HomeMy WebLinkAboutResolution 45-93 RESOLUTION NO. 45-93
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
ATASCADERO, CALIFORNIA, PROVIDING FOR THE ISSUANCE
OF 1993-94 TAY AND RBVRNM ANTICIPATION NOTES
WHEREAS, in accordance with Article 7.6 of Chapter
4, Part 1, Division 2, Title 5 of the Government Code of the
State of California (the "Code") , entitled "Temporary
Borrowing," the City Council of the City of Atascadero
California (the "City Council") , intends to issue 1993-94 T
ax
and Revenue Anticipation Notes (the "Notes") of the City of
Atascadero,_.Cali'fornia (the "City") ,. in an aggregate principal
amount of not to exceed $3,500,000; and
WHEREAS, the City Council hereby finds and
determines that the City needs to borrow funds in an amount
not to exceed " 53.500.000 in fiscal year 1993-94 for
authorized purposes of the City and the City Council intends
to authorize for that purpose the issuance of, and offer for
sale, tax and revenue anticipation notes of the City in an
aggregate principal amount of not to exceed " $3.500.000 (the
"Notes") pursuant to the cited provisiosis of the Code; to be
applied for any purposes for which the City is authorized to
expend moneys; and
WHEREAS,. the Notes may bear interest not exceeding
twelve percent (12%) per annum, .as permitted by Section 53531
of the Code, notwithstanding Section 53584 of the Code, and
WHEREAS, the Notes will not be outstanding after the
period ending 13 months from the date on which the Notes ars
issued and will not be issued in an amount greater than the
maximum anticipated cumulative cash flow deficit of the► City
to be financed by the anticipated tax or other revenue source
for which such taxes or other revenues are anticipated and
during which such Notes are outstanding, all as provided in
Treasury Regulation 1.103-14(c) under the Internal Revenue
Code of 1954, aspamended (together with that Internal Revenue
Code of 1986, as amended, the "Tax Code') and
WHEREAS,. the City hereby designates its City
Treasurer (the "Treasurer0l tar serve as fiscal agent, pay
ing
agent and as agent for the City^ in: matters relating to then
Pledged.`, Revenuem (defined below) ; an(t
W88RRAS', Ban]c of America,. NTASA. (then "Underwriterv)-Q
has: submitted to, the City an offer to purchase all of said
Notew at a discount ta.be established prior to execution. of a
Resolution No. 45-93
Page 2
Contract of Purchase (the "Contract of Purchase") , and the
City Council desires to have the Underwriter purchase the
Notes on the terms to be stated therein;
NOW, THEREFORE, the City Council of the City of
Atascadero hereby resolves as follows:
Section 1. Authorization of Issuance of Notes;
Terms Thereof. Subject to the conditions set forth in
Section 6 below, the City Council hereby determines to, and
shall, issue an aggregate principal amount of not to exceed
,$3,500,000 of its 1993-94 Tax and Revenue Anticipation Notes
(the "Notes") ; .to be numbered from l consecutively upwards in
order of issuance; to be in the denominations of $5,000 or any
integral multiple thereof, as directed by the Underwriter; to
be dated the date of delivery thereof; . to mature (without
option of prior redemption) on the date and in the amounts
stated in the Notes, such maturity date to be no more than 364
days from the date of delivery thereof nor more than 13 months
after the date on which the Notes are issued; and to bear
interest, payable at maturity and computed on a 30-day
month/360-day year basis, at the rate determined at the time
of sale thereof to the Underwriter, but not in excess of
twelve percent (12%) per annum. Both the principal of and the
interest on the Notes shall be payable, but only upon
surrender thereof, in lawful money of tho United states of
America in accordance with the provisions of Section 2 hereof.
Section 2. Form of Notes. The Notes will be
delivered in book-entry-only form by appointing the Depository
Trust Company ("DTC") 55. Water Street, 19th Floor, Now York,
New York 10041, to act as securities depository for the Notes.
A single Note, substantially in the form of Exhibit A hereto,
representing all of the outstanding Notes, will be executed
and, on the day prior to closing, delivered to DTC. There
shall be printed on the reverse of, or attached to, each Note
the legal opinion of Buchalter, Nemer, Field & Younger
respecting than validity of the Notes and exclusion of the
interest thereon from: gross income for federal incomes tax
purposes and the exemption of such interest from State of
California► personal income taxes•. Up= closing,, the City
shall. notify DTC at: which time DTC (ia accordance with the
Letter of Representation& defined below) will credit the
accountof the Underwriter,- ands process the book-entry-
deliveries
ook-entrydeliveries$ to the accounts of the subsequent purchasers of
interests in the Notes- ' Thew single Note will be lodged with.
DTC` until maturity, of the Notes:. On the, dateP of maturity, of
ther Notes=, the Treasurer shall, remit- to DTC sufficient; funds;
topay all. outstanding principal.- and:: interest dues with. respect
to thw Notes-.,
Resolution No. 45-93 .
Page 3
The City Manager and the Treasurer are hereby
instructed to take all action necessary in order to qualify
the Notes with DTC for book-entry-only issuance, including
entering into a Letter of Representations with DTC (the
"Letter of Representations") setting forth the terms and
conditions of, and procedures for the book-entry-only form of
issuance and, with the assistance of the Underwriter, the
completion of and delivery to DTC's Underwriting Department of
the requisite Eligibility Questionnaire in the form required
by DTC not latex than ten (10) business days prior to closing.
DTC shall act as clearing agent with respect to the
payment of principal and interest on the Notes to the
subsequent purchasers thereof.
Section 3. Devosit of Note Vioceeds. The moneys
representing the proceeds of sale of the Notes shall be .
deposited into the City's general fund. Following such
deposit, said proceeds shall be withdrawn and expended by the
City for any lawful purpose for which the City is authorized
to expend moneys, including, but not limited to, current
expenses, capital expenditures and the discharge of any
obligation of indebtedness of the City.
Section 4. Payment of Notes.
(A) source of payment. The principal amount of the
Notes, together with the interest thereon, shall be payable
from taxes, income, revenue, cash receipts and other moneys
which ars received by the City during fiscal year 1993-94 and
which are available therefor. Pursuant to Section 53857 Qf'
the Code, the Notes shall be the general obligations of the
City, and to the extent the Notew are not paid from the
pledged. Revenues identified below, the Notes shall be paid
with interest thereon from any other moneys of the City
lawfully available therefor, as provided im this Resolution of
the City Council and otherwise by law.
(&) Fledged Revenues., As security for that payment
of principal of and interest on the Notes, by this Re801uti0V,-
they City!:~ hereby pledges: ars: amount equal to fifty percent (SO%)
of they principal amount: of-- they Notes from the first
unrestrictesb revenues: received by the City during than montes
ending April' 3T,, 1994;. an amount equal. to: thirty percent: (30-%Y
of they principal amount of the Notes from then first
unrestricte& revenues received by the City~ during the month:
ending May 31., 1994 and: am amount equal torl twenty percent--
(20%)
ercent(20%) of the principal., amount: of they Notes,. plus am amount
sufficient to pay interest~ ort: the Notes, from: the first
unrestricted revenues received by the-City in 'the month ending
June 30, 1994 (such pledged amounts being hereinafter called
Resolution No. 45-93
Page 4
the "Pledged Revenues") . The term "unrestricted revenues"
shall mean taxes, income, revenue, cash receipts and other
moneys of the City, as provided in Section 53856 of the Code,
which are intended as receipts for the general fund of the
City and which are generally available for the payment of
current expenses and other obligations of the City. There is
hereby established and created the special fund designated in
paragraph (C) below, to be maintained by the Treasurer in the
name and on behalf of the City, into which the Treasurer shall
promptly depos# all Pledged Revenues of the City when and as
received, without further permission of or instruction by the
City Council. ,From the dates of receipt by the Treasurer of
any Pledge& Revenues, the City shall have no right, title or
interest therein, and the Treasurer shall have the sole right
of withdrawal from the Repayment Fund hereinafter established
for the purposes described in this Resolution.
The principal of the Notes and the interest thereon
shall be a first lien and charge against and shall be payablf
from the first moneys received by the City constituting such
Pledged Revenues, as provided by law:
in the event there are insufficient unrestricted
revenues received by the City to permit the deposit into the
Repayment Fund (as hereinafter defined) of the City of the
full amount of Pledged Revenues required hereunder to be
deposited from unrestricted revenues in a given month, then
the amount of any deficiency shall be satisfied and made up
from the first additional moneys of the City received and
lawfully available for the repayment of the Notes and the
interest thereon.
(`C) Deposit of Pledged Revenues in Revavment Fund.
The Pledged Revenues: for the City shall be held by the
Treasurer in a special fund designated as the "City of
Atascadero, California,. 1993_94 Tax and Revenue Anticipation
Notes, Repayment Fund" (herein called the "Repayment Fuad*) ,
and applied as directed in this Resolution. Moneys placed ice.
the Repayment Fund shall be for then soler benefit of the
holders of they Notes,• anc't until the Notes and all interest
thereo=n area paid is full' or until provision has been made fov
the payment of the Notsm at maturity witlz interest to suclr
date, the} moneys in thea Repayment Fund. shall' be applied only
for the purposes for whciz the Repayment Fund: was; created--
(D),
reated(D)' Disbursement and Investment of Moneys IM
Repayment Fund. Frcmr the date this: Resolution takes effect..
all Pledged Revenues shall, when received, be deposited into.
the Repayment Fund. After such dater as the amount of the.
Pledged Revenues deposited in the Repayment Fund shall be-
sufficient to pay in full the principal of and interest on the
Resolution No. 45-93
Page 6
behalf of the City, to do any and all things and take any and
all actions and execute and deliver any and all certificates,
agreements and other documents, including but not limited to
those described in the Contract of Purchase, which may be
deemed necessary or advisable in order to consummate the
lawful issuance and delivery of the Notes in accordance with
this Resolution.
Section 8. Bond Counsel. The law firm of
Buchalter, ,Kamer, Fields & Younger, a Professional
Corporation, Los Angeles., California, is hereby appointed as
Bond Counsel for the issuance of the Notes.
Section 9. ARproval of Preliminary official
Statement and official Statement. The Underwriter is hereby
authorized to prepare a Preliminary and a Final official
Statement to be used in connection with the offering and sale
of the Notes and the City Manager is hereby authorized to
approve the official Statement, such approval to be
conclusively evidenced by his execution thereof for and on
behalf of the City.
Section 10. Rebate Macentioa. The City intends to
qualify under the "small governmental unit's exception of
Section 148(f) (4) (C) of the Tax Code to be exempt from the
rebate requirements of Section 149(f) (2) of the Tax Code, and,
therefore, the aggregate face amount of all tax-exempt
obligations (other than private activity bonds) issued by the
City (and all subordinate entities thereof) during the 1993>
calendar year, which is the calendar year in which the Notes
are issued, is not reasonably expected to exceed $5,000,000..'
Section 11. BaxS Qualification. Thar City Council
specifically finds, determines and declarea that the Notes are
designated to be "qualified tax-exempt obligations' for
purposes of Section 16S(b) (3) of the Tax Code. In, connection
with this designation, the City Council, hereby represents that
it intender to issue less than, $10,000,000in, tax-exert
obligations for calendar year 1993, including the Notes.
q
Resolution No. 45-93
Page 7
Section 12 . This Resolution shall take effect immediately
upon its adoption by the City Council, and the City Clerk shall
certify the vote adopting this resolution.
On motion by Councilperson Borgeson and seconded by
Councilperson Luna, the foregoing Resolution is hereby adopted in
its entirety on the following roll call vote:
AYES: Councilmembers Bewley, Borgeson, Kudlac, Luna and Mayor
Nimmo
NOES: None
ABSENT: None
ADOPTED: June 8, 1993
ATTEST: CITY OF ATASCADERO
' r
By:
LEE RABOIN, C ty Clerk ROBERT P. NIMMO, Mayor
APPROVED AS TO FORM:
—L.Ws. t
ARtHEk R. NMONT194DOR, City Attorney
_ Resolution No. 45-93
Exhibit A
Page 9
CITY OF ATASCADERO
COUNTY OF SAN LUIS OBISPO
STATE OF CALIFORNIA
1993-94 TAX AND REVENUE ANTICIPATION NOTE
Dated Date: Maturity Date:
July _, 1993 July _, 1994
Principal Amount:
i
CUSIP:
FOR VALUE RECEIVED, the City of Atascadero, San Luis:
Obispo County, California ("City") , acknowledges itself
indebted to and promises to pay to CEDE & CO., or registered
assigns, at the office of the Treasurer of the City the
principal sum of I DOLLARS
($ ) , in lawful money of the United States of America,
on July _, 1994, together with interest thereon at the rate
of percent ( %) per annum computed on a 30-day
month/36O-day year basis, in lawful money of the United States
of America from the date hereof until payment in full of said
principal sum. Both the principal of and interest on this
note shall be payabloi only upon surrender of this note at the
office of the Treasurer of the City as the note shall fall
dues provided, however, that 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 is one of an authorized issue of notes in the aggregate
principal amount of dollars ($ ) ,
all of like date, tenor and effect, made, executedandgiven
pursuant to and by authority of a resolution duly passed and
adopted on , 1993, by the City Council of the City
of Ftascadero, under and by authority of Article 7.6
(commencing with. Section 53550)- of Chapter 4,,: Part 1,:
Divisions Z � Title 5, Californias Government Cod&,4 and that a 1Z
acts, conditions tinct things required: to exist,. happen an&, be
performed precedent: to and in this issuance of* thin notes have
existed',, happened and been performed in regular an& dues time,
form. and manner: as required by law,, and' that this note,,
together with all" other indebtedness; and obli`gatione of they
City, does= not exceed any limit prescribed by the Constitution
or laws: of thew State of California.
Resolution No. 45-93
Exhibit A
Page 2
The principal amount of the notes, together with the
interest thereon, shall be payable from taxes, income,
revenue, cash receipts and other moneys which are received by
the City during fiscal year 1993-94. As security for the
payment of the principal of and interest on the notes, the
City has pledged an amount equal to fifty percent (50%) of the
principal amount of the Notes from the first unrestricted
revenues received by the City in the month ending April 30,
1994; an amount equal to thirty percent (30%) of the principal
amount of the notes from the first unrestricted revenues
received by" th& City in the month ending May 31, 1994; and an
amount equal to twenty percent (30%) of the principal amount
of the notes plus an amount sufficient to pay interest on the
notes, from the first unrestricted revenues of the City .to be
received in the month ending June 30,1994 (such pledged
amounts being hereinafter called the •Pledged Revenues") , and.
the principal of the notes and the interest thereon shall be
payable from the Pledged Revenues, and to the extent not so
paid shall be paid from any other moneys of the City lawfully
available therefor.
Unless this note is presented by an authorized
representative of DTC to the City or its agent for
registration of transfer, exchange or payment, any Note issued
will be registered in the name of Cede &.Co. or such other
name as requested by an authorized representative of DTC and
any payment is made to Cede & Co., ANY TRANSFER, PLBDGZ OR
Resolution No. 45-93
- , Exhibit A
Page 3
OTHER USE HEREOF FOR VALVE OR OTHERWISE BY OR TO ANY PERSON IS
WRONGFUL SINCE THE REGISTERED OWNER HEREOF, CEDE & Co. , HAS AN
INTEREST HEREIN.
IN WITNESS WHEREOF, the City Manager and the City
Treasurer of the City of Atascadero, California, have executed
this note and have caused it to be countersigned by the City
Clerk, which signatures may be facsimile signatures, except
that one of such signatures shall be manual, and have caused %
facsimile of its official seal to be printed hereon as of this
day ;of July, 1993.
By
City Manager
By
City Treasurer
[SEAL]
Countersigned:
By
City Clerk