HomeMy WebLinkAboutMINUTES - 05051992 - 2.1 p
TO: ► x BOARD OF SUPERVISORSL-
>f °,• Contra
FROM: Costa
Phil Batchelor, County Administrator
May 5, 1992 y`A County
9�-� ���
DATE: sTl:cGt;�t'
Status of County Capital Funding Issues
SUBJECT:
SPECIFIC REQUEST(S)OR RECOMMENDATION(S)&BACKGROUND AND JUSTIFICATION
RECOMMENDATIONS:
1. Adopt Resolution approving final form of the legal documents
for financing the Merrithew Hospital Replacement Project.
2 . Authorize the Chair of the Board and appropriate staff to
execute the final form of the legal documents for the Project.
3 . Acknowledge the excellent work of the County legal and
financial consultants in bringing the Hospital financing to
a successful close.
4 . Acknowledge that the financial and legal advisors for the
proposed refunding of outstanding debt have advised that due
to the timing of the Hospital Replacement issue, it has been
necessary to extend the timing for the refunding to comply
with the Internal Revenue Service regulations.
5 . Direct the County Administrator to proceed with the refunding
of outstanding debt issues determined to be economically
feasible in accordance with the Board direction of March 3 ,
1992 and within the timing recommended by the consultants and
prior to the end of the current fiscal year.
6 . Adopt resolution approving forms of legal documents and
authorizing issuance of the Official Statement for the 1992
Refunding Issue.
CONTINUED ON ATTACHMENT: YES SIGNATURE:
RECOMMENDATION OF COUNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE
APPROVEOTHER
SIGNATURE(S): Y
ACTION OF BOARD ON APPROVED AS RECOMMENDED OTHER
VOTE OF SUPERVISORS
X L.� 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
PHIL BATCHELOR,KLERK OF THE BOARD OF
SUPERVISORS AND COUNTY ADMINISTRATOR
M382
(10/88) BY ,DEPUTY
d -2-
7. Authorize and direct the County Administrator to initiate the
actions necessary to proceed with the 1992 Tax and Revenue
Anticipation Note borrowing program.
8. Acknowledge the need for continuity in the presentations to
the rating agencies in view of the State of California
financial condition, the recent hospital financing and the
refunding issue.
9. Direct the County Administrator to proceed with a competitive
sale process for the 1992 notes as was used for the highly
successful fiscal 1991 Tax and Revenue Anticipation Note
issue.
10. Authorize the County Administrator to contract with financial
advisor currently working on the hospital and refunding
issues, to structure the competitive sale process for the 1992
notes.
11. Authorize the County Administrator to contract with the
special counsel currently working on the hospital and
refunding issues and who agreed to do the legal work on the
1991 note issue at the lowest cost among several competing law
firms.
12 . Authorize the County Administrator and appropriate County
staff and officials to travel to New York on May 27 , 1992 to
meet with the rating agencies on the 1992 TAN issue.
13 . Direct the County Administrator to provide periodic reports to
the Board on the progress of the County capital funding and
cash flow borrowing programs.
BACKGROUND•
Merrithew Hospital Replacement Project
The sale of the Certificates of Participation for the Merrithew
Hospital Replacement Project was completed on April 28, 1992. The
Bond Counsel has requested that the Board adopt a resolution
approving the final form of the legal documents with all of the
completed schedules and forms. The documents will be executed by
the Public Facilities Corporation on May 6 , 1992 and the final
closing, with the funds transferred to the Trustee on May 13 , 1992.
The hospital project financing has been a long, complicated process
with a number of participants involved to bring it to a successful
conclusion. Special recognition should be given to Arnold Mazotti
from Prager, McCarthy & Lewis as financial advisor and Tom Shearer
from Orrick, Herrington & Sutcliffe as special counsel. Many other
staff and consultants made substantial contributions and are
deserving of recognition.
1992 Refunding
The Board directed that the outstanding County debt be considered
for refunding in view of the favorable interest rates. Substantial
progress has been made toward completion of a refunding of three
issues. The date for sale of the refunding issue has been deferred
to mid-June in order to avoid a conflict with the Hospital funding.
Internal Revenue regulations require 31 days between issues to
avoid having them considered as one issue for tax purposes. The
reporting, rebate and arbitrage complications require that the 31
day separation be complied with.
In order to match the timing for the refunding as closely as
possible to the legal date and be completed prior to the end of the
fiscal year, it is necessary to adopt a resolution approving the
forms of the refunding legal documents. A further action by the
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Board will be requested for approval of the final documents when
the refunding schedules are finalized.
1992 Tax and Revenue Anticipation Notes
The County financial staff have been focused upon completion of the
hospital financing and the refunding; however, the annual program
for cash flow borrowing, the 1992 Tax and Revenue Anticipation Note
program, needs to be initiated immediately in order to achieve the
timing requirements for ratings and sale of the securities.
The State financial situation combined with the County financing of
the hospital and the refunding will require careful preparation for
the ratings in order to assure continuation of the top rating for
the notes. Continuity in presentations for both Moody' s and
Standard & Poor' s will be an important factor in the success of the
ratings in view of the financial situation.
The process for the 1991 note issue wherein a financial advisor and
a competitive sale were used resulted in a very successful program.
Orrick Herrington provided the legal services for the most
competitive price and Prager, McCarthy & Lewis was the financial
advisor for a very low fee for the program. Both of these
consultants were present in New York for the presentation on the
hospital project. The continuation of the same team will have
definite advantages from the point of view of the rating agency
staff in New York. The continuity of financial management staff
and consultants by the County is an important factor in the
confidence accorded the County.
The current schedule for meetings in New York for the ratings is
May 27, 28 and 29, 1992. It is critical to the program that the
schedule be retained in order to market the securities at the
appropriate time. The County Administrator, Auditor Controller and
the Treasurer-Tax Collector, along with consultants and other staff
as determined by the County Administrator, should be authorized to
travel for the rating meetings.
Orig. Dept. : County Administrator
cc: Auditor-Controller
Treasurer-Tax Collector
County Counsel
Health Services
. � CCa-22a
a r
RESOLUTION NO. 9"/285
OF THE BOARD OF SUPERVISORS OF THE
COUNTY OF CONTRA COSTA
CALIFORNIA
RESOLUTION APPROVING FORMS OF AND EXECUTION OF AN ACQUISITION
AGREEMENT, A FACILITY LEASE (CONSOLIDATED CAPITAL FACILITIES
PROJECT) , A TRUST AGREEMENT AND LETTERS OF INSTRUCTION;
APPROVING EXECUTION AND DELIVERY OF REFUNDING CERTIFICATES OF
PARTICIPATION (CONSOLIDATED CAPITAL FACILITIES PROJECT) ,
SERIES OF 1992 ; APPROVING FORM OF AND DISTRIBUTION OF
PRELIMINARY OFFICIAL STATEMENT FOR THE SALE OF SAID
CERTIFICATES OF PARTICIPATION, OFFICIAL NOTICE OF SALE AND
NOTICE OF INTENTION TO SELL SAID CERTIFICATES OF
PARTICIPATION; AND AUTHORIZING TAKING OF NECESSARY ACTIONS AND
EXECUTION OF NECESSARY CERTIFICATES.
WHEREAS, the County of Contra Costa (the "County" )
is a political subdivision of the State of California;
WHEREAS, this Board of Supervisors has heretofore
determined that it would be in the best interest of the County
and the residents of the County to enter into a certificate of
participation financing for the purpose of defeasing three
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outstanding series of certificates of participation previously
issued under the County Supervisors Association of California
(herein "CSAC" ) program entitled as follows : (1) Fixed Rate
Certificates of Participation (California Counties Lease
Financing Program - Contra Costa County Project) , Series 1986,
dated April 4 , 1988 (the "1988 Certificates" ) , (2) Fixed Rate
Certificates of Participation (California Counties Lease
Financing Program - Contra Costa County Project II) , Series
1986 , dated April 3 , 1989 (the "1989A Certificates" ) and
(3) Fixed Rate Certificates of Participation (California
Counties Lease Financing Program - Contra Costa County
Project III) , Series 1986, dated October 2 , 1989 (the "1989B
Certificates" ) (together the "Prior Certificates" ) ;
WHEREAS, the County as lessor and CSAC as lessee
have previously entered into three site leases, each entitled
"Site Lease" and dated as of April 1, 1988, April 1, 1989 and
October 1, 1989 , respectively (together the "Prior Site
Leases" ) ;
WHEREAS, the County has previously entered into
three project lease agreements, each entitled "Project Lease
Agreement" and dated as of April 1, 1988 , April 1, 1989 and
October 1, 1989 , respectively (together the "Prior Project
Leases" ) for the lease of certain public facilities (the
"Project" ) ;
WHEREAS, to effectuate the defeasance of the Prior
Certificates , the County will secure the lease payments due
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under the Prior Project Leases by depositing certain federal
securities with the Prior Trustee, as defined below, and upon
said deposit, the Prior Project Leases and Prior Site Leases
will terminate;
WHEREAS, upon such termination, title to the Project
will thereafter vest with the County;
WHEREAS, Contra Costa County Public Facilities
Corporation, a California nonprofit public benefit corporation
(the "Corporation" ) , has been incorporated by a group of
public spirited citizens of the County for the specific and
primary purpose of providing financial assistance to the
County of Contra Costa by financing the acquisition,
construction, improvement and remodeling of public buildings
and facilities ;
WHEREAS, by its Articles of Incorporation and by its
Bylaws no part of the net earnings, funds or assets of the
Corporation shall inure to the benefit of any director thereof
or any other person, firm or corporation, except the County;
WHEREAS, the Corporation wishes to acquire the
Project , which is situated on certain parcels of land located
in the City of Martinez , County of Contra Costa, State of
California (the "Demised Premises" ) , from the County for the
purpose of enabling the County to refinance the Project and
defease the Prior Certificates;
WHEREAS, it is proposed that the County enter into
documents entitled "Acquisition Agreement Relating to the
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Consolidation Capital Facilities Project, " dated as of June 1,
1992 (herein called the "Acquisition Agreement" ) , and entitled
"Facility Lease (Consolidated Capital Facilities Project) , "
dated as of June 1, 1992 (herein called the "Facility Lease" )
with the Corporation;
WHEREAS, under the Facility Lease, the County would
be obligated to make base rental payments to the Corporation
for the lease of the Project and the Demised Premises;
WHEREAS, it is proposed that all rights• to receive
such base rental payments will be assigned without recourse by
the Corporation to U. S. Trust Company of California, N.A. , as
trustee (herein called the "Trustee") , pursuant to an
agreement , entitled "Assignment Agreement Relating to the
Facility Lease (Consolidated Capital Facilities Project) " , and
dated as of June 1, 1992 (herein called the "Assignment
Agreement") ;
WHEREAS, it is further proposed that the
Corporation, the County and the Trustee, enter into a trust
agreement, to be dated as of June 1, 1992 (the "Trust
Agreement" ) , pursuant to which said trustee will execute and
deliver Refunding Certificates of Participation (Consolidated
Capital Facilities Project) , Series of 1992 (the "1992
Refunding Certificates" ) in an amount equal to the aggregate
principal components of such payments , each evidencing and
representing a fractional undivided interest in such payments ;
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WHEREAS, a form of Official Statement describing the
1992 Refunding Certificates, a form of Official Notice of Sale
inviting bids to purchase the 1992 Refunding Certificates and
a form of Notice of Intention to Sell the 1992 Refunding
Certificates are on file with the Clerk of this Board of
Supervisors;
WHEREAS, forms of Letters of Instructions to the
trustee for the 1988 Certificates, to the trustee for the
1989A Certificates and to the trustee for the 1989B
Certificates (the "Prior Trustee") have been submitted to this
Board of Supervisors;
WHEREAS, this Board has been presented with the form
of each document hereinafter referred to, relating to the 1992
Refunding Certificates, and the Board has examined and
approved each document and desires to authorize and direct the
execution of such documents and the consummation of such
financing;
WHEREAS, the County has full legal right, power and
authority under the Constitution and the laws of the State of
California to enter into the transactions hereinafter
authorized; and
NOW, THEREFORE, BE IT RESOLVED by the Board of
Supervisors of the County of Contra Costa, as follows :
Section 1 . The County hereby specifically finds and
declares that the actions authorized hereby constitute and are
with respect to public affairs of the County and that the
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statements, findings and determinations of the County set
forth above are true and correct .
Section 2 . The form of Acquisition Agreement
Relating to the Consolidated Capital Facilities Project
between the County and the Corporation, dated as of June 1,
1992 , on file with the Clerk of the Board of Supervisors, is
hereby approved and the Chairman of the Board of Supervisors
and the Clerk of the Board of Supervisors, and their
designees, are hereby authorized and directed to execute and
deliver said Acquisition Agreement in substantially said form,
with such changes therein as such officers may require or
approve, such approval to be conclusively evidenced by the
execution and delivery thereof .
Section 3 . The form of Facility Lease (Consolidated
Capital Facilities Project) , dated as of June 1, 1992 , on file
with the Clerk of the Board of Supervisors, is hereby approved
and the Chairman of the Board of Supervisors and the Clerk of
the Board of Supervisors, and their designees, are hereby
authorized and directed to execute and deliver said Facility
Lease in substantially said form, with such changes therein as
such officers may require or approve, such approval to be
conclusively evidenced by the execution and delivery thereof;
provided, however, that the aggregate principal component of
base rental payments payable under the Facility Lease shall
not exceed $40, 000, 000 , the maximum annual base rental
payments payable under the Facility Lease shall not exceed
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$3 , 000 , 000, the term of the Facility Lease shall not exceed 35
years and the average interest rate of the interest component
of base rental payments payable under the Facility Lease shall
not exceed 8%. Among the changes authorized to be made to
such Facility Lease are such changes as are necessary in the
event the County Administrator, upon consultation with Prager,
McCarthy & Lewis (herein called the "Financial Advisor" ) ,
determines it is desirable to (i) accommodate one or more of
the methods or modes of determining the principal and interest
components of the Base Rental Payments represented by the 1992
Refunding Certificates or other financing techniques as may be
provided for in the Official Statement, or (ii) obtain
municipal bond insurance.
Section 4 . The form of Trust Agreement Relating to
Refunding Certificates of Participation Consolidated Capital
Facilities Project, Series of 1992, by and among U. S. Trust
Company of California, N.A. , as trustee, the Corporation and
the County, dated as of June 1, 1992 , on file with the Clerk
of the Board of Supervisors, is hereby approved. The Chairman
of the Board of Supervisors and the Clerk of the Board of
Supervisors , and their designees, are hereby authorized and
directed to execute and deliver the Trust Agreement in
substantially said form, with such changes therein as such
officers may require or approve, such approval to be
conclusively evidenced by the execution and delivery thereof .
Among the changes authorized to be made to such Trust
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Agreement are such changes as are necessary in the event the
County Administrator, upon consultation with the Financial
Advisor, determines it is desirable to (i) accommodate one or
more of the methods or modes of determining the principal and
interest components of the Base Rental Payments represented by
the 1992 Refunding Certificates or other financing techniques
as may be provided for in the Official Statement, or
( ii) obtain municipal bond insurance.
Section 5 . The forms of Letters of Instructions to
the Prior Trustee, by and between the Corporation and the
County and accepted and agreed to by the Prior Trustee, each
dated as of June 1, 1992 , on file with the Clerk of the Board
of Supervisors, is hereby approved. The Chairman of the Board
of Supervisors and the Clerk of the Board of Supervisors , and
their designees, are hereby authorized and directed to
executed and deliver the Letters of Instructions in
substantially said form, with such changes therein as such
officers may require or approve, such approval to be
conclusively evidenced by the execution and delivery thereof .
The Financial Adivisor is hereby authorized to arrange for the
purchase of the securities to be deposited with the Prior
Trustee in order to defease the Prior Certificates pursuant to
the Letters of Instructions and to arrange for the
verifications of the Escrow Funds by an appropriate
verification agent .
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Section 6 . The form of Preliminary Official
Statement describing the 1992 Refunding Certificates, on file
with the Clerk of the Board of Supervisors, is hereby
approved. The Financial Adviser is hereby authorized and
directed to cause to be supplied to prospective purchasers of
the 1992 Refunding Certificates copies of a preliminary
official statement in such form, with such additions ,
corrections and revisions as may be determined to be necessary
or desirable by the Financial Adviser, Orrick, Herrington &
Sutcliffe, Special Counsel , or the County Counsel ' s Office,
and to supply the purchaser for the 1992 Refunding
Certificates with copies of a final official statement,
completed to include the interest rate or rates, and. final
sale information. The County Administrator is authorized to
certify on behalf of the County that the preliminary form of
the official statement is deemed final as of its date, within
the meaning of Rule 15c2-12 promulgated under the Securities
Exchange Act of 1934 (except for the omission of certain
pricing, rating and related information as permitted by said
Rule) . The County Administrator, or his designee, is hereby
authorized and directed to execute and deliver a final
Official Statement in substantially said form, with such
additions thereto or changes therein as the Financial Advisor,
County Counsel ' s Office or Orrick, Herrington & Sutcliffe,
Special Counsel, may require or approve, such approval to be
conclusively evidenced by the execution and delivery thereof .
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r
Section 7 . The form of proposed Official Notice of
Sale inviting bids for the 1992 Refunding Certificates is
hereby approved and adopted as the Official Notice of Sale
inviting bids for the 1992 Refunding Certificates ,
substantially in the form on file with the Clerk of the Board
of Supervisors , with such additions, changes and corrections
thereto as the County Administrator or his designee shall
require or approve. Sealed proposals shall be received on
such date as shall be selected by the County Administrator or
his designee, upon consultation with the Financial Advisor,
for the purchase of the 1992 Refunding Certificates, the
interest rate or rates to be designated in the bid, in
accordance with the terms and conditions of said Official
Notice of Sale.
The County Administrator or his designee is hereby
authorized to accept the best responsive bid, so long as such
bid shall provide a net interest cost to the County of not to
exceed ten percent (10%) per annum, and the price to be paid
to the County for the 1992 Refunding Certificates shall not be
less than the par value thereof, less a discount of not to
exceed three percent (3%) , or to reject all bids, and if such
net interest cost and price are acceptable to the County
Administrator or his designee, the County Administrator or his
designee is hereby authorized and directed to accept, on
behalf of the County, the best responsive bid. The Financial
Adviser is hereby authorized and directed to cause to be
mailed to prospective bidders for the Series if 1992 Refunding
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Certificates copies of said Official Notice of Sale, subject
to such corrections, revisions or additions as may be
acceptable to the County Administrator or his designee.
Section 8 . The form of proposed Notice of Intention
to Sell, in substantially the form on file with the Clerk of
the Board of Supervisors , is hereby approved and adopted as
the Notice of Intention to Sell , and the Clerk of the Board of
Supervisors is hereby authorized and directed to cause said
Notice of Intention to Sell , subject to such corrections,
revisions or additions as may be acceptable to the Clerk of
the Board of Supervisors, to be published once at least
fifteen days before the date of sale in THE BOND BUYER.
Section 9 . The Financial Adivsor, Orrick,
Herrington & Sutcliffe, as special counsel, and the
appropriate County officials be and they are hereby authorized
and directed to continue to prepare the necessary legal
documents to accomplish said financing, and to take any and
all necessary actions in connection therewith.
Section 10 . The execution and delivery, pursuant to
the Trust Agreement, of not to exceed $40, 000, 000 aggregate
principal amount of the County of Contra Costa, California,
Refunding Certificates of Participation (Consolidated Capital
Facilities Project) , Series of 1992 , evidencing and
representing fractional undivided interests in the rights to
receive base payments payable by the County pursuant to the
Facility Lease, payable in the years and in the amounts with
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interest components with respect thereto as specified in the
Trust Agreement as executed, is hereby authorized and approved.
Section 11 . The officers of the County are hereby
authorized and directed, jointly and severally, to do any and
all things which they may deem necessary or advisable in order
to consummate the transactions herein authorized and otherwise
to carry out , give effect to and comply with the terms and
intent of this Resolution. The Chairman of the Board of
Supervisors, the Clerk of the Board of Supervisors and the
officers of the County be and they are hereby authorized and
directed to execute and deliver any and all certificates and
representations, signature certificates, no-litigation
certificates, tax and rebate certificates , the letter of
representations to The Depository Trust Company and
certificates concerning the contents of the Official Statement
distributed in connection with the sale of the 1992 Refunding
Certificates , necessary and desirable to accomplish the
transactions set forth above.
Section 12 . All actions heretofore taken by the
officers and agents of the County with respect to the sale,
execution and delivery of the 1992 Refunding Certificates are
hereby approved and confirmed.
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.Section 13 . This Resolution shall take effect from
and after its date of adoption.
PASSED AND ADOPTED this 5th day of May, 1992 .
by the following vote :
AYES : Supervisors Powers, Fanden, Schroder ,
Torlakson, McPeak
NOES : None
ABSENT: None
ABSTAIN: None
�C,
Chair of the Board of Supervisors
County of Contra Costa, California
[Seal]
ATTEST: Phil Batchelor, Clerk of the
Board of Supervisors and
County Administrator
By
Deputy Clerk of - the Board of
Supervisors of the County of
Contra Costa, State of California
92/285
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CC-22b
92/286
RESOLUTION NO.
OF THE BOARD OF SUPERVISORS OF THE
COUNTY OF CONTRA COSTA
CALIFORNIA
RESOLUTION RATIFYING AND APPROVING FORMS OF A SITE LEASE
(MERRITHEW MEMORIAL HOSPITAL REPLACEMENT PROJECT) , A FACILITY
LEASE (MERRITHEW MEMORIAL HOSPITAL REPLACEMENT PROJECT) , A
TRUST AGREEMENT, AN AGENCY AGREEMENT, A CERTIFICATE PURCHASE
AGREEMENT; APPROVING ISSUANCE OF CERTIFICATES OF PARTICIPATION
(MERRITHEW MEMORIAL HOSPITAL REPLACEMENT PROJECT) , SERIES OF
1992 ; APPROVING FORM OF AND RATIFYING AND APPROVING ISSUANCE
OF OFFICIAL STATEMENT FOR SAID CERTIFICATES OF PARTICIPATION;
AND AUTHORIZING TAKING OF NECESSARY ACTIONS AND EXECUTION OF
NECESSARY CERTIFICATES.
WHEREAS, this Board of Supervisors has heretofore
determined that it would be in the best interest of the County
of Contra Costa (herein called the "County") to enter into a
certificate of participation financing for the purpose of
constructing a County hospital, to be located in Martinez,
California (herein called the "Project") ;
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WHEREAS, Contra Costa County Public Facilities
Corporation, a California nonprofit public benefit corporation
(herein called the "Corporation") , has been incorporated by a
group of public spirited citizens of the County for the
specific and primary purpose of providing financial assistance
to the County of Contra Costa by financing the acquisition,
construction, improvement and remodeling of public buildings
and facilities;
WHEREAS, by its Articles of Incorporation and by its
Bylaws no part of the net earnings, funds or assets of the
Corporation shall inure to the benefit of any director thereof
or any other person, firm or corporation, except the County;
WHEREAS, under Resolution No. 92/178 passed and
adopted on March 24, 1992, this Board of Supervisors approved
forms of certain agreements entitled "Site Lease (Merrithew
Memorial Hospital Replacement Project) " (herein called the
"Site Lease") ; "Facility Lease (Merrithew Memorial Hospital
Replacement Project) " (herein called the "Facility Lease") ;
"Trust Agreement" relating to the Series of 1992 Certificates
of Participation (herein called the "Trust Agreement") ; and
"Agency Agreement" (herein called the "Agency Agreement") ;
WHEREAS, this Board wishes to ratify and approve
such documents in such form as are now on file with the Clerk
of the Board of Supervisors;
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WHEREAS, under the Facility Lease, the County would
be obligated to make payments to the Corporation for the lease
of the Project;
WHEREAS, it is proposed that all rights to receive
such payments (together with the additional rental payments
provided for in the Facility Lease) will be assigned without
recourse by the Corporation to a trustee pursuant to an
Assignment Agreement, dated as of May 1, 1992, between the
Corporation and U.S. Trust Company of California, N.A. , as
trustee (the "Trustee" ) ;
WHEREAS, it is further proposed that the
Corporation, the County and the Trustee enter into the Trust
Agreement dated as of May 1, 1992 , pursuant to which said
trustee will execute and deliver certificates of participation
(herein called the "1992 Certificates") in an amount equal to
the aggregate principal components of such payments, each
evidencing and representing a fractional undivided interest in
such payments, and will use the proceeds to finance the
Project;
WHEREAS, Prudential Securities Incorporated, as
representative of the underwriters and purchasers of the 1992
Certificates (the "Underwriters") , the County and the
Corporation have entered into an agreement entitled "Contract
of Purchase" (herein called the "Purchase Agreement") ,
pursuant to which the Underwriters will purchase the 1992
Certificates;
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WHEREAS, the County has full legal right, power and
authority under the Constitution and the laws of the State of
California to 'enter into the transactions hereinafter
authorized; and
WHEREAS, this Board has been presented with the form
of each document hereinafter referred to, relating to the 1992
Certificates, and the Board has examined and approved each
document and desires to authorize and direct the execution of
such documents and the consummation of such financing;
NOW, THEREFORE, BE IT RESOLVED by the Board of
Supervisors of the County of Contra Costa, as follows :
Section 1. The County hereby specifically finds and
delcares that the actions authorized hereby constitute and are
with respect to public affairs of the County and that the
statements, findings and determinations of the County set
forth above are true and correct .
Section 2 . The form of Site Lease (Merrithew
Memorial Hospital Replacement Project) between the County and
the Corporation, dated as of May 1, 1992, on file with the
Clerk of the Board of Supervisors, is hereby ratified and
approved and the Chair of the Board of Supervisors and the
Clerk of the Board of Supervisors, or their designees, are
hereby authorized and directed to execute and deliver the Site
Lease in substantially said form, with such changes therein as
such officers may require or approve, . such approval to be
conclusively evidenced by the execution and delivery thereof .
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Section 3 . The form of .Facility Lease (Merrithew
Memorial Hospital Replacement Project) between the Corporation
and the County, dated as of May 1, 1992, on file with the
Clerk of the Board of Supervisors, is hereby ratified and
approved and the Chair of the Board of Supervisors and the
Clerk of the Board of Supervisors, or their designees, are
hereby authorized and directed to execute and deliver the
Facility Lease in substantially said form, with such changes
therein as such officers may require or approve, such approval
to be conclusively evidenced by the execution and delivery
thereof .
Section 4 . The form of Trust Agreement by and among
the Trustee, the Corporation and the County, dated as of
May 1, 1992, on file with the Clerk of the Board of
Supervisors, is hereby ratified and approved. The Chair of
the Board of Supervisors and the Clerk of the Board of
Supervisors, or their designees, are hereby authorized and
directed to execute and deliver the Trust Agreement in
substantially said form, with such changes therein as such
officers may require or approve, such approval to be
conclusively evidenced by the execution and delivery thereof .
Section 5 . The form of Agency Agreement between the
Corporation and the County, dated as of May 1, 1992, on file
with the Clerk of the Board of Supervisors , is hereby ratified
and approved. .The Chair of the Board of Supervisors and the
Clerk of the Board of Supervisors, or their designees , are
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hereby authorized and directed to execute and deliver the
Agency Agreement in substantially said form, with such changes
therein as such officers may require or approve, such approval
to be conclusively evidenced by the execution and delivery
thereof.
Section 6 . The form of Official Statement
describing the 1992 Certificates, on file with the Clerk of
the Board of Supervisors, is hereby ratified and approved.
The County Administrator, or his designee, is hereby
authorized and directed, at the time of the delivery of the
1992 Certificates, for and in the name and on behalf of the
County, to execute a final Official Statement in substantially
the form of the Official Statement prepared by the
Underwriters, with such additions thereto or changes therein
as the County Counsel 's Office or. Orrick, Herrington &
Sutcliffe and Pamela S. Jue, Attorney at Law, may require or
approve, such approval to be conclusively evidenced by the
execution and delivery thereof.
Section 7 . The Underwriters are hereby authorized
to distribute copies of the Official Statement to persons
purchasing the 1992 Certificates and other interested persons .
Section 8. The schedule of the principal and
interest components of the base rental payments set forth in
Exhibit A hereto are ratified and approved and are hereby .
determined as the base rental payments to be paid pursuant -to
the Facility Lease.
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Section 9 . The execution and delivery, pursuant to
the Trust Agreement, of $125, 584 , 011 . 80 aggregate principal-
amount of the County of Contra Costa, California, 1992
Certificates of Participation, evidencing and representing
fractional undivided interests in the rights to receive base
payments payable by the County pursuant to the Facility Lease,
payable in the years and in the amounts with interest
components with respect thereto as specified in the Trust
Agreement as finally executed, is hereby authorized and
approved. The sale of the 1992 Certificates to the
Underwriters, pursuant to the terms and conditions of the
Purchase Agreement, is hereby ratified and approved.
Section 10 . The officers of the County are hereby
authorized and directed, jointly and severally, to do any and
all things which they may deem necessary or advisable in order
to consummate the transactions herein authorized and otherwise
to carry out, give effect to and comply with the terms and
intent of this Resolution. The Chair of the Board of
Supervisors, the Clerk of the Board of Supervisors and the
officers of the County be and they are hereby authorized and
directed to execute and deliver any and all certificates and
representations, signature certificates, no-litigation
certificates, tax and rebate certificates, the letter of
representations to The Depository Trust Company and
certificates concerning the contents of the Official Statement
distributed in connection with the sale of the 1992
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Certificates, necessary and desirable to accomplish the
transactions set forth above. -
Section 11. All actions heretofore taken by the
officers and agents of the County with respect to the sale,
execution and delivery of the 1992 Certificates are hereby
approved and confirmed.
Section 12. This Resolution shall take effect from
and after its date of adoption.
PASSED AND ADOPTED this 5th day of May, 1992.
by the following vote:
AYES : Supervisors Powers , F&hden, Schroder,
Torlakson, McPeak
NOES: None
ABSENT: None
ABSTAIN: None
Chair of the Board of Supervisors
County of Contra Costa, California
[Seal]
ATTEST: Phil Batchelor, Clerk of the
Board of Supervisors and
County Administrator
*14
By
I�
Deputy Clerk of the Board of
Supervisors of the County of
Contra Costa, State of California
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EXHIBIT A
CONTRA COSTA COUNTY
MERRITHEII HOSPITAL REPLACEMENT PROJECT
PHASES 1 2 3
DEBT SERVICE SCHEDULE
Current interest Bonds -Capital Appreciation Bonds
Date Principal Rate Yield Price Interest Principal Rate Price Interest Period Total
05/13/92
11/01/92 3,887,511.88 3,887,511.88
05/01/93 3,887,511.88 3,887,511.88
11/01/93 3,887,511.88 3,887,511.88
05/01/94 3,887,511.88 3,887,511.88
11/01/94 3,887,511.88 3,887,511.88
05/01/95 3,887,511.88 3,887,511.88
11/01/95 3,887,511.88 3,887,511.88
05/01/96 3,887,511.88 3,887,511.88
11/01/96 3,887,511.88 3,887,511.88
05/01/97 3,887,511.88 3,887,511.88
11/01/97 3,887,511.88 3,887,511.88
05/01/98 3,887,511.88 3,887,511.88
11/01/98 2,885,000.00 5.700% 5.800% 99.464 3,887,511.88 6,772,511.88
05/01/99 3,805.289.38 3,805,289.38
11/01/99 3,045,000.00 5.800% 5.950% .99.103 3,805,289.38 6,8500289.38
05/01/2000 3,716,984.38 3,716,984.38
11/01/2000 3,225,000.00 6.000% 6.100% 99.343 3,716,984.38 6,941.984.38
05/01/2001 3,620,234.38 3,620,234.38
11/01/2001 3,415,000.00 6.200% 6.250% 99.643 3,620,234.38 70035,234.38
05/01/2002 3,514,369.38 3,514,369.38
11/01/2002 3,630,000.00 6.250% 6.350% 99.240 3,514,369.38 7,144,369.38
05/01/2003 3,400,931.88 3,400,931.88
11/01/2003 3,855,000.00 6.300% 6.450% 98.794 3,400,931.88 7,255,931.88
05!01/2004 3,279,499.38 3,279,499.38
11/01/2004 4,100,000.00 6.400% 6.500% 99.151 3,279,499.38 7,379,499.38
05/01/2005 3,148,299.38 3,148,299.38
11/01/2005 4,360,000.00 6.400% 6.550% 98.668 3,148,299.38 7,508,299.38
05/01/2006 3,008,779.38 3,008,779.38
11/01/2006 4,640,000.00 6.500% 6.600% 99.073 3,008,779.38 7,648,779.38
05/01/2007 2,857,979.38 2,857,979.38
11/01/2007 2,857,979.38 1,731,788.45 6.900% 35.021 3,213,211.55 7,802,979.38
05/01/2008 2,857,979.38 2,857,979.38
11/01/2008 4,940,000.00 6.600% 6.750% 98.345 2,857,979.38 7.797.979.38
05/01/2009 2,694,959.38 2,694,959.38
11/01/2009 5,270,000.00 6.600% 6.750% 98.345 2,694,959.38 7,964,959.38
05/01/2010 2,521,049.38 2.521,049.38
11/01/2010 5,615,000.00 6.600% 6.750% 98.345 2,521,049.38 8,136,049.38
05/01/2011 2,335,754.38 2,335,754.38
11/01/2011 5,985,000.00 6.600% 6.750% 98.345 2,335,754.38 8,320,754.38
05/01/2012 2,138,249.38 2,138,249.38
11/01/2012 6,380,000.00 6.600% 6.750% 98.345 2,138,249.38 8.518,249.38
05/01/2013 1,927,709.38 1,927,709.38
11/01/2013 1,927,709.38 1,537,725.85 7.050% 22.597 5,267,274.15 8,732,709.38
05/01/2014 1,927,709.38 1,927,709.38
11/01/2014 1,927,709.38 1,434,766.20 7.050% 21.084 5,370,233.80 8,732,709.38
05/01/2015 1,927,709.38 1,927,709.38
11/01/2015 1,927,709.38 1,339,731.30 7.050% 19.673 5,470,268.70 8,737,709.38
05/01/2016 1.927,709.38 1 927,709.38
11/01/2016 6,800,000.00 6.625% 6.800% 97.758 1,927,709.38 8,727,709.38
05/01/2017 1,702,459.38 1,702,459.38
11/01/2017 7,255,000.00 6.625% 6.800% 97.758 1,702,459.38 8,957,459.38
05/01/2018 1,462,137.50 1 462,137.50
11/01/2018 7,735,000.00 6.625% 6.800% 97.758 1,462,137.50 9,197,137.50
05/01/20191,205,915.63 1,205,915.63
11/01/2019 8,245,000.00 6.625% 6.800% 97.758 1,205,915.63 9,450,915.63
05/01/2020 932,800.00 932,800.00
11/01/2020 8,790,000.00 6.625% 6.800% 97.758 932,800.00 9,722.800.00
05/01/2021 641,631.25 641,631.25
11/01/2021 9,375,000.00 6.625% 6.800% 97.758 641,631.25 10,016,631.25
05/01/2022 331,084.38 331,084.38
11/01/2022 9,995,000.00 6.625% 6.800% 97.758 331,084.38 10,326,084.38
TOTAL 119,540,000.00 164,312,103.13 6,044,011.80 19,320,988.20 309,217,103.13
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