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HomeMy WebLinkAboutRESOLUTIONS - 01011993 - 1993-343 RESOLUTIONNO. 93/343 A RESOLUTION OF THE BOARD OF DIRECTORS OF THE COUNTY'OF CONTRA COSTA PUBLIC FINANCING AUTHORITY AUTHORIZING PURCHASE OF COUNTY REFUNDING BONDS AND ISSUANCE OF AUTHORITY REVENUE BONDS The Board of Directors of the County of Contra Costa Public Financing Authority resolves; Section I. Recitals. The Board of Supervisors of the County of Contra Costa has heretofore levied reassessments and authorized the issuance of refunding bonds (the "Refunding Bonds") in the following four reassessment districts: Reassessment District No. 1993-1, East Bates Avenue Reassessment District No. 1993-2, Hidden Pond Road Reassessment District No. 1993-3 San Ramon Valley Blvd. at Crow Canyon Rd. Reassessment District No. 1993-4, Rancho Paraiso The Board of'Supervisors has further ordered the sale of the Refunding Bonds ;to this Authority,pursuant to a trust agreement (the "Trust Agreement") among the County of Contra Costa, this Authority and Bank of America National Trust and Savings Association, as Trustee (the "Trustee"). ection 2. Approval of Trust Agreement. The form of Trust Agreement attached hereto as Exhibit A is hereby approved in substance. Any Authorized Officer of the Authority ( .e., the Chair, Executive Director, Assistant Executive Director, Deputy Executive Director, or Treasurer), upon the recommendation of Bond Counsel, is authorized to approve changes and completions in the Trust Agreement before closing of the transaction for the sale of 1993 Authority Revenue Bonds as herein provided, and to execute` the Trust Agreement on behalf of the Authority. Section 3. Purchase of Refunding Bonds. The Board of Directors hereby orders'the purchase by the Authority of the Refunding Bands and the assignment of the Refunding Bonds to the Trustee in accordance with the provisions of the Trust Agreement. In consideration of the purchase :of the Refunding Bonds, the Authority will issue the 1993 Authority Revenue Bonds as herein provided and will disburse the proceeds thereof as provided in the Trust Agreement. Section 4. Issuance of Revenue Bonds. The Board of Directors hereby authorizes the issuance of its 1993 Authority Revenue Bonds in the amount of $11,.589,371.00. The Revenue Bonds shall be in the form specified in the Trust Agreement and shall be issued by the Authority and authenticated, delivered and subsequently administered by the Trustee.. Payment of principal of, and interest-on, the Revenue Bonds shall be made from payments to be made to the Trustee of principal and interest for the Refunding Bonds, all as set forth in the Trust Agreement. The Refunding Bonds are hereby pledged as security for the payment of the Revenue Bonds and shall be held in safekeeping and in trust by the Trustee until the Revenue Bonds are paid in full. Section 5. Sale of Revenue Bonds. The Treasurer of the Authority or other Authorized Officer is hereby authorized to sell the 1993 Authority Revenue Bonds in accordance with the Notice of Sale attached hereto as Exhibit A and by reference incorporated herein. The Treasurer of the Authority is hereby authorized to receive proposalsfor the purchase of the 1993 Authority' Revenue Bonds, to approve the maturity schedule and interest rates thereof and to execute a purchase contract with a bond underwriter on behalf of the Authority. PASSED, APPROVED AND ADOPTED this 15th day of June, 1993 by the following votes Ate: Suprervisors Powers, Smith, Bishop, McPeak and Torlakson NOES: None ABSENT: None ABSTAIN: None J By: Chair, County of Contra Costa Public Financing Authority ATTEST: Phil Batchelor,"Authority Secretary By: 2 RESOLUTION NO. 93/343 $11,589,371 COUNTY OF CONTRA COSTA PURUC FINANCING AUTHORITY` 1993 REVENUE BONDS PURCHASE CONTRACT .Tune , 1993' Chair,Gouty of Contra Costa tblic Financing Authority County of Contra Costa ministration Building 14artiz,California 9533 Dear Members of the Authority; Miller & Schroeder Financia1, Inc. and Henderson Capital Partners, Inc. (the "Underwriiters"acting not as fiduciary or agent for you,but on behalf of themselves, offer to enter into T'ctrchase Contract with the County of Contra Costa Public Finan Authority(the",Author " which upon acceptance l be binding upon the Authority I, upon the uderwr ters..This offer is made subject to the Authb#Ws acceprtance,by the execution of this Purchase Contract and its delivery to the Underwriters at or before 11.59 p.m, local time, on the date set forth herein above, and, if not so accepted,will be subject to withdrawal by the Underwriters upon notice delivered to the Authority at any time prior to the acceptance hereof by the Authority. 1. Eudm Wgand of the Banc (a) Subject to the terms and conditions and in reliance un the representation,warranties and agreements herein set forth, the Underwriters hereby agree to urchase from the Authority, and the Authority hereby agrees, to sell to the U er�ritwi all (but not less than all of the County of Contra to Public Finanncing Anth ' , 1993 revenue Bonds (the s"), in an aggregate find al uuount not to excel 589,371, dated as of July 1, 1'993, bearlag interest fpm said date'(payable on March 2 and September 2 in each year commencing on March 19") at the rates p r aa�uuutt and on the dates in the amounts set forth inchtbit A hereto. The purclsc; pricor e Bons shall be 98121$% ($ ?,b61.25) c>,f the principal amount hereof plus accrued interest,it any,on the Bonds from the date thereof through the Closing Date (hereinafter deflaed). 'Che Bonds shall be substantiall in the form described herein, shall. be issued and secured under the provisioUS of and be payable and sub ect to redemption as provided in, a Resolution adopted by the Authority on June 15, 193, (as amended from time to time, the "Resoolution% and the Pre +modal Statement relating to the Bonds. EXSTA 1 By its aomptance of this proposal, the Authority approves the OfficialPrelimin�� cal Statement and a ;1 official statement rela to the Bondsds (thee "Official mens"), which consists of the Preliminary' Official Statement with such ch es as ma be necessary to conform the same to the prmt�ns hereof'. The Authorityhere sutbo�the Underwriters to use and distribute in connection with the offer and sale of the Bonds: the Preliuriaar� Official Statement, the Clfficial. Statement, the Resolution, the Trust Agreement, this Purchase Contract and all information contained berein, and ,all other documents, certificates and statements hushed by the .Authority to the Underwriters in connection with the trsinsactitons contemplated by this Purchase (c) Except as the Authority and the Underwriters may otherwise , the Author* wilt deliver to the Underwriters,,, at the offices of the trustee, Balt*of America National Trustand Savings Associatioq San Francisco,California(the "Trustee$), or at such cher location as may be =�-entry ' Underwriters, the documents hereinafter mentioned. The Bonds, in form (all Bonds being book-entry and IIP numbers)will be delivered to the Depositor y Trust Compaq, New York, Now York (the 7I , dui executed by the Authority in the nnun�r provided for in the Resolution, at 9:00 arn. �ocal time, on July 1, 1993 (the, Closing Date*), and the Underwriters will adept such deliveryand pay the pu!chase price of the Bonds as set forth M p b (a) of this section by afiederal funds wire payable in immedia available huklstsl(�u. delivery and payment be herein referred to as the "Closing").;The Bands shall be in registered � and shall be registered In the name of cede & Co., as Boautic er nohninee for D►'I'C.'' 2. cmdwmi ie Undonk The obliggea ons of the Underwriters to adept de very of and pay for the Bonds on the CIos' Date shall be subject, at the option of the Underwriters, to the accuracy in all mates7respects of the statements of the officers and other offiidals of the Authority, as well as of the other Individuals referred to herein, made in any certificates or touter documents furnished rsua t. to the provision hereof, to thePe rformance by the Authority of its obligations'to �e performed hereunder at or prior to t o Closing Date; and to the folk�ng additional con+rhtons: (a) At the C lwbg Date,the Resolution and, the Trust Agreement among the Authority, the County of Contra Costa and the Trustee (the'wrtust eement"), an any other applicable agreements shall be in full force and effect, and d" not have been amended, mooed or su emented,exMit as may have been agreed to in writing by the Underwriters,and there siall have been umn in connection thereuntb,with the issuance of the Bonds and with the contemplated thereby and by this Purchase Coon all such actions s, In the opinion of Studs, Ness, Br�nsetl & Assaf; a professional corporation("Bond Counsel"),shall be necessary and appropriate; At the Closing Date, the Official Statement shall be in form and substance sads(f story to the Undemvriters, (c) At the Closing Date,takes and assessments shall riot be delinquent on grope ;y within Reassessment District 1993`1, Pau Bates Avenue; Reassessment Im3istrc r e 2 Bidder* 1*cond Road; Reaw4 amens District 19933, San Ramon Valley Blvd, at Crow 0knyon Road; Reassessment District 1993-4, Rancho Paraiso; except as disclosed in the cial Statement; 2 (d) Between the date hereof and the Clung Date, the market price or tnar stability of the Bonds at the yields or initial offe prow set'forth°in Exhibit A) shall not bane been mate ` adversely affected, in the lgment of the Underwriters and the Authority's Bond Course (evidenced by a written notice to the Authority terminating the `on of the Underwriters to accept delivery of and pay for the Bon&),by reason of theet��on or enactment of any legislation or regulation of any governmental agency,the pendenq of any litigation,war or other national calamity. (e) At or prior to the Closing Date, the Underwritersshall have received two counterpart originals or certified copW of the following dooments, in each case satisfactory m form and substance to the Underwriters; (i) The Official Statement, executed on behalf of the Authority by Its Treasurer•, (ii) A transcript of all proceedings taken'by the Authority relating to the authorization,Issuance,sale and delivery of the Bonds; (iii) Aned opini by b�ptcy, insolvency and otherlaws a ff�g the enforcement of creditors rights in general and the ap lieation of egctitable principles if equitable reanedles�am sought; (5} the l esolt tion creates a vatcci pieclge of revenuers and security inter4ist m the proceeds of the Bonds and the interest thereon and the more in an�and accounts established pt ramt to the Trutt Agreement, Mucu the investments'thereof, so ct in all e� to the provisions of the Trust Agreement rnnitting the cation thereof for the pure and on the terms and=ons set fo tb�r .and(b)based upo�t a information provided to such counsel » the course of their Pattidpation in the prepa tion. of the Official Statement slid {e ept as 01:),11, ed Mi having undertaken to determine indndeuti the aca a ><racy or completeness f the statements contained in the Official Statement, such counsel have no reason to believe that the Official Statement (except for the financial and statistical data included therein and options wlc titthereto, as to,which no view need be messed) as of the date of the 09=Statement omitted,or as of the Closing bate omits, to state any material(act required to be stated therem or necessary to make the statements therein, in light of the rcumstanees under which they were made,not misleading; (v An inion, dated the Clo Date, and addressed to the Underwriters, of bloc " t+o the tlttaa> ty, to the eft that (1) to his best knoarleclge'no action,w �proceeding,inquiry car�est4 on,at law or i)<t gqmty,befo�rc of anywrt, re tory aaenel',puh►lic board of bcxly, Ca- - or threatened m s y way a�c ng the existe ; of the Authority;or titles of its officers to their respective office,or seeking to restrain or to enjoin the issuancee, sate or delive of the Bonds, the: application of the proceeds thereof in accordance ori the Trust A reem nt, or in any way contesting or affecting the validity or enforceability of the Bonds, the Trust Agreement, the Resolution, this wine a Contract, or any other applicable agreement& or .a1w aeon of the Authority coptemplated by any of said comments, or in any way contestiTo the c*pletentss or accuracy of tate: Offcial Statement or the powers of .Authority or its authorlty with respect to the Bonds, the 'Frust Agrc eatnent, the Resoludoo. this Paurrchase Contract, or sny other hcable agreement,or any action on the part of the Authority contemplated any of said doctmt or which challenges the exemption Of interest pal on the Bonds fromforna paetal inoomte ttion or the of interest on the Bands from giros income for.federal income lairnor to his Icnowla�dgeis theare any basis therefor; (2) the; Aut��ul�y orad and vaali yexistira�g as a mun%dpal tion of the State of California udder the constitution and laws theicof don Ie alt right, power and authority to issue the Bonds and torfac�rm all of its oblige under this Purdtase Contract„ the Bonds, thet t Agreement, and all other applicable cements; rind 3) the Authority has duly and validly a opted he Resohat�on,a itis in force and effect; (vi) Such additional legal opinions, certificates (including a non arbitrage certificate),fns nts and other documents as the Underwriters may roa-sa�anaebly rerclaw to evidence the truth and accuracy, as of the date hereof and as of the #ming Date., of the statements and ainf+�rmatinn contained In the OfficIal Statement and the due perforatnance or sats&cdon by the Authority at or pricer to the cls.sing of W1 agreements then to be performed and aall conditions then to be 'sa"ed by the Authority ..in 4 connection with the trabsactions contemplated hereby and by the Resolution and the Official Statement. Alt the opinions. letters, eertificates, instruments and other documents mentioned in this section or elsewhere in this Purchase CDWaetshall be deemed to be:,in compliance with the terms hereof if, and only it they are in and substance sail&dory to the Underwriters. If aq of the C"tions to the obligations of the Underwriters contai 7. `�. �t is uuderstt�od that the Hnde�nr�it�p to offer the Bonds for,sa a to t e �►ttb-h* �vv�vvhich may include 1+Ccted d l�r�� as set in the C3fitcW 'Statement Con�rssians feat the public oBerino price ma be allowed to selected dealem It is understood that the Witiat ubPiz �ppnce s�concessions set forth in the til ai Statement may icy after t�c Plli c offs ritnS. It is fiurther understood that the Rom mt ty be&aea to the public at other than the par value thereof. 7be Authority hereby confirus the authority and use by the underwriters of the -i Statement. 8 -11m 'Bate sb l be of the essence of this Agmement. 9. CMW= M* Agmment may be executed in any number of cou�tterparts. 10. . Ibis Purchase Contract sball become affective and binding upon the 'es hereto upon the execution of the acc ept ae hereof by the Autbority and shiM be valid eufor+v�e as of the time of such acceptance. Very truly Yom M I ER& SCH iOEDER.FINANCLA1.1,INC IRV Emay E. aper Vine idem' HENDERSON CAPITAL PARTNERS,INC, By en ren env Pre aident AC CBPTEU - COUNTY OF CONTRA COSTA MBUC FINANCING AUTHORt Y ErA' P1tn M&Aro 1994 "r371: 11 495 996 515, 1998 SOi 19992000 680AW bilU 2001 ? #' 2002 415,811 2003 455s,000 2004 490,000 2885 5Q5, OO 2006 566.000 2007 345,OW 2888 370,000 2009 415,8118 201 1 9 2813 ,E6?2012 4SkMO' 2013 500,000 2014 545000 2815 60 :000 2816 660,000