HomeMy WebLinkAboutCC Resolution 8446 (Northgate Refunding Assessment District)RESOLUTION NO. 8446
RESOLUTION ORDERING SALE OF BONDS
CIVIC CENTER - NORTHGATE REFUNDING ASSESSMENT DISTRICT
The City Council of the City of San Rafael resolves:
The City Council accepts the offer of Stone & Youngberg
(attached to this resolution and by reference incorporated in it)
to purchase all of the refunding bonds to be issued in Civic
Center - Northgate Refunding Assessment District.
This Council approves the bond purchase contract between
Stone & Youngberg and the City of San Rafael for the purchase of
the limited obligation refunding bonds to be issued in Civic
Center - Northgate Refunding Assessment District and authorizes
the Treasurer to sign the contract.
The City Council directs the sale and delivery of the
refunding bonds to the offeror in accordance with the terms and
conditions stated in the offer.
I, JEANNE M. LEONCINI, Clerk of the City of San Rafael,
California, hereby certify that the foregoing resolution was duly
and regularly introduced and adopted at a regular meeting of the
Council of said City held on the 17th day of June, 1991, by the
following vote, to wit:
AYES: COUNCILMEMBERS: Boro, Breiner, Shippey, Thayer & Mayor Mulryan
NOES: COUNCILMEMBERS: None
ABSENT: COUNCILMEMBERS: None
� .
JEANN9JLEONCINI; Ciy Clerk
.� n , r
P � �.; i �
8
STONE & YOUNGBERG
MEMBERS PACIFIC STOCK EXCHANGE
June 17, 1991
City Council
City of San Rafael
1400 Fifth Avenue
P. O. Box 151560
San Rafael, CA 94915-1560
Attention: Ransom E. Coleman
Re: Offer to Purchase Bonds in the Amount of $3,365,000
City of San Rafael Limited Obligation Refunding Bonds
Civic Center-Northgate Refunding Assessment District
Series No. 1991-1
Dear Councilmembers:
Pursuant to discussions with City staff, bond counsel, and our investigation and analysis of
the captioned bond issue, Stone & Youngberg ("the Underwriter") hereby offers to purchase all
of the above referenced bonds (the "Bonds") subject to the following conditions:
The Bonds shall be issued pursuant to the provisions of the Refunding Act of 1984
for 1915 ILnprovement Act Bonds.
2. The Bonds shall be as described in the Official Statement and the Resolution of
Issuance for the Bonds.
The par value of the Bonds shall be in the amount of $3,365,000 and the Bonds shall
mature and bear interest rates as set forth in Exhibit A.
4. The Bonds shall be issued in denominations of $5,000, or in integral multiples thereof
as may be requested by the Underwriter.
5. All Bonds shall be issued in registered form in accordance with instructions to he
determined by the Underwriter prior to closing. Bank of America NT & SA shall act
as Paying Agent, Registrar, Transfer Agent and Fiscal Agent.
6. The Bonds shall be dated July 1, 1991 and shall be delivered on or about July 1, 1991
(the "Closing Date").
7. Interest on the Bonds will be payable commencing on March 2, 1992 and
semi-annually thereafter each September 2 and March 2 until maturity.
8. The City shall establish from the proceeds of the Bonds a reserve fund equal to five
percent (5%) of the principal amount of the Bonds. The reserve fund shall be
administered pursuant to the Resolution of Issuance for the Bonds, as well as
pursuant to applicable federal laws and regulations.
ONE CALIFORNIA STREET • SAN FRANCISCO, CALIFORNIA 94111 • (415) 981-1314
City of San Rafael
June 17, 1991
Page 2
9. The City shall award the sale of the Bonds to the Underwriter at its Council meeting
of June 17, 1991.
10. The purchase price for the Bonds shall be ninety-eight percent (98%) of par, plus
accrued interest, if applicable. The purchase price shall be paid in frill upon delivery
of the Bonds to the Underwriter. Payment for the Bonds shall be made in
immediately available funds. The City shall be responsible for the costs of issuance
of the financing including bond and official statement printing, appraisal fee,-
registrar/paying agent fee, bond counsel fee, escrow agent fee and other
miscellaneous expenses.
11. The City has reviewed the Preliminary Official Statement dated June 12, 1991, deems
it "near final" for purposes of Rule 15c2-12 under the Securities Exchange Act of
1934, and has approved it for distribution by the Underwriter.
12. The City will deliver to the Underwriter at closing in forms suitable to the
Underwriter:
(a) The unqualified approving legal opinion of Sturgis Ness Brunsell & Sperry of
Emeryville, Bond Counsel. The legal opinion shall be printed on the Bonds at
no charge to us.
(b) A no -litigation certificate of the City.
(c) A certificate executed by ail authorized officer of the City stating that to the
best of his knowledge and belief the Official Statement does not contain any
untrue statement of a material fact or omit any statement or information
concerning the ILnprovement Project, the Assessment District, or the City
which is necessary to make such statements and information therein, in light of
the circumstances under which they were made, not misleading in any material
respect.
13. The obligations of the Underwriter to accept delivery of and pay for the Bonds on the
Closing Date shall be subject, at the option of the Underwriter to the following
additional conditions:
(A) At the Closing Date, the Resolution of Issuance 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
Underwriter, 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 Bond Counsel,
shall be necessary and appropriate;
(B) Between the date hereof and the Closing Date, the market price or
marketability of the Bonds at the initial offering prices shall not have been
materially adversely affected, in the judgment of the Underwriter (evidenced
by a written notice to the City terminating the obligation of the Underwriter to
accept delivery of and pay for the Bonds) by reason of any of the following:
City of San Rafael
June 17, 1991
Page 3
(a) Legislation enacted (or resolution passed) by the Congress of the United
States of America or a decision rendered by a court established under
Article III of the Constitution of the United States of America or by the
Tax Court of the United States of America, or an order, ruling, regulation
(final, temporary or proposed), press release or other form of notice
issued or made by or on behalf of the Treasury Department or the
Internal Revenue Service of the United States of America, with the
purpose or effect, directly or indirectly, of imposing federal income
taxation upon the interest as would be received by the owners of the
Bonds;
(b) Legislation enacted (or resolution passed) by the Congress of the United
States of America, or an order, decree or injunction issued by any court
of competent jurisdiction, or an order, ruling, regulation (final, temporary
or proposed), press release or other form of notice issued or made by or
on behalf of the Securities and Exchange Commission, or any other
goveirunental agency having jurisdiction of the subject matter, to the
effect that obligations of the general character of the Bonds, or the
Bonds, including any or all underlying arrangements, are not exempt
from registration under or other requirements of the Securities Act of
1933, as amended, or that the Resolution of Issuance is not exempt from
qualification under or other requirements of the Trust Indenture Act of
1939, as amended, or that the issuance, offering or sale of obligations of
the general character of the Bonds, or of the Bonds, including any or all
underwriting arrangements, as contemplated hereby or otherwise is or
would be in violation of the federal securities laws as amended and then
in effect;
(c) Any amendment to the Federal or California Constitution or action by
any Federal or California court, legislative body, regulatory body or
other authority materially adversely affecting the tax status of the City,
its property, income, securities (or interest thereon), validity or
enforceability of the reassessments; or
City of San Rafael
June 17, 1991
Page 4
(d) Any event occurring, of information becoming known which, in the
judgment of the Underwriter makes untrue or misleading in any material
respect any statement or information contained in the Official Statement.
Respectfully submitted,
STONE & YOUNGBERG
,n
By
Scott Clinton, Partner
APPROVED AND ACCEPTED
CITY OF SAN RAF�AEL
By:�-
_ "RANSOM E. C0LLMAN
Title: _J eds_urer
Date: June 17, 1991
KS:ssj
(WPP/083C)
:K4 my '-3 1
$3,365,000
The average interest rate is 7.431848%. The net interest cost including an underwriting discount
of 2.0% is 7.585308%.
CITY OF SAN RAFAEL LIMITED OBLIGATION REFUNDING BONDS
CIVIC CENTER NORTHGATE REFUNDING ASSESSMENT
DISTRICT
SERIES 1991-1
Initial
Public
Maturity
Date Principal
Interest
Offering
(Seotember 2) Amount
Rate
Price
1992
$ 45,000.00
5.25%
100%
1993
90,000.00
5.75%
100%
1994
95,000.00
6.00%
100%
1995
100,000.00
6.20%
100%
1996
110,000.00
6.40%
100%
1997
115,000.00
6.60%
100%
1998
125,000.00
6.80%
100%
1999
130,000.00
7.00%
100%
2000
140,000.00
7.10%
100%
2001
150,000.00
7.20%
100%
2002
160,000.00
7.30%
100%
2003
170,000.00
7.40%
100%
2004
185,000.00
7.50%
100%
2005
200,000.00
7.50%
100%
2006
215,000.00
7.55%
100%
2007
230,000.00
7.55%
100%
2008
245,000.00
7.60%
100%
2009
265,000.00
7.60%
100%
2010
285,000.00
7.60%
100%
2011
310,000.00
7.60%
100%
The average interest rate is 7.431848%. The net interest cost including an underwriting discount
of 2.0% is 7.585308%.