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Home My WebLink AboutRESOLUTIONS - 01012001 - 2001-466 RESOLUTION OF THE BOARD OF SUPERVISORS OF +� 3 CONTRA COSTA COUNTY APPROVING A FINANCING TO BE UNDERTAKEN BY THE CALIFORNIA STATEWIDE COMMUNITIES DEVELOPMENT AUTHORITY TO BENEFIT SEVEN HILLS SCHOOL WHEREAS, Seven Hills School (the "School") has requested that California Statewide Communities Development Authority (the "Authority") participate in a financing for the purpose of financing the acquisition, construction, renovation and reconstruction of certain educational facilities (the "Facilities") located within the County of Contra Costa(the "County"); and WHEREAS, the Authority will issue its revenue bonds (the 'Bands"), in an aggregate principal amount not to exceed$7,000,000, in connection with the financing; and WHEREAS, the Authority and the School will enter into a loan agreement (the "Loan Agreement") under which the Authority will loan the proceeds of the Bonds to the School and the School will use such moneys for the purpose of financing the costs of acquisition, construction, renovation and reconstruction of educational facilities; and WHEREAS, pursuant to Section 147(f) of the Internal Revenue Code of 1986, as amended (the "Code"), the issuance of the Bonds must be approved by the County because the Facilities are located within the territorial limits of the County; and WHEREAS, the Board of Supervisors of the County (the `Board of Supervisors ") is the elected legislative body of the County and is the applicable elected representative required to approve the issuance of the Bonds under Section 147(f) of the Code; WHEREAS, the School and the Authority have requested that the County approve the issuance of the Bonds in order to satisfy the public approval requirements of the Code, and to satisfy the requirements of Section 147(f) of the Code and the requirements of Section 9 of the Amended and Restated Joint Exercise of Powers Agreement (the "Agreement"), dated as of June 1, 1988, among certain local agencies, including the County; and WHEREAS, pursuant to Section 147(f) of the Code, the Board of Supervisors has, following notice duly given, held a public hearing regarding the Financing and the execution and delivery of the Loan Agreement, and now desires to approve the Financing and the execution and delivery of the Loan Agreement; and WHEREAS, the Board of Supervisors understands that its actions in holding this Public Hearing and in approving this Resolution do not obligate the County in any manner for payment of the principal, interest, fees or any other costs associated with the issuance of these bonds, and said Board of Supervisors expressly conditions its approval of this Resolution on that understanding. NOW, THEREFORE, BE IT RESOLVED, by the Board of Supervisors of the County of Contra Costa, as follows: Section 1. The Board of Supervisors hereby approves the issuance of Bonds for purposes of Section 147(f) of the Code and Section 9 of the Agreement. 78540 024062/004965 SFNW01 RESnT,TTTTf1N mo- 9nni /L Ar. Section 2. The officers of the Board of Supervisors are hereby authorized and directed, jointly and severally, to do any and all things and execute and deliver any and all documents, certificates and other instruments which they may deem necessary or advisable in order to consummate the issuance, sale and delivery of the Bonds by the Authority, and to execute and deliver such certificates and other documents they may deem appropriate and otherwise to carry out, give effect to and comply with the terms and intent of this Resolution. Any actions heretofore taken by such officers are hereby ratified and approved. Section 3. The Board expressly conditions its approval of this Resolution on its understanding that the County of Contra Costa shall have no obligation whatsoever to pay any principal, interest, fees or any other costs associated with the Authority's issuance of these private activity bonds for the construction of improvements at Seven Hills School in Contra Costa County. Section 4. This Resolution shall take effect from and after its passage and approval. I, Gina Martin,Clerk of the Board of Supervisors of Contra Costa County,hereby certify that the foregoing Resolution was duly and regularly introduced and adopted at a regular meeting of the Board of Supervisors of Contra Costa County on the 9th day of October ,2001,by the following vote,to wit: .I AYES: BOARD MEMBERS: GIOIA, GERBER, DESAULNIER GLOVER and UILKEMA NOES: BOARD MEMBERS: None ABSENT: BOARD MEMBERS: None Gina Martin, Chief Clerk of the Board 7854A 024062/004965 SFNW01 RESOLUTION NO. 2001/466 CALIFORNIA STATEWIDE COMMUNITIES DEVEVLOPMENT AUTHORITY APPLICATION FOR CONDUIT FINANCING FOR 501(c)(3)NON-PROFIT The Seven Hills School A. DETAILED HISTORY OF APPLICANT: The Seven Hills School Principal Contact Joel King Business Manager The Seven Hills School 975 North San Carlos Drive Walnut Creek-, CA 94598 T: (925)933-0666 F. (925) 933-7271 Sponsoring Jurisdiction: County of Contra Costa 651 Pine Street,4'Floor,North Wing Martinez, CA 94553-0095 Tel: (925)335-1255 Fax: (925) 335-1265 Principal Contact: Laura Lockwood OwNE,Rswr STRucTM: The Seven Hills School ("Seven Hills?) is an independent school and a qualified 501(c)(3)organization. The Seven bills School, established in 1962, is a not-for-profit, independent, coeducational day school for children from preschool through eighth grade. The campus is located on 9.5 acres in suburban Walnut Creek. With it fully enrolled student body of 370 students,the school strives to be an economically and ethnically diverse community. Approximately 19.5% of the student body represents students of color and approximately 10%of the students receive tuition assistance. The school property, formerly the Seven Mills Ranch, was purchased in 1966 and is situated in an unincorporated area of Walnut Creek. The campus consists of II buildings; outdoor play areas including a tennis court, swimming pool, a lower field, climbing structures, and two outdoor eating areas; a ,gymnasium and technology center. The school attracts students from a wide area of central Contra Costa County. The school is embarking on a master plan, project which includes the renovation of several buildings, construction of certain new structures and rehabilitating the play areas and entrance ways. The Seven Dills School is filing an application for Conduit Financing from the California Statewide Communities Development Authority in,order to complete its tax-exempt financing for the project. The Seven Hills School provides many public benefits to the community it serves directly and indirectly. The School provides over 5% of tuition revenue as financial aid,totaling approximately$200,000 in the current school year. Seven Hills does not discriminate on the basis of'age, color, creed, disability, gender, marital status, national or ethnic origin, race, religion or sexual orientation. This policy applies to all areas of student concerns: admissions, educational policies, teacher hiring, financial aid, and other school-administered programs. Seven Hills's goals of excellence in general studies, appreciation of the arts, and fostering community spirit, are central to all that the School does. Seven Hills endeavors to make a love of learning paramount for its students: to evoke a commitment to a life of independent learning. Seven Hills students are each encouraged to set goals and to do their personal best, in conjunction with the high standards set by the school. Seven hills emphasizes supportive, teacher- guided, but self-directed learning. Students explore the world, learn to filter meaning from their observations, discuss and debate concepts with their peers, probe values and ethics, and then integrate all of these explorations into patterns of knowledge and personal meaning. Seven Hills is fully accredited by the California Association of Independent Schools("CAIS" . i Tuition versus comparable schools in the area School Year 2000/01 Schoul Location 'I'llition CAIS School East Bay Berkeley $11,200 Yes French/American Head Royce Oakland $15,500 Yes Redwood Day Oakland $11,480 Yes St Paul's Episcopal Oakland $12,025 Yes The Seven Hips Walnut Creek $10,705 Yes School Seven Hills's students come from economically, culturally and geographically diverse backgrounds. In a region known for its transience, the school is a strong community that serves as an anchor for current and alumni families. C. SOURCES AND USES OF FUNDS: Attached is a summary of the Sources and Uses of Funds for the financing. The Seven Hills School will be providing funds to reimburse certain costs of issuance expenditures above the allowable 2% limit for nonprofit corporations. D. FINANCING DESCRIPTION: The Seven Hills School will be issuing Fixed Rate Non- Rated Tax-Exempt Revenue Bonds. Final maturity is scheduled to be in the year 2031 with debt amortization creating level bond payments for the life of the financing (with several years of interest only payments initially) . The financing will provide a bond reserve account equal to one year's maximum debt service payment. The interest rate will be negotiated with the buyer(s) and debt service payments will be made on a semi- annual basis_ The structure will provide approximately $5.0 million of construction proceeds upon delivery of the bonds. E. SwuRrrY DESCRIPTION: The security for the bonds will be a pledge of Gross Revenues from operations of the School as well as the land and building (real estate) of the school campus. F. ]FINANCING TEAM: Attached is a distribution list of financing team members. Please let me know if there is anything else that I can provide to you for this application. Thank you for your assistance. SOURCES AND USES OF FUNDS The Seven Hills School 2001 Revcnuc Bonds-Sale to Franklin Sources; Bond Proceeds: Par Amount 5,575,000-00 Other Sourccs of Funds; Equity Contribution 38,500-00 5,613,500.00 Uses; Prcjcct Fund Deposits: Project Fund 5,000,000.00 Other Fund Deposits: Debt Service Reserve Fund 463,262.50 Delivety Date Expenses: Cost of Issuance 100,000-00 Underwriter's Discount 50,000.00 150.000-00 Other Uses of Funds: Project Fund 237.50 5,613,500-00 Aug 10,2001 3:51 pm Prepared by Stonc&Youngberg LLC (Finance 4.400 Seven13ills:SEVEN-2001_4) Pagel BOND DEBT SERVICE The Seven MIN School 2001 Revenue Bonds-Sale to Franklin Dated Date 08/01/2001 Delivery Date 09/0112001 Period Ending Principal Coupon Interest Debt Service 08101/2002 376,312,50 376,312.50 09/01/2003 376,312.50 376,312.50 09101/2004 376,312-50 376,312.50 08/01/2005 376,312.50 376,312.50 08/01/2006 85,000 6.750% 376,312.50 461,312,50 08/01/2007 90,000 6,750% 370,575.00 460,575.00 08101/2008 95,000 6-750% 364,500.00 459,500.00 08/01/2009 105,000 6.750% 359,087.50 463,097,50 09101/2010 110,000 6.750% 351,000,00 461,000.00 08101/2011 115,000 6,750% 343,575-00 458,575.00 08/01/2012 125,000 050010 335,812.50 460,812.50 08/0112013 135,000 6.750% 327,375.00 462,375,00 08/01/2014 145,000 6.750% 318,262.50 463,262.50 08/01/2015 150,000 6.750% 308,475.00 458,475.00 08101/2016 160,000 6.750% 293,350.00 459,350.00 09101/2017 175,000 6.750% 287,550.00 462,550.00 08101/2018 185,000 6750% 275,737.50 460,737.50 08/01/2019 195,000 6.750% 263,250,00 458,250.00 08/01/2020 210,000 6,750% 250,087.50 460.087.50 08101/2021 225,000 6.750'Yo 235,912.50 460,912.50 08/01/2022 240,000 6,750% 220,725.00 460,725.00 09/01/2023 255,000 6,750% 204,525.00 459,525,00 08/0112024 275,000 6.750% 187,312-50 462,312.50 09/01/2025 290,000 050% 168,750.00 459,750.00 08/01/2026 310.000 6.750% 149,175.00 459,175.00 08/01/2027 330,000 6.750% 128,250.00 458,250.00 08/01/2028 355,000 6.7500/6 105,975.00 460,975-00 09/01/2029 380,000 6.7504/a 82,012-50 462,012-50 08101/2030 405,000 6.7501/6 56,362.50 461,362.50 08/01/2031 430,000 6.750% 29,025.00 459,025.00 51575,000 7,902,225.00 13,477,225.00 Aug 10,2001 3:51 pm Prepared by Stone&Youngberg LLC - (Finance 4.40OSevenfElls:SEVEN-2001..4) Page 2 NET DEBT SERVICE The Scvca Hills School 2001 Revenue Bonds-Sale to Franklin Annual Period Total CSCDA Annual Trustee General Debt Service Net Ending Debt Service Expenses Services Fund Reserve Fund Debt Service 08/012002 376,312.50 27,795.76 348,516.74 08/01/2003 376,312.50 3,345.00 2,500 27,795.76 354,361.74 08/01/2004 376,312.50 3,345.00 2.500 27,795.76 354,361.74 08/01/2005 376,312.50 3,345.00 2,500 27,795.76 354,361.74 08/012006 461,312.50 3,345.00 2,500 27,795.76 439,361.74 08/01/2007 460,575.00 3,319.50 2,500 27,795.76 438,598.74 09/01/2008 459,500.00 3,267-00 21500 27,795.76 437,471.24 08/012009 463,087.50 3,211.50 2,500 27,795.76 441,003.24 08/01/2010 461,000.00 3,151.50 2,500 27,795.76 438,855.74 08/01/2011 458,575.00 3,087.00 2,500 27,795.76 436,366.24 08/012012 460,812.50 3,019.50 2,500 27,795.76 438,536.24 08/012013 462,375.00 2,947.50 2,500 27,795.76 440,026.74 08/012014 463,262.50 2,869.50 2,500 27,795.76 440,836.24 08/012015 458,475.00 2,785.50 2,500 27,795.76 435,964.74 09/0I/2016 458,350.00 2,697.00 2,500 27,795.76 435,75I.24 08/012017 462,550.00 2,604.00 2,500 27,795.76 439,858.24 08/01/2018 460,737.50 2,503.50 2,500 27,795.76 437,94524 08/01/2019 458,250.00 2,395.50 2,500 27,795.76 435,349.74 08/01/2020 460,087.50 2,281.50 2,500 27,795.76 437,073.24 08/01/2021 460,912.50 2,160.00 2,500 27,795.76 437,776.74 08/01/2022 460,725.00 2,029.50 2,500 27,795.76 437,458.74 08/01/2023 459,525.00 1,890.00 2,500 27,795.76 436,11924 08/01/2024 462,312.50 1,741.50 2,500 27,795.76 438,758.24 08/01/2025 458,750.00 1,582.50 2,500 27,795.76 435,036.74 08/012026 459,175.00 1,413.00 2,500 27,795.76 435,292.24 08/01/2027 458,250.00 1,233.00 2,500 27,795.76 434,187.24 08/01/2028 460,975.00 1,041.00 2,500 27,795.76 436,720.24 08/01/2029 462,012.50 835.50 2,500 27,795.76 437,552.24 08/01/2030 461,362.50 615.00 2,500 27,795.76 436,681.74 08/01/2031 459,025.00 37950 2,500 .32,647.88 491,058.26 3,494.12 08/012032 129.00 2,500 32,647.88 -30,018.88 13,477,225.00 68,569.50 75,000 0.00 1,297,135.30 12,323,659.20 Aug J 0,2001 3:51 pm Prepared by Stone&Youngberg LLC (Finance 4.400 ScvenHills.SEVEN-2001 4) Page 3 Stone & 'Youngberg LLC Established r931 Seven Hills School 2001 Reveuue Bonds Distribution List SEVEN HII.LS SCHOOL TEFRA Joel King,Director of Finance and Operation Seven Hills School Laura Lockwood 975 N. San Carlos Drive County of Contra Costa Walnut Creek,CA 94598 651 Pine Street,4th Floor,North Wing (925)933-0666 Martinez,CA 94553-0095 (925)933-6271 (Fant) (925)335-1093 (925)974-4999 x 4982(Voice Mail) (925)646-1228 Fax jking@,sevenhdIs pvt.kl2.ca.us hock atcal.co.contra-costa.ca.us APPRAISER Robert Gallo,Board Member Merrill Lynch Jess Smyers 1331 N.California Blvd., Suite 700 Smyers Appraisal P.O.Box 8043 1870 Olympic, Suite 105 Walnut Creek,CA 94596 Walnut Creek,Ca 94596 (925)945-4823 (925)947-1140 (800)234-3858 (925)947-4906 Fax (925)935-3643 Fax ibsmyers@smyersappraisal.com rgallo@pl Tent.mt.com ISSUER SCHOOL COUNSEL Mike LaPierre,Project Manager [To Come] California,Statewide Communities .Development Authority PLACEMENT AGENT 1470 Maria Lane, Suite 400 Walnut Creek,CA 94596-5339 Dirk ten Grotenhuis (925)933-9229 x12 Stone& Youngberg LLC (925)933-8457 FAX 50 California Street,35th Floor mlapferre@cacommunitier.com San Franoisco,CA 94111 (415)445-2331 ISSUER'S COUNSEL (415)445-2395 FAX [To Come] diong@syllc.com BOND COUNSEL TRUSTEE Sean Tierney [To Come] Hawkins,Delafield& Wood TRUS'T'EE COUNSEL One Embarcadero Center, Suite 1040 San Francisco,CA 94111 [To Came] (415)486-4201 (415)397-1513 Fax stiamey@)idw.com 4718I3 9/8101 50 California Street - San Francisco, California 94111 - 41SJ445-2300