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HomeMy WebLinkAboutResolution 35-94 RESOLUTION NO. '9d__ RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ATASCADERO, PROVIDING FOR THE ISSUANCE AND SALE OF ITS 1994-95 TAX AND REVENUE ANTICIPATION NOTES IN AN AMOUNT NOT TO EXCEED $5,000,000, APPROVING AN OFFICIAL STATEMENT AND A CONTRACT OF PURCHASE, PLEDGING REVENUES AND ENTERING INTO CERTAIN TAX COVENANTS IN CONNECTION WITH SUCH NOTES WHEREAS, in order for the City of Atascadero, California (the "City") to meet obligations to be lawfully incurred within the fiscal year 1994-95 prior to the receipt of income for that same fiscal year, it is necessary to temporarily borrow funds in an amount not to exceed Five Million Dollars ($5,000,000) WHEREAS, the City may borrow for such purposes, such indebtedness to be represented by tax and revenue anticipation notes issued pursuant to Article 7.6, Chapter 4, Part 1, Division 2, Title 5 of the Government Code of the State of California (the "Act") : WHEREAS, pursuant to the Act, the governing board of a city may issue such notes in the name and on behalf of such city; WHEREAS, the City Council of the City (the "City Council") has determined that, in order to sell the Notes at the most advantageous rates, it is necessary to pledge funds of the City to secure payment of the Notes and to make certain findings, designations and covenants; WHEREAS, it is necessary to provide for the payment of the Notes and the interest thereon; and WHEREAS, a form of Official Statement has been, presented to this City Council relating to the issuance and sale of the Notes; NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Atascadero, California as follows Section 1 This City Council finds that it is necessary to issue negotiable notes (the "Notes") in an amount not to exceed Five Million Dollars ($5,000,000) for the purposes set forth in Section 53852 of the Act. Section 2 . The City Council hereby finds and determines that the aggregate principal amount of the Notes, together with interest thereon at any rate not to exceed twelve percent (12%) per annum, does not exceed eighty-five percent (85%) of the estimated amount of the now uncollected LA""0 00100 LA26863.2 1 04/243/94 4:ssp," Resolution No. 35-94 Page 2 taxes, income, revenue, cash receipts and other moneys to be received by the City during Fiscal Year 1994-95 which will be available for the payment of said Notes and the interest thereon. Section 3 . Negotiable Notes in the name of the City in the aggregate principal amount not to exceed Five Million Dollars ($5,000,000) shall be issued for any purposes for which the City is authorized to expend moneys, under and subject to the terms of this Resolution and in accordance with the provisions of the Act Such borrowed funds shall be deposited with the Treasurer of the City of Atascadero (the "Treasurer") to the credit of the City, and used by the City for such current general fund expenditures as ars deemed appropriate by the City Council and for which the City is authorized to expend funds, in accordance with Sections 53850 through 53858 of the Act, and for such uses as are permissible under applicable requirements of the internal Revenue Code of 1986, as amended (the "Code") and regulations pertaining thereto (the "Treasury Regulations") . ;section 4. The Notes shall be dated as of the date of delivery thereof, shall be in the denominations of Five Thousand Dollars ($5,000) or any integral multiple thereof, as specified by the successful bidder or bidders for such Notes and as hereafter provided; shall be issued in book-entry-only form; shall be issued in the denominations of $5,000 or integral multiples thereof as permitted by Section S38S4 of the Code; shall be issued in the name of Cede & Co., as nominee of The Depository Trust Company, New York, New York ("DTC") , as registered owner of the Notes, and immobilized in the custody of DTC; and shall be numbered from 1 consecutively upward in the order of their issuance. The Notes shall be designated "City of Atascadero 1994-9S Tax and Revenue Anticipation Notes.'" Section 5. The Notes shall all mature on July 5, 1995. The Notes shall bear interest at such _rate or rates, not exceeding twelve percent (12'x) per annum, as may be fixed by this City Council at the sale thereof. Such interest shall be payable at the maturity date of the Notes and shall be computed on a 30-day month, 360-day basis. Section 6. In order to provide for the timely payment of principal of and interest on the Notes, ;the City hereby appoints Bank of America National Trust and Savings Association, Los Angeles, California, as Paying Agent (the "Paying Agent") ectignn 7. The Notes will be issued on book-entry-only form by appointing DTC, SS Water Street, 19th Floor, New York, New York 10041, to act as securities depository for the Notes. On the day of the closing, the Notes in the form of a single typewritten note, substantially LA 00100 LAXWs "/%4a5PM 2 Resolution No. 35-94 Page 3 in the form set forth in Section la below, will be delivered to the original purchaser of the Notes (the "Original Purchaser") for delivery to DTC. Upon closing, the City shall notify DTC, at which time DTC (in accordance with the Letter of Representations defined below) will credit the account of the Original Purchaser and process the book-entry deliveries to the accounts of the subsequent purchasers of beneficial interests in the Notes. The Notes will be lodged with DTC until maturity of the Notes. Section 8. On or before the date the principal of and interest on the Notes is to be paid, the Paying Agent shall transfer immediately available funds to DTC as the registered owner of the Notes, in the amount of the principal of and interest due on the Notes at maturity; provided, however, that the Paying Agent shall not be required to transfer funds pursuant to this Section in excess of the funds on deposit in the Repayment Fund, and all other income, revenue, cash receipts and moneys of the City lawfully available therefor. DTC shall then cause all of the interest on all of the Notes and all (or a pro rata portion) of the principal of the Notes to be paid to the subsequent purchasers of beneficial interests in the Notes from the funds so transferred. Section 9 Both the principal and interest; on the Notes shall be payable in lawful money of the United States of America by wire transfer of the Paying Agent to DTC as the registered owner of the Notes. Section 10, The Notes, together with the interest thereon, are payable only out of taxes, revenue, cash receipts and other moneys of the City attributable to Fiscal Year 1994-95 and lawfully available therefor. The Notes and the interest thereon shall be secured by_a pledge of and first lien and charge against moneys to be received by the City W in an amount equal to fifty percent (50%) of the principal amount of the Notes from the first unrestricted revenues received by the City in April, 1995; and (b) in an amount equal to fifty percent (50%) of the principal amount of the Notes (plus an amount sufficient to pay interest on the Notes) from the first unrestricted revenues received by the City in May, 1995 (collectively, the "Pledged Revenues") . The Notes and interest thereon are a first lien and charge against and are payable from the first moneys to be received by the City from such Pledged Revenues, and from all other income, revenue, cash receipts and moneys of the City lawfully available for the payment of the Notes and the interest thereon. 32ction 11. The City Council does hereby establish and create a special account, designated the "City of Atascadero Repayment Fund" (the "Repayment Fund") , to be maintained by the Paying Agent in the name and on behalf of t.A"M 00100 LA200.2 3 OSNN%MO Resolution No. 35-95 Page 4 the City, into which the City shall deposit all Pledged Revenues promptly at the time of distribution thereof, which the Paying Agent shall hold for the benefit of the registered owners of the Notes. Moneys shall be withdrawn from said account for the sole purpose of paying the principal of and the interest on the Notes as the same shall become due and payable; provided that any moneys in excess of the amount required to pay the principal of and the interest on the Notes as the same shall become due and payable may be withdrawn by the City at any time for any lawful purposes of the City, and may be invested in legal investments of the City; and provided further, however, that such investments mature prior to the maturity date of the Notes. Section 12 . The Notes shall not be subject to call or redemption before their fixed maturity date. Section 13. The Notes shall be issued without coupons and shall be in substantially the following form, the blanks in said form to be filled in with appropriate words or numbers as may be fixed by the officer named in Section 17 hereof upon the sale thereof: STATE OF CALIFORNIA COUNTY OF SAN LUIS OBISPO CITY OF ATASCADERO 1994-95 TAX AND REVENUE ANTICIPATION NOTE ' No. R-1 July 1994 CUSIP: Principal Amount: $ FOR VALUE RECEIVED, the City of Atascadero, California, a municipal corporation and general law city of the State of California (thee "City") promises to pay to CEDE & CO. , on July 5, 1995, the principal sum of DOLLARS ($ ) in lawful money of the United States of America, with interest thereon at the rate of percent O per annum from the date hereof and payable on maturity. Interest shall be computed on a 30-day month and a 360-day year basis. Both the principal of and the interest on this Noteshallbe payable by wire transfer as the same shall become due by Bank of America National Trust and Savings Association, Los Angeles, California (the "Paying Agent") ; provided, however, that no intertest shall be payable for any period after maturity during which the registered owner hereof fails properly to present this Note for payment. This Note is part of an issue of [ 3 Million Dollars ($ ) aggregate principal amount of Notes (the "Notes") issued by the City Council of the City of Atascadero, State of California (the "City Council") , in the LA 99!80 00180 L426843s 0V2W%4:s5p® 4 Resolution No. 35-94 Page 5 name and on behalf of the City, under and in accordance with the provisions of Article 7.6 of Chapter 4 of Part 1 of Division 2 of Title 5 of the California Government Code (constituting Sections 53850-53858, inclusive, of said Code) , and a Resolution duly adopted by the City Council on May 10, 1994. This Note and the interest hereon are secured by a pledge of and first lien and charge against moneys to be received by the City from: (a) an amount equal to fifty percent (50%) of the principal amount of the Notes from: the first unrestricted revenues received by the City in April, 1995; and (b) an amount equal to fifty percent (50%) of the principal amount of the Notes (plus an amount sufficient to pay interest on the Notes) from the first unrestricted revenues received by the City in May, 1995 (collectively, the "Pledged Revenues") . This Note and the interest hereon shall be payable from said pledged moneys and from all other income, revenue, cash receipts and moneys of the City lawfully available for the payment of this Note and the interest hereon. Unless this Note is presented by an authorized representative of The Depositary Trust Company to the issuer or its agent for registration of transfer, exchange or payment, and any Note issued is registered in the name of Cede & Co. or such other name as requested by authorized representative of The Depository Trust Company and any payment is made to Cede & Co., ANY TRANSFER, PLEDGE OR OTHER USX HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL since the registered owner hereof, Cede & Co. has an interest herein. IT IS HERESY CERTIFIED, RECITED AND DECLARED that the Notes are issued in conformity with the laws of the State of California and the proceedings of the City Council, and that all acts, conditions and things required to exist, happen and be perforated precedent to and in the issuance of the Notes have existed, happened and been performed in regular and due time, form and manner as required by law, and that the Notes, LA 99980 0010 LA26M.2 04129/94 4:35@m 5 Resolution No. 35-94 Page 6 together with all other indebtedness and obligations of the City, do not exceed any limit prescribed by the Constitution and statutes of the State of California. IN WITNESS WHEREOF, the City has caused this Note to be executed by its City Treasurer, and countersigned by its Clerk by their manual or facsimile signatures and has caused this Note to be dated July _, 1994. THE CITY OF ATASCADERO, CALIFORNIA /s/ City Treasurer Countersigned: /s( Clerk of the City Council Section 14 The Treasurer of the City is hereby authorized and directed to sign each of the Notes and the Clerk of the City is hereby authorized and directed to countersign each of the Notes. One of such signatures may be printed, lithographed or engraved by facsimile signature, but at least one of such signatures shall be manual. Such signing, countersigning and sealing as herein provided shall be sufficient and binding execution of the Notes in the name and on behalf of the City. A signed opinion of Bond Counsel to the City, LeBoeuf, Lamb, Greene & MacRae, shall be attached to each Note. Section 15. In order for the interest on the Notes to remain excluded from gross income for federaltaxation purposes, the City covenants to comply with each applicable requirement of the Code, and, without limiting the generality of the foregoing, specifically covenants: (a) That it shall file such reports or other documents with the Internal Revenue Service as is required by the Code and the Treasury Regulations; and (b) That it will invest none of the gross proceeds of the Notes in investments which are deemed to be "federally guaranteed" within the meaning of Section 149 (b) of the Code. The Treasurer is authorized and directed to file such reports or other documents with the Internal Revenue Service, including, but ,not limited to, the appropriate form in the 8038 series, and to do all other things necessary or appropriate to ensure compliance with these covenants. > LA 99980 00100 LA26863.2 04/29/94 4:55pm Resolution No. 35-95 Page 7 Section 16. professional Services. In order to permit the City to issue and sell the Notes authorized herein, the City Council hereby authorizes the hiring of professionals by the Treasurer, namely BA Securities, as 'Underwriter (the "Underwriter") and LeBoeuf, Lamb, Greene & MacRae, as Bond Counsel ("Bond Counsel") , on such terms and subject to such conditions as may be established by the Treasurer in letter agreements with such professionals. Section 17. Offic al Statement. The Official Statement respecting the Notes and the security therefor presented to this City Council for approval is hereby approved in substantially the form submitted, with such additions, changes or corrections as the Treasurer shall determine are necessary in order to make such Official Statement true and correct in all material respects at the time such Official Statement is to be used in connection with the sale of the Notes and which shall be in compliance with Rule 15c2-12 of the Securities and Exchange Commission under the Securities Exchange Act of 1934, as amended (the "Rule") . The City Council hereby directs the Clerk of the City to file said Official Statement with the minutes of this meeting. Section 18. Approval of Coptract of Pur=. The Treasurer is hereby authorized to execute and deliver a Contract of Purchase, in the form attached to this Resolution as Exhibit A, on such terms as the Treasurer may approve, such approval to be conclusively evidenced by his execution and delivery thereof; provided, however, that the maximum effective interest rate on the Notes shall not exceed 8.0% per annum and the discount which the Treasurer may approve shall not exceed 2.0% of the par amount of the Notes The Treasurer is further authorized to determine the maximum principal amount of Notes to be specified in the Contract of Purchase for sale by the City, not to exceed five million dollars ($5,000,000) , and to enter into and execute the Contract of Purchase with the Underwriter, if the conditions set forth in this Resolution are satisfied. If, for any reason, the Treasurer shall be unavailable to execute the Contract of Purchase or the Official Statement described in Section 15 hereof, it shall be sufficient for the purposes of this Resolution if the City Manager of the City shall execute either or both of said documents in his stead and with the same effect. LA neo Sono®tis ? G&W/%asses Resolution No. 35-94 Page 8 Section 19, This Resolution shall take effect immediately upon its adoption. PASSED and ADOPTED this 24th day of May, 1994. Mayor ]1TTEST Clerk o . the City Council LA 0108 zAWas 04f29/%4:551m Resolution No. 35-94 Page 9 I, Lee Price Clerk of the City Council of the City of Atascadero, California, do hereby certify that the above and foregoing Resolution was adopted duly and regularly at a regular meeting of the City Council held on the 24thday of May, 1994, by the following vote: AYES: CITY COUNCIL MEMBERS: Bewley, Borgeson, Highland, Luna and Mayor Nimmo NOES: CITY COUNCIL MEMBERS: None ABSENT: CITY COUNCIL MEMBERS: None ABSTAINED: CITY COUNCIL MEMBERS: None IN WITNESS WHEREOF, I have hereunto set my hand at Atascadero, California this day of May.—, )1994. Clerk of the City Council of the City of Atascadero LA MOD .2