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Home My WebLink AboutCity Council Resolution 2473.14 RESOLUTION NO. 2473.14 RESOLUTION ORDERING SALE OF BONDS VILLAGE PARKING DISTRICT NO. 3 The City Council of the City of Saratoga resolves: The City Council accepts the offer of Wulff~ Hansen&Co. (attached to this resolution and by reference incorporated in it) to purchase all of the improvement bonds to be issued in Village Parking District No. 3. The City Council directs the sale and delivery of the bonds to the offeror in accordance with the terms and conditions stated in the offer. The above and foregoing resolution was passed and adopted at a regular meeting of the Saratoga City Council held on the 21st day of September, 1988, by the following vote: AYES: Counci~rs Clevenger, ~byles, Peterson, StutzmanandMayorAnderson NOES: None ABSENT: None Mayor ATTEST: Deputy Cit~/~erk WUL , & Co. irSTABLISFn(O 1931 INVESTI~ENT BANKERS 20l SANSOME STREET~ 7tH FLOOR SAN FRANCISCO 94104 [415] 4a1-8900 September 19, 1988 The Members of the Council City of Saratoga Saratoga, California 95070 Re: Village Parking District No. 3 Dear Members of the Counsel: Wulff, Hansen & Co., as managing underwriter (the "Underwriter"), hereby offers to purchase all, but not less than all, Bonds to be offered by the The City Council (the "Council") pursuant to the provisions of the Improvement Bond Act of 1915 of the State of California (after proceedings under the Municipal Improvement Act of 1913 ) to represent the assessments levied against parcels in the Village Parking District No. 3. We make this offer under the following terms and conditions: Amount of Bonds: Not to exceed $1,866,666.00 Form of Bonds: Registered bonds to be issued serially. Bond denominations of $5,000 to $100,000, with the odd lot bond in the first maturity. Interest Rates: 1990 6.20% 1998 7.40% 1991 6.40% 1999 7.50% 1992 6.60% 2000 7.60% 1993 6.80% 2001 7.70% 1994 7.00% 2002 7.75% 1995 7.10% 2003 7.80% 1996 7.20% 2004 7.80% 1997 7.30% Price: 98.00% of par value plus accrued interest. Term: 15 years. Average Interest Cost: 7.543% Net Interest Cost: 7.734493% The Members of the Council The City of Saratoga September 19, 1988 Page Two First Interest Payment and Approximate Maturity Schedule: The first interest payment on the Bonds shall be March 2, 1990, with principal payments commencing September 2, 1990, and annually thereafter as specified below: 1990 $ 1,666.00 1998 $135,000 00 1991 $ 85,000.00 1999 $140,000 00 1992 $ 90,000.00 2000 $150,000 00 1993 $ 95,000.00 2001 $160,000 00 1994 $100,000.00 20D2 $175,000 00 1995 $110,009.00 2003 $185,000 00 1996 $115,000.00 2004 $200,000.00 1997 $125,000.00 Date of Bonds and Delivery Date: Approximately OcZober 12, 1988. Foreclosure Clause: The City shall covenant to commence judicial foreclosure of delinquent assessments within 150 days of any delinquency. Reserve Fund: The City shall establish from the proceeds of the Bonds a reserve fund equal to 8% of the principal amount of the Bonds. In our view, it is reasonably. required for this issue, and vital to the marketing of the Bonds, that proceeds from the investment of monies in said reserve fund should be retained in said fund until the amount in said fund equals the maximum annual amount allowed by law. Redemption Premium: 3% of unmatured principal. Paying Agent/Registrar: Bank of America National Trust and Savings Association, San Francisco, California. No Litigation: A no litigation certificate of the City shall accompany the Bonds at delivery. The Members of the Council Th~ City of Saratoga September 19, 1988 Page Three Legal Opinion: The opinion of Sturgis, Ness, Brunsell & Sperry, Emeryville, California, without qualification and without expense to us to be printed on the Bonds. Conditions Precedent: 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) The Resolution providing for the issuance of the Bonds and all other resolutions and applicable agreements shall be in full force and effect, and shall not have been amended, modified or supplemented except as may have been agreed 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 Sturgis, Ness, Brunsell & Sperry, Emeryville, California, Bond Council for Ehe City, shall be necessary and appropriate; (b) Between the date hereof and the closing date, the market price or markeZability of the Bonds at the initial offering prices set forth in the Offering Statement 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: The Members of the Council The City of Saratoga September 19, 1988 Page Four (1) Legislation enacted (or resolution passed) by the Congress of the United StaZes 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 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 inZerest as would be received by the owners of the Bonds; (2) 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 governmental 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 The Members of the Council The,City of SaraZoga September 19, 1988 Page Five 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 ofthe Bonds, including' any or all underwriting arrangements, as contemplated hereby or by the Offering Statement or otherwise is or would be in violation of the federal securities laws as amended and then in effect; (3) 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 assessments or the ability of the City to construct or acquire the improvements as contemplated by the Resolution and the Offering Statement; or (4) Any event occurring, or information becoming known which, in the judgment of the Underwriter makes untrue or misleading in any ma%erial respect any statement or information contained in the Offering Statement concerning the City, the improvement project, the landowners, or the property assessed. The Members of the Council Th~ City of Saratoga September 19, 1988 Page Six City Covenant: The City shall covenant to take any action within its powers to maintain the tax-exempt status of the Bonds. Place of Delivery: To be mutually determined. Time of Delivery: Not later than 48 hours after the City notifies the undersigned that the Bonds are ready for delivery. If the subject Bonds are not delivered by 5:00 p.m. on the third day after the aforementioned delivery date, Wulff, Hansen & Co. reserves the right to renegotiate the price and/or the rate of interest. Expiration: This offer expires midnight, September 21, 1988. Very truly yours, WULFF, HANSEN & CO. , Xx .. ,7.../,2 J-Paul Dumont Senior Vice President J-PD/bjg I)ATF F'R i NC .'ll FY..~L CDLJP[]N I N'T'EF:~EST PER I []1.> '~'EFFAL. F 9/ 2/9'0 I, 6&.6. O0 6. 200C:'00 ,~::,8, S'8C~. 4.0 '70 .,, ./:'>,:~-L,. 40 3 / 2 f 9 :L 68 .. '::~ 2 I3.7 ,[!5 ,.S 8 .,, S:' 2 Ei ,. '75 '=// 2t'~?J.. 85,000. 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