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HomeMy WebLinkAboutMINUTES - 06251985 - 1.88 0988G JHHW:TEC 06/04/85 :TEC:mdc 06/24/85 RESOLUTION NO. 85/367 RESOLUTION OF THE BOARD OF SUPERVISORS OF CONTRA COSTA COUNTY PROVIDING FOR THE BORROWING OF FUNDS FOR FISCAL YEAR 1985-1986 AND THE ISSUANCE AND SALE OF 1985 TAX AND REVENUE ANTICIPATION NOTES THEREFOR WHEREAS, pursuant to Sections 53850 et seg. of the Government Code of the State of California (the "Law"), school districts organized and existing under the laws of the State of California are authorized to borrow money by the issuance of temporary notes, the proceeds of which may be used and expended for any purpose for which the school district is authorized to spend moneys; and WHEREAS, pursuant to said Sections of the Government Code, such notes . shall be issued in the name and on behalf of such school districts by the Board of Supervisors of the County, the County 'Superintendent of which has jurisdiction over such school district, as soon as possible following receipt of a resolution of the governing board of such school district requesting such borrowing; and WHEREAS, the Board of Education of the Pittsburg Unified School District (the "District") has heretofore adopted its Resolution of June 12, 1985, finding and determining that it is desirable that the District borrow funds in an aggregate principal amount of $2,500,000 with respect to the fiscal year. 1985-1986 for authorized purposes of the District, and requesting that the Board of Supervisors (the "Board") of Contra Costa County for that purpose authorize the issuance of and offer for sale tax and revenue anticipation notes in the name and on behalf of the District in the aggregate principal amount of $2,500,000, under and pursuant to the provisions of the Law; and WHEREAS, the Board approves said request of the Board of Education of the District; NOW, THEREFORE, the Board of Supervisors of Contra Costa County hereby finds, determines, declares and resolves as follows: Section 1 . Recitals True and Correct. All of the recitals herein set forth are true and correct and the Board so finds and determines. RESOLUTION 140. 85/367 Section 2. Issuance and Terms of Notes. Solely for the purpose of providing moneys to the District with respect to fiscal year 1985-1986 for any purpose for which the District is authorized to spend moneys, the County hereby determines to and shall borrow the aggregate principal amount of Two Million Five Hundred Thousand Dollars ($2,500,000) in the name and on behalf of the District by the issuance of temporary notes under Sections 53850 et seg. of the Government Code of the State of California, designated "Pittsburg Unified School District 1985 Tax and Revenue Anticipation Notes" (the "Notes"). The Notes shall be numbered from 1 consecutively upward in order of issuance, shall be dated the date specified in the Contract of Purchase (the "Contract of Purchase") by and between the County acting on behalf of the District, Kelling & Co, Inc. and the co-underwriter specified in the Contract of . Purchase (collectively, the "Underwriters"), shall mature on the date specified in the Contract of Purchase, which maturity date shall be not more than one year from the date of the Notes, and shall bear interest, payable at maturity and computed on a 365-day year basis, at the rate set forth in . the Contract of Purchase. Both the principal of and interest on the Notes shall be payable, only upon surrender thereof, in lawful money of the United States of America, at the principal corporate trust office of the Paying Agent specified in the Official Statement. Section 3. Form of Notes. The Notes shall be issued without coupons and shall be substantially in the form and substance set forth in Exhibit A attached hereto and by reference incorporated herein, the blanks in said form to be filled in with appropriate words and figures. Section 4. Use of Proceeds. The moneys so borrowed shall be deposited in the Treasury of Contra Costa County to the credit of the District, to be withdrawn and used and expended by the District for any purpose for which it is authorized to expend moneys, including, but not limited to, current expenses, capital expenditures, and the discharge of any obligation or indebtedness of the District. Section 5. Security. The principal amount of the Notes, together with the interest thereon, shall be payable from taxes, revenue and other moneys which are received by the District for' fiscal year 1985-1986 and which are lawfully available in said fiscal year for the payment of the Notes and the interest thereon; except, however, for moneys which, when received by the District, will be encumbered for any special purpose. As security for the payment of the principal of and interest on the Notes the District hereby pledges (a) "unrestricted moneys", as hereinafter defined, to be received in December, 1985, in an amount equal to $1 ,250,000, (b) unrestricted moneys to be received in April , 1986, in an amount equal to $1 ,250,000, and (c) unrestricted moneys to be received in May, 1986, in an amount equal to the amount needed to pay interest on the Notes (such pledged amounts being hereinafter called the "Pledged Revenues"). The principal of the Notes and the interest thereon shall constitute a first lien and charge thereon and shall be payable from the Pledged Revenues. To the extent not so paid from the Pledged Revenues, the Notes shall be paid from any other moneys of the 2 f District lawfully available therefor. In the event that there are insufficient unrestricted moneys received by the District to permit the deposit into the Repayment Fund, as hereinafter defined, of the full amount of _ the Pledged Revenues to be deposited in any month by the last business day of such month, then the amount..of any deficiency shall be satisfied and made up from any other moneys of the District lawfully, available for the repayment of the Notes and interest thereon. The term "unrestricted moneys" shall mean taxes, income, revenue, cash receipts, and other moneys intended as receipts of the District for fiscal year 1985-1986 and which are generally available for the payment of current expenses and other obligations of the District. Section 6. ming Agent. The Paying Agent designated in the Official Statement shall act as paying agent of the District for the purpose of paying to the Noteholders upon presentation thereof, at the principal corporate trust office or offices of the Paying Agent designated in the Official Statement, both the principal of and interest on the Notes at maturity and. to perform such other duties and powers of the Paying Agent as are prescribed in 'this Resolution. Said Paying Agent shall be compensated for said services in accordance with the terms of said Paying Agent's written proposal to the District. Section 7. Repayment Fund. The Pledged Revenues shall be held on behalf of the District by the County in a special fund designated "Pittsburg Unified School District 1985 Tax and Revenue Anticipation Note Repayment Fund" (the "Repayment Fund") and applied as directed in this Resolution. Any money placed in the Repayment Fund shall be for the benefit of the Notes, and until the Notes and all interest thereon are paid or until provision has been made for the payment of the Notes at maturity with interest to maturity, the moneys in the Repayment Fund shall be applied solely for the purposes for which the Repayment Fund is created. From the date this Resolution takes effect, all Pledged Revenues shall , during the months in which received, be deposited in the Repayment Fund. On or before the first day preceding the maturity date of the Notes, the moneys in the Repayment Fund shall be transferred by the County to the Paying Agent and used, to the extent necessary, to pay the principal of and interest on the Notes. Any moneys remaining in the Repayment Fund after the Notes and the interest thereon have been paid, or provision for such payment has been made, shall , at the request of the District, be transferred to the District. Section 8. Deposit and Investment of Fund. All moneys held on behalf of the District by the County in the Repayment Fund, if not invested, shall be held in time or demand deposits of public funds and shall be secured at all times by bonds or other obligations which are authorized by law 'as security for public deposits, of a market value at least equal to the amount required by law. Moneys in the Repayment Fund, to the greatest extent possible, shall ' be invested in investment securities by the appropriate officer of the County, as 3 e permitted by the laws of the State of California as now in effect and as hereafter amended, modified or supplemented from time to time, and the proceeds of any such investments shall be deposited in the Repayment Fund and shall be part of the Pledged Revenues. Section 9. Execution of Notes. The Notes shall be executed in the name and on behalf of the District, with the manual signature of the Treasurer/Tax Collector of the County or one or more of his duly authorized deputies and the facsimile counter-signature of the Clerk of the Board of Supervisors with the seal of the Board impressed thereon. Section 10. Covenants and Warranties. The Board is duly authorized to issue the Notes in the name and on behalf of the District and incur indebtedness in the manner and upon the terms provided in this Resolution. The County and its appropriate officials have duly taken all proceedings necessary to be taken by them, and will take any additional proceedings necessary to be taken by them, for the prompt collection and enforcement of the taxes, revenue, cash receipts and other moneys pledged hereunder in accordance with law and for carrying out the provisions of this Resolution. Section 11 . Arbitrage Covenant. This Board, as governing body of Contra Costa County, the issuer of the Notes, hereby covenants that the Board will not make any use of the proceeds of the Notes which, if such use had been made of such proceeds on the date of issuance of the Notes, would have caused the Notes to be "arbitrage bonds" under Section 103(c) of the Internal Revenue Code of 1954, as amended; and, to that end, so long as any of the Notes are outstanding, the Board, with respect to its custody of the proceeds of the Notes, and all County officers having custody or control of such proceeds, shall comply with all requirements of said section and of the regulations of the United States Department of the Treasury thereunder, to the extent that such regulations are, at the time, applicable and in effect, so that the Notes will not be "arbitrage bonds." Section 12. Sale of Notes. The Notes are hereby authorized to be sold to the Underwriters pursuant to and in accordance with the Contract of Purchase, to be dated as of the date of execution thereof by the County acting on behalf of the District, by and between the County and the Underwriters in substantially the form on file with the Clerk of the Board and the Clerk of the District. Said form of Contract of Purchase is hereby approved, and the County Treasurer/Tax Collector is hereby authorized and directed to execute the Contract of Purchase for and in the name and on behalf of the County, upon presentation by the Underwriters to the Board of a rate of interest acceptable to the County Treasurer/Tax Collector, with the approval of any authorized officers of the District, but said interest rate not to exceed eight percent M) per annum. Section 13.` Official Statement. The Board hereby approves the portions of the preliminary official statement relating to the Notes which refer to the County, in substantially the form submitted by the Underwriters and on file with the Clerk of the Board and the Clerk of the District, together with any 4 • changes therein or additions thereto deemed advisable by the County Treasurer/Tax Collector or any authorized officers of the District. Distribution , by the Underwriters of said preliminary official statement to prospective purchasers of the Notes is hereby approved, ratified and confirmed. The County Treasurer/Tax Collector or any authorized officers of the District are hereby authorized and directed to approve any changes in or additions to a final form of said official statement deemed advisable by the County Treasurer/Tax Collector or any authorized officers of the District. Section 14. Agreement for Bond Counsel Services; Costs of Issuance. The Board hereby approves that certain agreement for bond counsel services by and between the County and Jones Hall Hill & White, A Professional Law Corporation, in substantially the form presented at this meeting and the Chairman of the Board or any other officer of the Board of Supervisors of Contra Costa County are hereby authorized and directed to sign said agreement for and on behalf of the County. All costs incurred by the County or the District in connection with the issuance of the Notes, including but not limited to printing of any official statement, rating agency costs, bond counsel fees and expenses, underwriting discount and costs, paying agent fees and expenses, the cost of printing the Notes, and any compensation owing to any officers or employees of the County or the District for their services rendered in connection with the issuance of the Notes, shall be payable solely from the proceeds of the Notes. Section 15. Preparation of Notes; Official Action. Jones Hall Hill & White, A Professional Law Corporation, as bond counsel to the County, is directed to cause suitable Notes to be prepared showing on their face that the same bear interest at the rate aforesaid, and to cause the blank spaces therein to be filled in to comply with the provisions of this Resolution in accordance with the Contract of Purchase, and to procure their execution by the proper officers, and to cause the Notes to be delivered when so executed to the purchaser or purchasers thereof upon the receipt of the purchase price by the County, in accordance with the Contract of Purchase. The Chairman of the Board or any other officer of the Board of Supervisors of Contra Costa County are further authorized and directed to make, execute and deliver to the purchaser of the Notes (a) a certificate in the form customarily required by purchasers of bonds of public corporations generally, certifying to the genuineness and due execution of the Notes, (b) a receipt in similar form evidencing the payment of the purchase price of the Notes, which receipt shall be conclusive evidence that said purchase price of the Notes has been paid and has been received by the County, and (c) a certificate attesting to the County's use of the proceeds of the Notes and the investment thereof, and any other matters relating to the tax exemption of the Notes pursuant to Section 103(c) of the Lnternal Revenue Code of 1954, as amended. Any purchaser or subsequent taker or holder of the Notes is hereby authorized to rely upon and shall be justified in relying upon any such certificate or receipt with respect to the Notes. Such officers and any other officers of the District or of the Board 'are hereby authorized to execute any and all other documents required to consummate the sale and delivery of the Notes. 5 J PASSED AND ADOPTED by the Board of Supervisors of Contra Costa County, California, this 25 day of June, 1985 , by the following vote AYES: Supervisors McPeak, Schroder, Torlakson, Fanden. NOES: None. ABSENT: Supervisor Powers. I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervi ors on the date shown. ATTESTED: S A!� PHIL 6 CHELnR. Clerk of the Board Of Supervisors and County Administrator BY t� " . ..GIL De poly cc: County Administrator Auditor-Controller County Counsel Treasurer Tax Collector Pittsburg Unified School District Jones Hall Hill & White RESOLUTION N0. 85/367 6 J EXHIBIT A STATE OF CALIFORNIA -COUNTY OF CONTRA COSTA PITTSBURG UNIFIED SCHOOL DISTRICT 1985 TAX AND REVENUE ANTICIPATION NOTE No. $ Date: 1985 FOR VALUE RECEIVED, Pittsburg Unified School District of Contra Costa County (the "District"), State of California, acknowledges itself indebted to and promises to pay to the holder hereof, at the principal corporate trust office of in California, the principal sum of DOLLARS ($ ) in lawful money of the United States of America, on 1986, together with interest thereon at the rate of % per annum in like lawful money from the date hereof until payment in full of said principal sum. Both the principal of and interest on this Note shall be payable only upon surrender of this Note as the same shall fall due; provided, however, no interest shall be payable for any period after maturity during which the holder hereof fails properly to present this Note for payment. It is hereby certified, recited and declared that this Note is one of an authorized issue of Notes in the aggregate principal amount of Two Million Five Hundred Thousand Dollars ($2,500,000), all of like tenor, issued pursuant to the provisions of a resolution of the Board of Supervisors of Contra Costa County entitled "Resolution of the Board of Supervisors of Contra Costa County Providing for the Borrowing of Funds for Fiscal Year 1985-1986 and the Issuance and Sale of 1985 Tax and Revenue Anticipation Notes Therefor", duly passed and adopted on , 1985, and pursuant to Article 7.6 (commencing with Section 53850) of Chapter 4, Part 1 , Division 2, Title 5, of the California Government Code, and that all things, conditions and acts required to exist, happen and be performed precedent to and in the issuance of the Notes have existed, happened and been performed in regular and due time, form and manner as required by law, and that this Note, together with all other indebtedness and obligations of the District, does not exceed any limit prescribed by the. Constitution or statutes of the State of California. The principal amount of the Notes, together with the interest thereon, shall be payable from taxes, revenue and other moneys which are received by the County on behalf of the District for the Repayment Fund of the District 7 for fiscal year 1985-1986. As security for the payment of the principal of and interest on the Notes the District has pledged (a) $1 ,250,000 of "unrestricted moneys", as hereinafter defined, to be received in December, 1985, (b) $1 ,250,000 of unrestricted moneys to be received in April , 1986, and (c) any additional amount - required to pay the interest on the Notes, of unrestricted moneys to be received in May, 1986 (such pledged amounts being hereinafter called the "Pledged Revenues"); and the principal of the Notes and the interest thereon shall constitute a first lien and charge thereon and shall be payable from the Pledged Revenues, and to the extent not so paid shall be 'paid from any other moneys of the District lawfully available therefor. As used herein, the term "unrestricted moneys" means the taxes, income, revenue, cash receipts, and other moneys, intended as receipts for the District for fiscal year 1985-1986 and which are generally available for the payment of current expenses and other obligations of the District and which, when received by the District, will not be encumbered for any special purpose. IN WITNESS NHEREOF, the Board of Supervisors of Contra Costa County, California has caused this Note to be executed by themanual signature of its Treasurer/Tax Collector and countersigned by the facsimile signature of the Clerk of the Board, and caused its official seal to be affixed hereto all as of this 25th day of June , 1985. COUNTY OF CONTRA COSTA By .County Treasurer/Tax Collector [S E A ll Countersigned: 0 Clerk of the Board of Supervisors 8 AGREEMENT BY AND BETWEEN.THE COUNTY OF CONTRA COSTA AND JONES HALL HILL & WHITE, A PROFESSIONAL LAW CORPORATION. FOR BOND COUNSEL SERVICES IN CONNECTION WITH TAX ANTICIPATION NOTE PROCEEDINGS JUN 2 51985 THIS AGREEMENT Is entered into the day of by and between the COUNTY OF CONTRA COSTA, (the "County") and JONES HALL HILL & WHITE, A PROFESSIONAL LAW CORPORATION, San Francisco, California ("Attorneys"); WITNESSETH: WHEREAS, the County wishes to Issue short-term tax and revenue anticipation notes (the "Notes") In the name and on behalf of the Pittsburg Unified School District (the "District") pursuant to Sections 53850 et seg. of the California Government Code; WHEREAS, in connection with such proceedings the County requires the advice and assistance of bond counsel ; WHEREAS, the County has determined that Attorneys are qualified by training and experience to perform the services of bond counsel , and Attorneys are willing to provide such services; and WHEREAS, the public interest. economy and general welfare will' be served by this Agreement; NOW, THEREFORE, THE PARTIES HERETO MUTUALLY AGREE AS FOLLOWS: 1. Duties of Attorneys. Attorneys shall do, carry out and perform all of the following services as are gecessary for the issuance of the Notes: A. Consultation and cooperation with the County attorneys, financing consultants and other consultants. underwriters, staff and employees of the County, and assisting such consultants, underwriters. staff and employees in the formulation of a coordinated financial and legal Note Issuance in the name and on behalf of the District. B. Preparation of all legal proceedings for the authorization, issuance and delivery of Notes to the County; including preparation of the resolution authorizing the issuance of such Notes, fixing the date, denominations, numbers. maturity and interest rates, providing the form of the Notes and authorizing their execution, authentication and registration; certifying the terms and conditions upon which the same are to be issued; providing for the setting up of special funds for the disposition of. proceeds of the sale of the Notes, including creation of a reserve fund, if any. and such other funds as may be__advi.sable, and providing all other details in connection therewith, including special covenants and clauses for the protection of the interests of the Noteholders; preparation of the resolution selling all or any part of the authorized Note issue; preparation of all documents required for Note delivery, including the cumulative cash flow deficit certificate required by federal tax law, and supervising such delivery; preparation of all other proceedings incidental or in connection with the issuance, sale and delivery of Notes. C. Application for any Internal Revenue Service or other rulings necessary to assure tax-exempt status of the Notes, or as required by the purchasers of the Notes. D. Upon completion of proceedings to the satisfaction of Attorneys, providing a legal opinion unqualifiedly approving in all regards the legality of all proceedings for the authorization, issuance and delivery of Notes, and stating that interest on the Notes is exempt from federal and state personal income taxation, which opinion shall inure to the benefit of the purchasers of the Notes. E. Any and all legal consultation requested by the County concerning the Notes at any time after delivery of the Notes. F. Such other and further services as are normally performed by bond counsel in connection with the issuance of tax and/or revenue notes. G. Attorneys will not be responsible for the preparation or content of the official statement prepared by the initial purchasers of the Notes other than to examine said official statement as concerns description of Notes and matters within Attorneys' knowledge. 2. Compensation. For the services of Attorneys listed in subsections A through G. inclusive. of Section 1 . the County will pay Attorneys a fee equal to one-twentieth percent (1/20 of 1%) of the aggregate principal amount of Notes, subject to a minimum fee of Three Thousand Dollars ($3,000). In addition, the County shall pay to Attorneys all direct out-of-pocket expenses for travel . messenger and delivery service. closing costs and expenses and expenses for other services incurred in connection with the services rendered by Attorneys' duties hereunder. Payment of said fees and expenses to Attorneys shall be due upon the issuance of Notes and the delivery 2 of the proceeds thereof to the County, and said fees and expenses shall be payable solely from the proceeds of the Notes and from no other funds of the County or of the District. 3. Responsibilities of the County. The County shall cooperate with Attorneys and shall furnish Attorneys with certified copies of all proceedings taken by the County, or other deemed necessary by Attorneys to render an opinion upon the validity of such proceedings. All costs and expenses Incurred incidental to the actual issuance and delivery of Notes, including the cost and expense of preparing certified copies of proceedings required by Attorneys in connection with the issuance of the Notes, the cost of preparing the Notes for execution and delivery, all printing costs and publication costs, and any other expenses incurred in connection with the issuance of Notes. shall be paid from Note proceeds. 4. Termination of Agreement. This Agreement may be terminated by the County at any time by giving written notice to Attorneys with or without cause. In the event of termination. all finished and unfinished documents, exhibits, protect data. reports, and evidence shall, at the option of County, becomes its property and shall be delivered to it by Attorneys. 3 IN WITNESS WHEREOF. the County and Attorneys have executed this Agreement as of the date first above written. COUNTY OF CONTRA COSTA BY �. -- ----— Chairman of a Board of Supervisors Phil Batchelor, Clira of the Board of Attest: Super .;sOrs ai,a Ci4attyAdininistrator Clerk of the Board of Supervis rs JONES HALL HILL & WHITE, A PROFESSIONAL LAW CORPORATION BY ` r William H. Madison 4