District to issue the Bonds for the purpose of
refunding the Prior Bonds, (ii) the total net interest cost to maturity on the Bonds plus the
principal amount of the Bonds will not exceed the total net interest cost to maturity on the Prior
Bonds plus the principal amount of the Prior Bonds, and (iii) the Bonds are in compliance with
the County's Goals and Policies for Community Facilities Districts.
The Board of Supervisors hereby approves the Fiscal Agent Agreement in the form
presented to the Board of Supervisors at this meeting. The County Administrator, the Director
of Growth Management and Economic Development, the Director of Community Development
and the Deputy Director-Redevelopment (collectively, the "Authorized Officers"), are each
hereby authorized and directed to execute the Fiscal Agent Agreement, for and in the name and
on behalf of the County and the District, in such form together with any additions thereto or
changes therein deemed necessary or advisable by the Authorized Officer executing such
document upon consultation with Bond Counsel. The proceeds of the Bonds shall be applied by
the County for the purposes and in the amounts as set forth in the Fiscal Agent Agreement. The
Board of Supervisors hereby authorizes the delivery and performance by the County of the
Fiscal Agent Agreement.
For purposes of Section 53363.2 of the Act, (i) it is expected that the purchase of the
Bonds will occur on or after December 17, 1997, (ii) the date, denomination, maturity dates,
places of payment and form of the Bonds shall be as set forth in the Fiscal Agent Agreement,
(iii) the minimum rate of interest to be paid on the Bonds shall be three percent (3%) with the
actual rate or rates to be set forth in the Fiscal Agent Agreement as executed, (iv) the place of
payment for the Prior Bonds shall be as set forth in the fiscal agent agreement for the Prior
Bonds; and (v) the designated costs of issuing the Bonds shall be as described in Section
53363.8(a) of the Act, and as otherwise described in the Fiscal Agent Agreement, in the Official
Statement for the Bonds and the closing certificates for the Bonds, including Bond Counsel fees
and expenses, Underwriters' discount, printing costs for the Official Statement, escrow
verification costs, initial fiscal agent fees, and costs of County staff and others incurred in
connection with the sale and issuance of the Bonds and the refunding of the Prior Bonds.
Section 2. The Board of Supervisors hereby approves the refunding of the Prior Bonds
with the proceeds of the Bonds, in accordance with the provisions of the documents pursuant
to which such Prior Bonds were sold and delivered and the Escrow Agreement, between the
County and the fiscal agent for the Prior Bonds. The Board of Supervisors hereby approves the
Escrow Agreement in the form presented to the Board of Supervisors at this meeting. The Board
of Supervisors hereby authorizes each of the Authorized Officers, acting alone, to execute and
deliver the Escrow Agreement for and in the name and on behalf of the County, in such form,
together with any changes therein or additions thereto deemed advisable by the Authorized
Officer executing such document upon consultation with Bond Counsel. The Board of
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Supervisors hereby authorizes the delivery and performance by the County of the Escrow
Agreement.
Section 3. The Bond Purchase Contract between the County and the Underwriters, in
the form presented to this meeting, is hereby approved. The Authorized Officers, are hereby
authorized, for and in the name and on behalf of the County, to accept the offer of the
Underwriters to purchase the Bonds contained in the Bond Purchase Contract and to execute
and deliver the Bond,Purchase Contract in said form, with such additions thereto or changes
therein as are recommended or approved by the Authorized Officer executing such document
upon consultation with Bond Counsel (provided that no additions or changes shall authorize an
aggregate principal amount of Bonds in excess of $6,000,000, or result in an underwriter's
discount in excess of 3%, or in an initial true interest cost on the Bonds in excess of 7% per
annum or cause the Bonds not to satisfy the requirements of the second or fourth paragraphs of
Section 1 above), the approval of such additions or changes to be conclusively evidenced by the
execution and delivery by the County of the Bond Purchase Contract.
The Board of Supervisors hereby finds and determines that the sale of the Bonds at
negotiated sale as contemplated by the purchase contract will result in a lower overall cost.
Section 4. The Preliminary Official Statement, in the form presented to this meeting, is
hereby approved. The Authorized Officers are hereby authorized, for and in the name and on
behalf of the County, to execute and deliver a final Official Statement (the "Official Statement")
in said form, with such additions thereto or changes therein as are recommended or approved
by the Authorized Officer executing such document upon consultation with Bond Counsel, the
approval of such additions or changes to be conclusively evidenced by the execution and
delivery by the County of said Official Statement. The Underwriters are hereby authorized to
distribute copies of said Preliminary Official Statement to persons who may be interested in the
purchase of the Bonds and are directed to deliver copies of the Official Statement to all actual
purchasers of the Bonds.
The Authorized Officers are hereby authorized to execute a certificate or certificates to
the effect that the Official Statement and the Preliminary Official Statement were deemed
"final" as of their respective dates for purposes of Rule 15c2-12 of the Securities Exchange Act
of 1934, and each Authorized Officer is authorized to so deem such statements final.
Section 5. The proposed continuing disclosure agreement (the "Disclosure Agreement")
between the County and the Dissemination Agent named therein, in the form presented to this
Board of Supervisors at this meeting, is hereby approved. The Authorized Officers are hereby
authorized to execute and deliver the Disclosure Agreement in substantially said form, with
such additions thereto or changes therein as are approved by the Authorized Officer executing
such document upon consultation with Bond Counsel, the approval of such additions or
changes to be conclusively evidenced by the execution and delivery of the Disclosure Agreement
by the County.
Section 6. The County hereby covenants, for the benefit of the Bondowners, to
commence and diligently pursue to completion any foreclosure action regarding delinquent
installments of any amount levied as a special tax for the payment of interest or principal of the
Bonds, said foreclosure action to be commenced and pursued as more completely set forth in
the Fiscal Agent Agreement.
Section 7. The Bonds, when executed, shall be delivered to the Fiscal Agent for
authentication. The Fiscal Agent is hereby requested and directed to authenticate the Bonds by
executing the Fiscal Agent's certificate of authentication and registration appearing thereon, and
to deliver the Bonds,when duly executed and authenticated, to the Underwriters in accordance
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with written instructions executed on behalf of the County by one or more of the Authorized
Officers, which instructions such officers are each hereby authorized, for and in the name and
on behalf of the County, to execute and deliver to the Fiscal Agent. Such instructions shall
provide for the delivery of the Bonds to the Underwriters or their designee in accordance with
the purchase contract, upon payment of the purchase price therefor.
Section 8. The law firm of Quint& Thimmig LLP is hereby designated as Bond Counsel
to the County for the Bonds. The Authorized Officers are hereby authorized to execute an
agreement with said firm for its services in connection with the Bonds, provided that the
compensation payable to said firm is payable solely from the proceeds, and wholly contingent
upon the issuance, of the Bonds.
Section 9. All actions heretofore taken by the officers and agents of the County with
respect to the establishment of the District and the sale and issuance of the Bonds and the
refunding of the Prior Bonds are hereby approved, confirmed and ratified, and the proper
officers of the County are hereby authorized and directed to do any and all things and take any
and all actions and execute any and all certificates, agreements and other documents, which
they, or any of them, may deem necessary or advisable in order to consummate the lawful
issuance and delivery of the Bonds and the refunding of the Prior Bonds in accordance with this
resolution, and any certificate, agreement, and other document described in the documents
herein approved. Any document herein approved and executed and delivered by any one of
the Authorized Officers shall be a valid and binding agreement of the County.
Section 10. This resolution shall take effect from and after its adoption.
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 9th day of December, 1997,by the following vote of the Board:
AYES: Supervisors Rogers, Uilkema, Gerber, DeSaulnier
NOES: None
ABSENT: Supervisor Canciamilla
ATTEST: December 9, 1997
Phil Batchelor,Clerk of the Board of
Supervisors and County Administrator
By:
Deputy
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Quint&Thinunig LLP 11/18/97
RESOLUTION NO. 97/666
A RESOLUTION AUTHORIZING A SUPPLEMENTAL AGREEMENT REGARDING THE
COUNTY OF CONTRA COSTA COMMUNITY FACILITIES DISTRICT NO. 1992-1
(PLEASANT HILL BART STATION AREA) SPECIAL TAX BONDS,AND APPROVING
RELATED ACTIONS
RESOLVED, by the Board of Supervisors of the County of Contra Costa (the "County")
that:
WHEREAS, the County, for and on behalf of the County of Contra Costa Community
Facilities District No. 1992-1 (Pleasant Hill BART Station Area) (the "District") has issued
bonds of the County for the District in the original principal amount of$171,425.28 designated
County of Contra Costa Community Facilities District No. 1992-1 (Pleasant Hill BART Station
Area) Special Tax Bonds (the "Bonds"), the Bonds having been issued pursuant to a Fiscal
Agent Agreement, dated as of May 1, 1992 (the "Fiscal Agent Agreement"),by and between the
County, for and on behalf of the District, and First Trust of California, National Association, as
successor to Bank of America National Trust and Savings Association, as fiscal agent (the
"1991 Fiscal Agent"), and
WHEREAS, the Bonds were purchased by the County as an investment for a portion of
the funds held in a reserve fund established under a Fiscal Agent Agreement,dated as of June 1,
1991, relating to the County's County of Contra Costa Community Facilities District No. 1991-1
(Pleasant Hill BART Station Area) Special Tax Bonds (the "1991 Bonds") and the County has
determined to refund the 1991 Bonds in full with the proceeds of its County of Contra Costa
Community Facilities District No. 1991-1 (Pleasant Hill BART Station Area) 1998 Special Tax
Refunding Bonds (the "1998 Bonds"), which 1998 Bonds will be issued pursuant to a Fiscal
Agent Agreement, dated as of January 1, 1998 (the "1998 Fiscal Agent Agreement") by and
between the County and First Trust of California, National Association, as fiscal agent (the
"1998 Fiscal Agent"); and
WHEREAS, in recognition of the lower interest rates available in the current financial
markets, and in conjunction with the refunding of the 1991 Bonds and the issuance of the 1998
Bonds, the Board of Supervisors desires to enter into a Supplemental Agreement (the
"Supplemental Agreement") amending the terms of the Bonds and the Fiscal Agent Agreement to
reduce the interest rate on the Bonds and alter the principal amortization thereof, and to direct
the 1998 Fiscal Agent to invest a portion of the reserve fund established under the 1998 Fiscal
Agent Agreement for the 1998 Bonds in the Bonds, as amended, all contingent upon and
concurrently with the issuance of the 1998 Bonds and the refunding of the 1991 Bonds; and
WHEREAS, there has been presented to the Board of Supervisors a form of the
Supplemental Agreement, and the Board of Supervisors now desires to approve its execution
and delivery in order to amend the terms of the Bonds as described above.
NOW, THEREFORE, IT IS HEREBY ORDERED as follows:
Section 1. The Board of Supervisors hereby approves the amendment of the Bonds and
the Fiscal Agent Agreement pursuant to the terms of the Supplemental Agreement. The
Supplemental Agreement, in the form presented to this meeting, is hereby approved. The
County Administrator, the County Treasurer, the Director of Growth Management and
Economic Development, the Director of Community Development and the Deputy Director -
Redevelopment (collectively, the "Authorized Officers"), are each hereby authorized to execute
J3377
and deliver the Supplemental Agreement in said form, with such additions thereto or changes
therein as are approved by the Authorized Officer executing such document upon consultation
with Bond Counsel, the approval of such additions or changes to be conclusively evidenced by
the execution and delivery of the Supplemental Agreement by the County.
In furtherance of the amendment of the Bonds pursuant to the Supplemental Agreement,
the Board of Supervisors hereby makes the following findings and determinations: (a) it is
prudent in the management of the fiscal affairs of the County, the Board of Supervisors and the
District to amend the Bonds as set forth in the Supplement Agreement, and (b) the total net
interest cost to maturity on the Bonds, as amended, plus the principal amount of the Bonds, as
amended, will not exceed the total net interest cost to maturity on the Bonds prior to their
amendment,plus the principal amount of the Bonds prior to their amendment.
Section 2. The purchase of the Bonds by the 1998 Fiscal Agent with moneys deposited
to the reserve fund for the 1998 Bonds under the 1998 Fiscal Agent Agreement is hereby
authorized and approved.
Section 3. All actions heretofore taken by the officers and agents of the County with
respect to the establishment of the District, the sale, issuance and amendment of the Bonds,
and the execution, delivery and performance of the Fiscal Agent Agreement and the
Supplemental Agreement are hereby approved, confirmed and ratified, and the proper officers
of the County are hereby authorized and directed to do any and all things and take any and all
actions and execute any and all certificates, agreements and other documents, which they, or
any of them, may deem necessary or advisable in order to consummate the execution, delivery
and performance of the Supplemental Agreement in accordance with this resolution, and any
certificate, agreement, and other document described in the Fiscal Agent Agreement or the
Supplemental Agreement. Any document herein approved and executed and delivered by any
one of the Authorized Officers shall be a valid and binding agreement of the County.
Section 4. This resolution shall take effect from and after its adoption.
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 9th day of December, 1997,by the following vote of the Board:
AYES: Supervisors Rogers, Uilkema, Gerber, DeSaulnier
NOES: None
ABSENT: Supervisor Canciamilla
ATTEST: December 9, 1997
Phil Batchelor, Clerk of the Board of
Supervisors and County Administrator
By:
Deputy
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