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HomeMy WebLinkAboutRESOLUTIONS - 04221997 - 97-207 F7 . RESOLUTION NO. 9 7/2 0 7 OF THE BOARD OF SUPERVISORS OF THE COUNTY OF CONTRA COSTA CALIFORNIA RESOLUTION APPROVING ISSUANCE AND SALE OF 1997-1998 TAX AND REVENUE ANTICIPATION NOTES OF THE COUNTY; APPROVING FORMS AND EXECUTION OF A TRUST AGREEMENT, OFFICIAL NOTICE OF SALE, NOTICE OF INTENTION TO SELL NOTES AND CONTINUING DISCLOSURE CERTIFICATE; APPROVING FORM OF AND DISTRIBUTION OF PRELIMINARY OFFICIAL STATEMENT FOR THE SALE OF SAID NOTES; DELEGATING TO COUNTY ADMINISTRATOR OR HIS DESIGNEE AUTHORIZATION TO AWARD BIDS FOR SAID NOTES; 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, pursuant to Sections 53850 et seq. of the Government Code of the State of California (the "Government Code"), this Board of Supervisors (the 'Board") has found and determined that the sum of not to exceed One Hundred Fifty Million Dollars ($150,000,000) is needed for the requirements of the County of Contra Costa (the "County") . to satisfy obligations payable from the General Fund and that it is necessary that said sum be borrowed for such purpose at this time by the issuance of temporary notes (the "Notes") therefor in one or more series in anticipation of the receipt of taxes, revenue and other moneys to be received by the County for the General Fund of the County allocable to Fiscal Year 1997-1998; and WHEREAS, it appears, and the Board hereby finds and determines, that said sum of One Hundred Fifty Million Dollars ($150,000,000), when added to the interest estimated to be payable thereon, does not exceed eighty-five percent (85%) of the estimated amount of the uncollected taxes, income, revenue, cash receipts and other moneys of the County for the General Fund of the County attributable to Fiscal Year 1997-1998 and available for the payment of the principal of and interest on the Notes; WHEREAS, no money has heretofore been borrowed by the County through the issuance of any temporary notes in anticipation of the receipt of, or payable or secured by, taxes, income, revenue, cash receipts or other moneys of the County received or accrued during or allocable to Fiscal Year 1997-1998; SF2-71793.2 1 WHEREAS, the County proposes to enter into a Trust Agreement, dated as of July 1, 1997, with U.S. Trust Company of California, N.A., as trustee (the "Trustee"), to provide for the issuance and payment of the Notes; WHEREAS, the County desires to authorize the issuance of the Notes in two series, with an initial issuance of a first series of notes (the "Series A Notes") in the month of July and an authorization to issue and sell a second series of notes (the "Series B Notes") prior to January 1, 1998; WHEREAS, the Series A Notes shall be sold to the highest bidder or bidders pursuant to a competitive sale to be held on June 3, 1997 or on such earlier or later date as is established by the County Administrator of the County in accordance with the terms of an Official Notice of Sale for the Notes; WHEREAS, a form of Official Statement describing the Notes and a form of an Official Notice of Sale for the sale of the Notes will be distributed to potential purchasers of the Notes and a form of Notice of Intention to Sell the Notes will be published in THE BOND BUYER; WHEREAS, this Board has been presented with the form of each document hereinafter referred to, relating to the Notes, and the Board has examined and approved each document and desires to authorize and direct the execution of such documents and the issuance of the Notes; 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, the Board of Supervisors of the County of Contra Costa hereby finds, determines, declares and resolves as follows: Section 1. Recitals. All of the recitals herein above set forth are true and correct, and this Board so finds and determines. Section 2. Trust Agreement. The proposed form of the Trust Agreement, to be dated as of July 1, 1997, by and between the County and the Trustee (a copy of which is on file with the Clerk of the Board of Supervisors), is hereby approved. The County Administrator of the County (the "County Administrator") 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, additions, completions and corrections therein as such officers may require or approve, such approval to be conclusively evidenced by the execution and delivery thereof. Section 3. Sale of Notes. The proposed form of the Official Notice of Sale for the Series A Notes, in substantially the form presented to this meeting (a copy of which is on file with the Clerk of the Board), is hereby approved and adopted as the Official Notice SF2-71793.2 2 t v of Sale for the Series A Notes, with such changes, additions, completions and corrections therein as the County Administrator shall require or approve. All of the Series A Notes shall be offered"for public sale in accordance with the Official Notice of Sale. C. M. de Crinis & Co., Inc. (the "Financial Advisor") is hereby authorized and directed to cause to be mailed to prospective bidders for the Series A Notes copies of said Official Notice of Sale, subject to such changes, additions and completions as may be acceptable to the County Administrator. The proposed form of the Notice of Intention to Sell Notes, in substantially the form presented to this meeting (a copy of which is on file with the Clerk of the Board), is hereby approved. The County Administrator is hereby directed to cause said Notice of Intention to Sell to be published once, no later than 15 days before the date of sale of the Series A Notes, in THE BOND BUYER, a financial publication generally circulated throughout the State of California. Sealed proposals shall be received by or on behalf of the County up to the hour of 10:00 a.m. California time on June 3, 1997 or on such earlier or later date determined by the County Administrator or his designee as set forth in the Official Notice of Sale, for the purchase of the Series A Notes for cash at not less than their principal amount and accrued interest thereon to the date of their delivery, the interest rate or rates (which shall not exceed 7% per annum) to be designated in the bid or bids, the County Administrator or his designee reserving the right to reject any and all bids, in accordance with the terms and conditions of said Official Notice of Sale. The County Administrator or his designee is hereby authorized to determine whether to accept partial bids in increments of a specified denominational amount, such as $25,000,000, and to award the Series A Notes to the highest responsible bidder or bidders resulting in the lowest net interest cost to the County or to reject any or all bids. If the Series A Notes are awarded to more than one bidder and at different rates of interest, each incremental amount of Notes of the same interest rate shall be given a separate designation. The County Administrator or his designee may, in his sole discretion, cancel the public sale of the Series A Notes and negotiate for the sale of the Series A Notes with an underwriter or underwriters, and enter into an agreement for the sale of the Series A Notes, upon such terms and conditions as he shall deem appropriate. The County Administrator or his designee is hereby authorized, subject to the requirements of the Trust Agreement and upon a determination it is in the best interests of the County, to sell the Series B Notes prior to January 1, 1998, by public or negotiated sale at not less than their principal amount at the interest rate or rates not to exceed 7% per annum. Section 4. Official Statement for Notes. The proposed form of official statement relating to the Series A Notes, in substantially the form presented to this meeting (a copy of which is on file with the Clerk of the Board), is hereby approved with such changes, additions, completions and corrections as the County Administrator or his designee may approve. The Financial Advisor is hereby authorized to distribute such official statement in preliminary form to the potential bidders for the Series A Notes and is hereby SM-71793.2 3 a IP' authorized and directed to deliver such official statement in final form to the purchasers of the Series A Notes. The County Administrator or his designee 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 final pricing, rating and related information as permitted by said Rule). Section 5. Continuing Disclosure. The form of instrument, entitled "Continuing Disclosure Certificate," to be dated as of its date of execution, in substantially the form submitted to this meeting (a copy of which is on file with the Clerk of the Board), is hereby approved. The County Administrator or his designee is authorized and directed to execute and deliver an instrument in substantially said form, with such changes therein as such officer executing such instrument may require or approve, such approval to be conclusively evidenced by the execution and delivery thereof. Section 6. Approval of Actions. All actions heretofore taken by the officers and agents of the County or the Board with respect to the sale and issuance of the Notes are hereby approved, confirmed and ratified, and the officers of the County and the Board are hereby authorized and directed, for and in the name and on behalf of the County, to do any and all things and take any and all actions and execute any and all certificates, agreements and other documents which they, or any of them, may deem necessary or advisable in order to consummate the lawful issuance and sale of the Notes in accordance with this Resolution. PASSED AND ADOPTED by the Board of Supervisors of the County of Contra Costa, State of California, this 22nd day of April, 1997, by the following vote: AYES: Supervisors Rogers , Uilkema, Gerber, Canciamilla, DeSaulnier NOES: None ABSENT: None Chair of the Board of Supervisors of the County of Contra Costa (Seal) Attest: Philip J. Batchelor, County Administrator and Clerk of the Board of Supervisors of the County of Contra Costa By: — - Deputy Clerk SF2-71793.2 4 CLERK'S CERTIFICATE I, JEANNE O. MAGLIO, Deputy Clerk and Chief Clerk of the Board of Supervisors of the County of Contra Costa, hereby certify that the foregoing is a full, true and correct copy of a resolution duly adopted at a meeting of the Board of Supervisors of the County of Contra Costa duly and regularly held in Martinez, California, on April 22, 1997, of which meeting all of the members of said Board had due notice. I further certify that I have carefully compared the foregoing copy with the original minutes of said meeting on file and of record in my office; that said copy is a full, true and correct copy of the original resolution adopted at said meeting and entered in said minutes; and that said resolution has not been amended, modified, rescinded or revoked in any manner since the date of its adoption, and the same is now in full force and effect. I further certify that an agenda of said meeting was posted at least 72 hours before said meeting in the Lobby of 651 Fine St., Martinez, California, a location freely accessible to the public and a brief general description of the resolution to be adopted at said meeting appeared on said agenda. IN WITNESS WHEREOF, I have executed this certificate and affixed the seal of the Board of Supervisors of the County of Contra Costa hereto as of this6 th day of May 1997. By � ,�-�i lam• i Deputy Clerk of d of Supervisors of the County of Contra Costa, State of California [SEAL] sF2-71793.2 AFFIDAVIT OF POSTING OF AGENDA STATE OF CALIFORNIA ) ) ss. COUNTY OF CONTRA COSTA ) C. S. Turner hereby declares that [s]he is a citizen of the United States of America, over the age of 18 years; that acting for the Board of Supervisors of the County of Contra Costa [s]he posted on Apr• 17, 1997 in the Lobby of 651 Pine Street, Martinez, California, a location freely accessible to members of the public, an agenda for the regular meeting of the Board of Supervisors of Contra Costa County to be held on April 22 , 1997, a copy of which is attached hereto. Dated: gam`1, 1997 I declare under penalty of perjury that the foregoing is true and correct. SF2-71793.2