HomeMy WebLinkAboutMINUTES - 06151993 - 1.69 Contra
TO: BOARD OF SUPERVISORS
Costa
FROM: Harvey E. Bragdon County
Director of Community Development
r� c JNA
DATE: June 15, 1993
SUBJECT: Assessment District Refunding
SPECIFIC REQUEST(S) OR RECOMMENDATIONS (S) & BACKGROUND AND JUSTIFICATION
RECOMMENDATIONS
AS THE COUNTY OF CONTRA COSTA PUBLIC FINANCING AUTHORITY take the
following actions relative to refunding prior bonds for Assessment
District 1984-2 (East Bates Avenue) , 1986-1 (Hidden Pond Road) , 1986-2
(San Ramon Valley at Crow Canyon) , and 1990-1 (Rancho Paraiso) .
1. ADOPT a Resolution authorizing purchase of County Refunding
Bonds and the issuance of Authority Refunding Bonds; and
2 . ADOPT a Resolution authorizing a Preliminary Official Statement
and Official Statement for 1993 Authority Revenue Bonds.
FISCAL IMPACT
None. County costs incurred in the issuance will be covered by bond
proceeds. On-going administrative costs are provided for in the
annual assessments.
CONTINUED ON.ATTACHMENT: YES SIGNATURE:
RECOMMENDATION OF COUNTY ADMINISTRATOR REC7 tNDATION OF BOARD CO ITTEE
APPROVE OTHER
SIGNATURE(S) :.
ACTION OF BOARD ON APPROVED AS RECOMMENDED OTHER
VOTE OF SUPERVISORS
X I HEREBY CERTIFY THAT THIS IS A
/\ UNANIMOUS (ABSENT ) TRUE AND CORRECT COPY OF AN
AYES: NOES: ACTION TAKEN AND ENTERED ON THE
ABSENT: ABSTAIN: MINUTES OF THE BOARD OF
SUPERVISORS ON THE DATE SHOWN.
Contact: Jim Kennedy
646-4076
cc: Community Development
Public Works ATTESTED 115" y�
Auditor-Controller PHI BATCHELOR, CLERK OF
County Administrator THE OARD OF SUPERVISORS
County Counsel AND COUNTY ADMINISTRATOR
Treasurer-Tax Collector
Assessor
Sturgis Ness Brunsell & Assaf BY , DEPUTY
Liberty Public Financial Advisors
Nystrom Engineering
SRA9/jb/adrefund.bos
BACKGROUND/REASONS FOR RECOMMENDATIONS
The County has previously issued the following Assessment Bonds:
1. 1984-2 (East Bates Avenue) ;
2 . 1986-1 (Hidden Pond) ;
3 . 1986-2 (San Ramon Valley Blvd. at Crow Canyon Road)
4 . 1990-1 (Rancho Paraiso)
Due to recent declines in interest rates, these bonds may be
refunded to realize net savings that will lower borrowing costs.
The proposed refunding has been reviewed by the Assessment District
Screening Committee and have been found to meet the Committee's and
County's minimum standards for savings under interest rate
assumptions currently achievable in the bond market.
The County can achieve significant economies of scale by combining
the bonds to be refunded into one pool for purposes of issuing
refunding bonds. Economies of scale accrue by realizing issuance
efficiencies, and administrative efficiencies. Enhanced security
is also achieved by pooling the reserve fund involving a broader
base of properties.
The legal authority that permits the County to pool these prior
bonds for refunding purposes is ,the Marks-Roos Local Bond Pooling
Act of 1985 (Government Code Section 6584 et seq. ) . under the
Marks-Roos format, bonds are issued by a joint exercise of powers
authority. In 1992 the County and its Redevelopment Agency created
the County of Contra Costa Public Financing Authority to issue its
pooled Redevelopment Tax Increment Bonds. The legal structure of
the County of Contra Costa Public Financing Authority was set forth
contemplating its use for other Marks-Roos bond issues, such as
this Assessment District Refunding Bonds.
RESOLUTION NO. 93/344
A RESOLUTION OF THE BOARD OF DIRECTORS OF THE
COUNTY OF CONTRA COSTA PUBLIC FINANCING AUTHORITY
AUTHORIZING PRELIMINARY OFFICIAL STATEMENT AND
OFFICIAL STATEMENT FOR 1993 AUTHORITY REVENUE BONDS
The Board of Directors of the County of Contra Costa Public Financing
Authority resolves:
As a part of the proceedings for the 1993 Authority Revenue Bonds, this
Board hereby authorizes the preparation of a Preliminary Official Statement and Official
Statement for the sale of revenue bonds. The Board of Directors hereby authorizes any
Authorized Officer of the Authority to approve and to execute the Preliminary Official
Statement and an Official Statement derived substantially from the Preliminary Official
Statement. Distribution of the Preliminary Official Statement and the Official Statement
is hereby authorized in connection with the distribution and sale of the revenue bonds.
PASSED, APPROVED AND ADOPTED this 15th day of June, 1993 by the
following vote:
AYES: Supervisors Powers, Smith, Bishop, McPeak and Torlakson
NOES: None
ABSENT: None
ABSTAIN: None
By: f1 Irn1wK
Chair, County of Contra Costa
Public Financing Authority
ATTEST: Phil Batchelor, Authority
Secretary
By:
l V
RESOLUTION NO. 93/344
C(DPY
/ C7
RESOLUTION NO. 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 1. 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. 1.993-1, 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").
Section 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 (i.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 Bonds 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 1.993 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 proposals for 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 vote:
AYES: Suprervisors Powers, Smith, Bishop, McPeak and Torlakson
NOES: None
ABSENT: None
ABSTAIN: None
� --�
By:
,\/ 1 l�I t
Chair, County of Contra Costa
Public Financing Authority
ATTEST: Phil Batchelor, Authority
Secretary
By:
a
RESOLUTION NO. 93/343
$11,589,371
COUNTY OF CONTRA COSTA
PUBLIC FINANCING AUTHORTI'Y
1993 REVENUE BONDS
PURCHASE CONTRACT
June , 1993
Chair, County of Contra Costa
Public Financing Authority
County of Contra Costa
Administration Building
Martinez, California 94553
Dear Members of the Authority:
Miller & Schroeder Financial, Inc. and Henderson Capital Partners, Inc. (the
"Underwriters"), acting not as fiduciary or agent for you, but on behalf of themselves, offer
to enter into this Purchase Contract with the County of Contra Costa Public Financ�'ng
Authority (the "Authority"),which upon acceptance will be binding upon the Authority and
upon the Underwriters. 71ds offer is made subject to the .Authority's acceptance 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. PurF rAe, We and Delivery of the Bonds.
(a) Subject to the terms and conditions and in relianceupon the
representation,warranties and agreements herein set forth, the Underwriters hereby agree
to purchase from the Authority, and the Authority hereby agrees to sell to the
Underwriters, all (but not less than all) of the County of Contra Costa Public Financing
Authority, 1993 Revenue Bonds (the "Bonds"), in an aggregate principal amount not to
exceed $11,589,371, dated as of July 1, 1993, bearing interest from said date (payable on
March 2 and September 2 in each year commencing on March 2, 1994) at the rates per
annum and maturing on the dates in the amounts set forth in Exhibit A hereto. 'The
purchase price for the Bonds shall be 98.81218% ($137,661.25) of the principal amount
hereof plus accrued interest, if any, on the Bonds from the date thereof through the Closing
Date (hereinafter defined). The Bonds shall be substantially in the form described herein.,
shall be issued and secured under the provisions of and shall be payable and subject to
redemption as provided in, a Resolution adopted by the Authority on June 15, 1993, (as
amended from time to time, the "Resolution"), and the Prelmnnary Official Statement
relating to the Bonds.
EXHIBITA
1
(b) By its acceptance of this proposal, the Authority approves the
Preliminary Official Statement and a final official statement relating to the Bonds (the
"Official Statement"), which consists of the Preliminary Official Statement with such
ch es as may be necessary to conform the same to the provisions hereof. The Authority
here authorizes the Underwriters to use and distribute in connection with the offer and
sale of the Bonds: the Preliminary Official Statement, the Official Statement, the
Resolution, the Trust Agreement, this Purchase Contract and all information contained
herein, and all other documents, certificates and statements furnished by the Authority to
the Underwriters in connection with the transactions contemplated by this Purchase
Contract.
(c) Except as the Authority and the Underwriters may otherwise agree,
the Authori.y will deliver to the Underwriters, at the offices of the trustee, Bank of
America National Trust and Savings Association,San Francisco, California (the 'Trustee's,
or at such other location as may be designated by the Underwriters, the documents
hererinafter mentioned. The Bonds, in book-entry form (all Bonds being book-entry and
a
CUSIP numbers) will be delivered to the Depository Trust Company, New York,
New York (the 'DTC), duly executed by the Authority in the manner provided for in the
Resolution, at 9:00 am. local time, on July 1, 1993 (the "Closing Date"), and the
Underwriters will accept such delivery and pay the purchase price of the Bonds as set forth
in p b (a) of this section by a Federal funds wire payable in immediately available
funds delivery.and payment being herein referred to as the "Closing"). The Bonds
shall be in fill registered form and shall be registered in the name of Cede & Co., as
Bondowner and nominee for DTC.
2. Conditions to the bli tions of the Underwrite The obligations of the
Underwriters to accept delivery of and pay for the Bonds on the Closing Date shall be
subject, at the option of the Underwriters, to the accuracy m all material respects of the
statements of the officers and other officials of the Authority, as well as of the other
individuals referred to herein, made in any certificates or other documents furnished
pursuant to the provision hereof; to the performance by the Authority of its obligations to
be performed hereunder at or prior to the Closing Date; and to the following additional
conditions:
(a) At the Closing Date, the Resolution and, the Trust Agreement among
the Authority, the County of Contra Costa and the Trustee (the "Trust Agreement"), and
any other applicable agreements shall be in full force and effect, and shall not have been
amended, modified or supplemented, except as may have been agreed to in writing by the
Underwriters, and there shall have been taken in connection therewith,with the issuance of
the Bonds and with the transactions contemplated thereby and by this Purchase Contract,
all such actions as, in the opinion of Sturgis, Ness, Brunsell & Assad a professional
corporation("Bond Counsel"),shall be necessary and appropriate;
(b) At the Closing Date, the Official Statement shall be in form and
substance satisfactory to the Underwriters;
(c) At the Closing Date, taxes and assessments shall not be delinquent on
any property within Reassessment District 1993-1, East Bates Avenue; Reassessment
District 1993-2, Hidden Pond Road; Reassessment District 1993-3, San Ramon Valley
Blvd. at Crow Canyon Road; Reassessment District 1993-4, Rancho Paraiso; except as
disclosed in the Official Statement;
2
(d) Between the date hereof and the Closing Date, them
arke� t pprice or
marketability of the Bonds (at the yields or initial offering prices set forth in F.a�hi'bit A)
shall not have been materially adversely affected, in the judgment of the Underwriters and
the Authority's Bond Counsel (evidenced by a written notice to the Authority terminating
the obligation of the Underwriters to accept delivery of and pay for the Bonds), by reason
of the introduction or enactment of any legislation or regulation of any governmental
agency, the pendency of any litigation,war or other national calamity.
(e) At or prior to the Closing Date, the Underwriters shall have received
two counterpart originals or certified copies of the following documents, in each case
satisfactory
in 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) An unqualified opinion, dated the Cloning Date and addressed to
the Authority of Bond Counsel to the effect that the Bonds are the valid,
legal, binding obligations of the Authority and that the interest thereon is
excluded from federal income taxes, is not a specific preference item for
Purposes of the federal individual and corporate alternative minimum taxes,
and is exempt from personal income taxes of the State of California as
Prow in the Official Statement, together with an unqualified opinion of
Bond Counsel, dated the Closing Date and addressed to the Underwriters, to
the effect that such opinion addressed to the Authority may be relied upon by
the Underwriters to the same extent as if such opinion was addressed to it;
(iv) Anopinion, dated the Closing Date and addressed to the
Underwriters, of Bond Counsel to the effect that (1) this Purchase Contract
has been duly authorized, executed and delivered by the Authority, and,
assuming due authorization, execution and delivery by the Underwriters,
constitutes a legal,valid and binding agreement of the Authority,enforceable
in accordance with its terms,subject to bankruptcy,imolven and other laws
affecting the enforcement of creditors' rights in general and except as such
enforceability may be limited by the application of equitable principles if
equitable remedies are sought; (2) the Bonds are not subject to the
registration requirements of the Securities Act of 1933, as amended, and the
Resolution is exe t from qualification under the Trust Indenture Act of
1939, as amended) the Bonds and the Resolution conform as to form and
tenor to the descriptions thereof contained in the Official Statement, and the
statements contained in the Official Statement on the cover and under the
captions "Introduction", "The Bonds", "Security for the Bonds", "Special Risk
Factors", "Legal Matters", and "Tax Exem tion", insofar as such statements
p m
rt to summarize certain provisions of the Trust Agreement, the Bonds,
the Resolution, and other applicable laws and agreements, present a fair and
accurate summary of such provisions,and such summaries do not contain any
untrue statements of a material fact or omit to state a material fact required
to be stated in the Official Statement or necessary to make the statements
made therein, in the light of the circumstances under which they are made,
not misleading inmaterial respect; (4) the Resolution and the Bonds
constitute legal, valicfand binding agreements of the Authority enforceable
in accordance with their terms except as such enforceability may be limited
3
by bankruptcy. insolvency and other laws affecting the enforcement of
creditors, rights in general and the application of equitable principles if
equitable remedies are sought; (5) the Resolution creates a valid pledge of
revenues and security interest in the proceeds of the Bonds and the interest
thereon and the moneys in all funds and accounts established pursuant to the
Trust Agreement, including the investments thereof; subject m all uses to
the provisions of the Trust Agreement permitting the application thereof for
the purposes and on the terms and conditions set forth therein; and (6)based
upon .the information provided to such counsel in the course of their
participation in the preparation of the Official Statement and (except as
provided above) without having undertaken to determine independent)�++ the
accuracy or completeness of the statements contained in the Mcial
Statement, such counsel have no reason to believe that the Official
Statement (except for the financial and statistical data included therein and
assumptions with respect thereto, as to which no view need be expressed) as
of the date of the Official Statement omitted,or as of the Closing Date omits,
to state any material fact required to be stated therein or necessary to make
the statements therein, in light of the circumstances under which they were
made,not misleading;
(v) An opinion, dated the Closing Date, and addressed to the
Underwriters, of the Attorney to the Authority, to the effect that (1) to his
best knowledge no action, suit, proceeding, inquiry or investigation, at law or
in equity, before or by any court, regulatory agency, public board of body, is
pending or threatened in any way affecting the existence of the Authority or
the titles of its officers to their respective offices, or seeking to restrain or to
enjoin the issuance, sale or delivery of the Bonds, the application of the
proceeds thereof in accordance with the Trust Agreement, or in any way
contesting or affecting the validity or enforceability of the Bonds, the Trust
Agreement, the Resolution, this Purchase Contract, or any other applicable
agreements or any action of the Authority contemplated by any of said
documents, or in any way contesting the completeness or accuracy of the
Official Statement or the powers of the Authority or its authority with respect
to the Bonds, the Trust Agreement, the Resolution, this Purchase Contract,
or any otherplicable agreement, or any action on the part of the Authority
contemplated�y any of said documents, or which challenges the exemption
Of interest paid on the Bonds from California personal income taxation or
the exclusion of interest on the Bonds from gross income for federal income
tax purposes, nor to his knowledge is there any basis therefor; (2) the
AutlPonty is duly organized and validly existing as a municipal corporation of
the State of California under the constitution and laws thereof with full legal
right, power and authority to issue the Bonds and to perform all of its
o ligations under this Purchase Contract, the Bonds, the Trust Agreement,
and all other applicable agreements; and (3) the Authority has duly and
validly adopted the Resolution,and it is in full force and effect;
(vi) Such additional legal opinions, certificates (including a non-
arbitrage certificate), instruments and other documents as the U erwriters
may reasonably request to evidence the truth and accuracy, as of the date
hereof and as of the Closing Date, of the statements and information
contained in the Official Statement and the due performance or satisfaction
by the Authority at or prior to the Closing of all agreements then to be
performed and all conditions then to be satisfied by the Authority in
4
connection with the transactions contemplated hereby and by the Resolution
and the Official Statement.
All the opinions, letters, certificates, instruments and other documents
mentioned in this section or elsewhere in this Purchase Contract shall be deemed to be in
compliance with the terms hereof if, and only if, they are in form and substance satisfactory
to the Underwriters.
If any of the conditions to the obligations of the Underwriters contained in
this section or elsewhere in this Purchase Contract shall not have been satisfied when and
as required herein,all obligations of the Underwriters hereunder may be terminated by the
Underwriters at, or at any time prior to, the Closing Date by written notice to the
Authority.
3. Fac�ae�s .
(a) Whether or not the Underwriters accept delivery of and ppay.for the
Bonds as set forth herein,they shall be under no obli$adon to pay, and the Authority shall
pay or cause to be paid (out of proceeds of the Bonds or any other legally available funds
of the Authority) all expenses incident to the performance of the Authority's obligations
hereunder, including but not limited to the cost of printing and delivering the Bonds to
DTC; the fees and disbursements of Bond Counse4 accountants, engineers, appraisers,
economic consultants and any other experts or consultants retained by the Authority in
connection with the Bonds and any other expenses not specifically enumerated in
paragraph (b) of this section incurred in connection with the issuance of the Bonds.
(b) Whether or not the Bonds are delivered to the Underwriters as set
forth herein, the Authority shall be under no obligation to pay, and the Underwriters shall
pay, all expenses paid or incurred to qualify the Bonds for sale under any "blue sky" laws;
and all other expenses paid
3d or incurred by the Underwriters in connection with its offering
and distn`bution of the l3onds not specifically enumerated in paragraph (a) of this section,
including the fees and disbursements of its counsel.
4. Nq -I Any notice or other communication to be given to the Authority
under this Purchase Contract may be given by delivering the same in writing to the
Administrator of the Authority at the address set forth herein above; and any notice or
other communication to be given to the Underwriters under this Purchase Contract may be
given by delivering the same in writhm to Miller& Schroeder Financial, Inc, 5994 W. Las
Positas Blvd., Suite 205, Pleasantoornia 94588, Attention. Emily E. Wagner, Vice
President and Henderson Capital Partners, Inc., 330 Second Street, 3rd Floor, Oakland,
California 94607,Attention: 1G+Iimi Henderson Queno,President.
5. Parties in Int eres_t. This Purchase Contract is made solely for the benefit of
the Authority and the Underwriters (including successors or assignees) and no other
person.
6. c,.,yhw f ltep septations and Warranties. The representations and
warranties of the Authority, set forth in or made pursuant to this Purchase Contract, shall
not be deemed to have been discharged, satisfied or otherwise rendered void by reason of
the Closing or termination of this Purchase Contract and regardless of any investigations
made by or on behalf of the Underwriters (or statements as to the results of such
investigations) concerning such representations and statements of the Authority and
regardless of delivery of and payment for the Bonds.
5
7. Offering by Undawritgu. It is understood that the Underwriters propose to
offer the Bonds for sale to the public (which may include selected dealers) as set forth in
the Official Statement. Concessions from the public offering price may be allowed to
selected dealers. It is understood that the initial public offering rice and concessions set
forth in the (Ficial Statement may vary after the initial public offering. It is further
understood that the Bonds may be offered to the public at prices other than the par value
thereof. The Authority hereby confirms the authority and use by the Underwriters of the
Official Statement.
8. Mfg. Time shall be of the essence of this Agreement.
9. This Agreement may be executed in any number of
counterparts.
10 Effective. This Purchase Contract shall become effective and binding upon
the respective parties hereto upon the execution of the acceptance hereof by the Authority
and shall be valid and enforceable as of the time of such acceptance.
Very truly yours,
MH:LER& SCHROEDER FINANCIAL,INC.
By
Emily K Wagner
Vice-President
HENDERSON CAPITAL PARTNERS,INC.
By
Henderson Queno,
President
ACCEPTED:
COUNTY OF CONTRA COSTA PUBLIC FINANCING AUTHORITY
6
EIHHIBTT A
MATURITY SCHEDULE
DATE PRINCIPAL AMOUNT COUPON RATE YIELD
1994 $344,371
1995 495,000
1996 515,000
1997 5500000
1998 590,000
1999 620,000
2000 680,000
2001 720,000
2002 415,000
2003 455,000
2004 490,000
2005 505,000
2006 560,000
2007 345,000
2008 370;000
2009 415,000
2010 365,000
2011 395,000
2012 450,000
2013 500,000
2014 545,000
2015 605,000
2016 660,000
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