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HomeMy WebLinkAbout1990-02-08 - Resolution No. 90-04YORBA LINDA WATER DISTRICT RESOLUTION NO. 90-04 RESOLUTION OF THE BOARD OF DIRECTORS OF THE YORBA LINDA WATER DISTRICT DECLARING ITS INTENTION TO SELL BONDS OF SAID DISTRICT FOR IMPROVEMENT DISTRICT NO. 2 IN THE AMOUNT OF $6,000,000, FIXING THE TIME AND PLACE FOR TAKING BIDS AND DIRECTING PUBLICATION OF NOTICE INVITING BIDS WHEREAS, this Board of Directors deems it proper and the necessity therefor appears that bids be invited for bonds of YORBA LINDA WATER DISTRICT FOR IMPROVEMENT DISTRICT NO. 2 in the amount of $6,000,000, and that if bids are satisfactory, said bonds be sold in the manner and at the time and place hereinafter set forth; NOW, THEREFORE, the Board of Directors of YORBA LINDA WATER DISTRICT DOES HEREBY RESOLVE, DETERMINE AND ORDER as follows: SECTION 1. That sealed proposals for the purchase of bonds of said District for Improvement District No. 2 in the amount of $6,000,000 be received by this Board of Directors at Seidler-Fitzgerald Public Finance, Los Angeles, California on March 8, 1990, up to the hour of 9:00 A.M., and if no satisfactory bids are received on said date, bids will be received on March 22, 1990 at the same time and place. SECTION 2. That the Secretary of this Board is hereby authorized and directed to publish a notice inviting such sealed proposals by one insertion in The Bond Buyer, a newspaper of general circulation, circulated within the State, said publication to be at least fifteen (15) days prior to the date of opening bids stated in said notice and shall be substantially as follows: 02/08/90 8056n/2608/01 -2- NOTICE OF SALE $6,000,000 GENERAL OBLIGATION BONDS OF YORBA LINDA WATER DISTRICT ORANGE COUNTY, CALIFORNIA FOR IMPROVEMENT DISTRICT NO. 2 1979 WATER BONDS, SERIES C Sealed proposals will be received up to 9:00 o'clock A.M., Thursday, March 8, 1990 at Seidler-Fitzgerald Public Finance, 515 South Figueroa Street, Los Angeles, California 90071-3396, for the purchase of $6,000,000 general obligation bonds of YORBA LINDA WATER DISTRICT for Improvement District No. 2 1979 Water Bonds, Series C: If a satisfactory bid is not received on said date, bids will be received on March 22, 1990 at the same time and place. The principal of and the interest on the bonds will be paid from ad valorem taxes to be levied on all taxable property within Improvement District No. 2, without limitation of rate or amount, except to the extent said principal and interest may be paid from revenues of said Improvement District as permitted or required by law. The bonds will mature serially on May 1 of each of the years 1992 to and including 2010 as provided in the Resolution of Issuance. Interest will be paid on May 1, 1991 and semiannually thereafter on November 1 and May 1 of each year. The legal opinion of Stradling, Yocca, Carlson & Rauth, a Professional Corporation, Newport Beach, California will be furnished to the successful bidder. Further information may be obtained from Seidler-Fitzgerald at the above address, telephone number (213) 624-4232. /s/ William Workman Secretary 02/08/90 8056n/2608/01 -3- SECTION 3. That the Secretary of this Board is hereby authorized and directed to cause to be furnished to prospective bidders copies of a notice inviting proposals, the bid form and the preliminary official statement relating to the properties, operations and finances of said District and Improvement District No. 2 thereof; but the failure, in whole or in part, to comply with this section shall not in any manner affect the validity of the sale of said bonds. That said notice and bid form shall be substantially as follows: 02/08/90 8056n/2608/01 -4- NOTICE INVITING BIDS ON $6,000,000 GENERAL OBLIGATION BONDS OF YORBA LINDA WATER DISTRICT FOR IMPROVEMENT DISTRICT NO. 2 1979 WATER BONDS, SERIES C (BANK QUALIFIED) NOTICE IS HEREBY GIVEN that sealed proposals for the purchase of $6,000,000 par value general obligation bonds of YORBA LINDA WATER DISTRICT FOR IMPROVEMENT DISTRICT NO. 2 1979 WATER BONDS, SERIES C of Orange County, California, will be received by the Board of Directors of said District at the place and up to the time below specified: TIME: 9:00 A.M. Thursday, March 8, 1990 PLACE: SEIDLER-FITZGERALD PUBLIC FINANCE 515 South Figueroa Street Los Angeles, California 90071-3396 MAILED BIDS: YORBA LINDA WATER DISTRICT c/o SEIDLER-FITZGERALD PUBLIC FINANCE (at the above address) If a satisfactory bid is not received on said date, bids will be received on March 22, 1990 at the same time and place. OPENING OF BIDS: The bids will be received and opened at 9:00 A.M. on March 8, 1990, and reported to the Board of Directors of the District at its meeting later the same day. ISSUE: $6,000,000 designated Bonds of YORBA LINDA WATER DISTRICT FOR IMPROVEMENT DISTRICT NO. 2 1979 WATER BONDS, SERIES C, shall be all in the denomination of $5,000 each or any whole multiple thereof. MATURITIES: The bonds numerical order on May 1 in the years as follows: Years Inclusive Principal Amount 1992 1993 1994 1995 1996 1997 1998 1999 2000 2001 $145,000 155,000 170,000 180,000 195,000 215,000 230,000 250,000 270,000 290,000 will mature in consecutive amounts for each of the several Years Inclusive Principal Amount 2002 2003 2004 2005 2006 2007 2008 2009 2010 $310,000 335,000 365,000 395,000 425,000 460,000 495,000 535,000 580,000 02/08/90 8056n/2608/01 -5- INTEREST: The bonds shall bear interest at a rate or rates to be fixed upon the sale thereof but not to exceed 12% per annum, payable on May 1, 1991 and semiannually thereafter on November 1 and May 1. PAYMENT: Said bonds will be payable in lawful money of the United States of America at the Principal Corporate Trust Office of BANK OF AMERICA NATIONAL TRUST AND SAVINGS ASSOCIATION in San Francisco, California. Interest on the bonds will be paid by check or draft mailed to the registered owner. REGISTRATION: The bonds will be fully registrable and may be discharged from registration in accordance with the provision in the resolution providing for the issuance of the bonds. REDEMPTION: Bonds maturing on or before May 1, 2000 are not subject to call and optional redemption prior to maturity.. Bonds maturing on or after May 1, 2001 are subject to call and optional redemption prior to their respective stated maturities, at the option of the District, in whole, or in part from the proceeds of any source of available funds, in inverse order of maturity, and by lot within any such maturity if less than all of the Bonds of such maturity are to be redeemed, on any interest payment date on or after May 1, 2000, at the respective redemption prices (expressed as percentages of the principal amount of the Bonds to be redeemed) set forth below, in each case together with accrued interest to the redemption date: REDEMPTION DATES REDEMPTION PRICES May 1, 2000 and November 1, 2000 102 % May 1, 2001 and November 1, 2001 101- 1/2% May 1, 2002 and November 1, -2002 101 % May 1, 2003 and November 1, 2003 100- 1/2% May 1, 2004 and thereafter 100 % SECURITY: The principal of and the interest on the bonds will be paid from ad valorem taxes to be levied on all taxable property within Improvement District No. 2, without limitation of rate or amount, except to the extent said principal and interest may be paid from revenues of said Improvement District as permitted or required by law. INTEREST RATE: The maximum rate bid annum. Each rate bid must be a multiple one percent (1/20%) or one-eighth of one combination thereof. No bond shall bear rate, and all bonds of the same maturity rate. Each bond must bear interest at tl may not exceed 12% per of one-twentieth of percent (1/8%) or any more than one interest shall bear the same ae rate specified in 02/08/90 8056n/2608/01 -6- the bid from its date to its fixed maturity date. The rate on any maturity or group of maturities shall not be more than 3% higher than the interest rate on any other maturity or group of maturities. AWARD: The bonds shall be sold for cash only. All bids must be for not less than all of the bonds hereby offered for sale and each bid shall state that the bidder offers accrued interest to the date of delivery; the purchase price, which. must be par or may be par with a premium, and the interest rate or rates not to exceed those specified herein, at which the bidder offers to buy said bonds. Each bidder shall state in its bid the total net interest cost in dollars and the average net interest rate determined thereby, which shall be considered informative only and not a part of the bid. HIGHEST BIDDER: The bonds will be awarded to the highest responsible bidder or bidders considering the interest rate or rates specified and the premium offered, if any. Subject to the foregoing condition, the highest bid will be determined by deducting the amount of the premium bid (if any) from the total amount of interest which the District would be required to pay from the date of the bonds to the respective maturity dates thereof at the rate or rates specified in the bid, and the award will be made on the basis of the lowest net interest cost to the District. The purchaser must pay accrued interest from the date of the bonds to the date of delivery, computed on a 360-day year basis. The cost of printing the bonds will be borne by the District. RIGHT OF REJECTION: The District reserves the right, in its discretion, to reject any and all bids and to the extent not prohibited by law to waive any irregularity or informality in any bid. PROMPT AWARD: The District will take action awarding the bonds or rejecting all bids not later than twenty-six (26) hours after the time herein prescribed for the receipt of proposals; provided that the award may be made after the expiration of the specified time if the bidder shall not have given to said Board notice in writing of the withdrawal of such proposal. PLACE OF DELIVERY: Delivery of said bonds will be made to the successful bidder at Stradling, Yocca, Carlson & Rauth, Newport Beach, California or, at the option of the successful bidder, at such other place as may be agreed upon by the District and the purchaser. PROMPT DELIVERY: CANCELLATION FOR LATE DELIVERY: It is expected that said bonds will be delivered to the successful bidder within 30 days from the date of sale thereof. The successful bidder shall have the right, at its option, to 02/08/90 8056n/2608/01 -7- cancel the contract of purchase if the District shall fail to execute the bonds and tender them for delivery within 60 days from the date herein fixed for the receipt of bids, and in such event the successful bidder shall be entitled to the return of the check accompanying his/her bid. FORM OF BID: Each bid, together with the bid check must be in a sealed envelope, addressed to the District with the envelope and bid clearly marked "PROPOSAL FOR YORBA LINDA WATER DISTRICT FOR IMPROVEMENT DISTRICT NO. 2 1979 WATER BONDS, SERIES C".' BID CHECK: A certified or cashier's check on a responsible bank or trust company in the amount of $60,000 payable to the order of the District must accompany each proposal as a guaranty that the bidder, if successful, will accept and pay for said bonds in accordance with the terms of his/her bid. The check accompanying any accepted proposal shall be applied on the purchase price or, if such proposal is accepted but not performed, unless such failure of performance shall be caused by any act or omission of the District, shall then be cashed and the proceeds retained by the District. The check accompanying each unaccepted proposal will be returned promptly. CHANGE IN TAX-EXEMPT STATUS: At any time before the bonds are tendered for delivery, the successful bidder may disaffirm and withdraw the proposal if the interest received by private holders from bonds of the same type and character shall be declared to be taxable income under present federal income tax laws, either by a ruling of the Internal Revenue Service or by a decision of any federal court, or shall be declared taxable or be required to be taken into account in computing any federal income taxes by the terms of any federal income tax law enacted subsequent to the date of this notice. LEGAL OPINION: The unqualified opinion of Stradling, Yocca, Carlson & Rauth, a professional corporation, approving the validity of said bonds and stating that under existing statutes, regulations, rulings and court decisions, interest on the bonds is excluded from gross income for federal income tax purposes, and that such interest is also exempt from personal income taxes of the State of California under present state income tax laws, will be furnished the successful bidder at or prior to the date of delivery of the bonds, at the expense of the District. A copy of the legal opinion certified by an officer of the District by his/her facsimile signature will be printed on the back of each bond without cost to the successful bidder. CUSIP NUMBERS: It is anticipated that CUSIP numbers will be printed on the bonds, but neither the failure to print such numbers on any bond nor any error with respect thereto shall constitute cause for a failure or refusal by the purchaser 02/08/90 8056n/2608/01 -8- thereof to accept delivery of and pay for the bonds. All expenses of printing CUSIP numbers on the bonds shall be paid by the District, but the CUSIP Service Bureau charge for the assignment of said numbers shall be paid by the purchaser. UNDERWRITERS CLOSING CERTIFICATE: The accepted bidder shall deliver such certificates to the District as may be required by bond counsel dated the date of purchase of the bonds indicating: (i) the initial offering prices at which a substantial portion of the bonds (not less than 10% of each- maturity of the bonds) was sold to the public (excluding bond houses, brokers, or similar persons or organizations acting in the capacity of underwriters or wholesalers), (ii) the "yield" on the bonds as calculated in accordance with the Internal Revenue Code of 1986, and (iii) such other information as may be required to assist the District in filing of the required Internal Revenue Service Form 8038-G for the bonds. CALIFORNIA DEBT ADVISORY COMMISSION FEE: The successful bidder will be required, pursuant to State of California law, to pay any fees to the California Debt Advisory Commission ("CDAC"). CDAC will invoice the successful bidder after the closing of the bonds. CLOSING DOCUMENTS: In addition to the opinion of bond counsel referred to above, at the time of payment for the delivery of the bonds, the District will furnish the successful bidder the following documents, all to be dated as of the date of delivery: 1. NonArbitrage Cgftificate A certificate of an appropriate officer of the District certifying that, on the basis of facts, estimates and circumstances in effect at the time of delivery of the bonds, it is not expected that the proceeds of the bonds will be use in a manner that will cause the bonds to be arbitrage bonds. 2. No Litigation Certificate A certificate of an appropriate officer of the District certifying that there is no litigation pending, or, in the best of such officer's knowledge, threatened against the District affecting the validity of the bonds. 3. Signature Certificate A certificate of appropriate officers of the District indicating that they have signed the bonds by manual or facsimile signature and that they were duly authorized to execute the same. 02/08/90 8056n/2608/01 -9- 4. Treasurer's Receipt The receipt of the Treasurer of the District showing that the purchase price of the bonds, including accrued interest to the date of delivery, if any, has been received by the District. 5. Certificate C ncerning Official Stateme t A certificate o~ an appropriate officer o the District, acting in such person's official and not personal capacity, to the effect that at-the time of the sale of the bonds and at all times subsequent thereto up to and including the time of delivery of the bonds, the Official Statement relating to the bonds did not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements- therein, in light of the circumstances under which they were made, not misleading. OFFICIAL STATEMENT: The District has prepared the Preliminary Official Statement and deems it to be final and complete as of its date within the meaning of Securities Exchange Act Rule 15c2-12. The District will supply such number of copies of the final version of the Official Statement to the successful bidder without cost and within seven business days after the day of the acceptance of the successful bid as' said bidder may reasonably request. INFORMATION AVAILABLE: Requests for information concerning the District should be addressed to: SEIDLER-FITZGERALD PUBLIC FINANCE 515 South Figueroa Street Los Angeles, California 90071-3396 Telephone: (213) 624-4232 GIVEN by order of the Board of Directors of YORBA LINDA WATER DISTRICT adopted on February 8, 1990. v /I O#VL Secretary of tRe Boa of Yorba Linda Water ors 02/08/90 8056n/2608/01 -10- • PROPOSAL FOR THE PURCHASE OF $6,000,000 YORBA LINDA WATER DISTRICT IMPROVEMENT DISTRICT NO. 2 1979 WATER BONDS, SERIES C Board of Directors Yorba Linda Water District c/o Seidler-Fitzgerald Public Finance 515 South Figueroa Street, Sixth Floor Los Angeles, California 90071-3396 Gentlemen: We offer to purchase YORBA LINDA WATER DISTRICT IMPROVEMENT DISTRICT NO. 2 1979 WATER BONDS, SERIES C in the amount of $6,000,000 in the denomination of $5,000 or any integral multiple thereof, and maturing and bearing interest as follows: Years Principal Years Principal Inclusive Amount Inclusive Amount 1992 $145,000 2002 $310,000 1993 155,000 2003 335,000 1994 170,000 2004 365,000 1995 180,000 2005 395,000 1996 195,000 2006 425,000 1997 215,000 2007 460,000 1998 230,000 2008 495,000 1999 250,000 2009 535,000 2000 270,000 2010 580,000 2001 290,000 (plus accrued interest from March 1, 1990) We will pay therefor the principal amount thereof, plus a premium of $ plus interest accrued on the bonds to the date of delivery. This proposal is made subject to all the terms and conditions of the Notice Inviting Bids for said bonds dated , all of which terms and conditions are made a part hereof as fully as though set forth in full in this proposal. This proposal is subject to acceptance, in whole or in part, within twenty-six (26) hours after expiration of the time for the receipt of proposals, as specified in said Notice. There is enclosed herewith a certified or cashier's check for $60,000 payable to the order of the District. 02/08/90 8056n/2608/01 -11- • • We hereby request that printed copies of the Official Statement pertaining to the bonds be furnished us in accordance with the terms of said Notice Inviting Bids. The following is our computation made as provided in the Notice Inviting Bids, but not constituting any part of the foregoing, of the net interest cost under the foregoing proposal: Gross Interest Cost $ Less Premium $ Net Interest Cost $ Net Interest Rate o Authorized Signature(s): Firm(s) : Address: 02/08/90 8056n/2608/01 -12- t SECTION 4. The District does not reasonably anticipate to issue in excess of $10,000,000 tax exempt obligations during the year 1990. The Bonds are designated as "qualified tax exempt obligations" as provided in Section 265(b) of the Internal Revenue Code of 1986, as amended. ADOPTED, SIGNED AND APPROVED this 8th day of February, 1990. /66 Prethe Bo r of Directors of Yorba Linda Wa r District ( SEA. ) ATZESTi- Secretary of the Boa of Yorba Linda Water 02/08/90 8056n/2608/01 M/ ~1~ M7 Directors strict -13- SECRETARY'S CERTIFICATE I, WILLIAM WORKMAN, Secretary of the Yorba Linda Water District, hereby certify that the foregoing is a full, true and correct copy of a resolution duly adopted at a regular meeting of the Board of Directors duly and regularly held on February 8, 1990, of which meeting all of the members of said Board had due notice and at which a majority thereof was present; and at said meeting said resolution was adopted by the following called vote: Aye s : '4 Cl w,l -Kmm, LaJ Gamwe Noes: ~j Absent: Abstain: Q I further certify that I have carefully compared the same with the original resolution on file and of record in my office, that the foregoing is a full, true and correct copy of said original resolution; and that the foregoing has not been amended, modified or rescinded since the date of its adoption, and is now in full force and effect. IN WITNESS WHEREOF, I have hereunto set my hand and affixed the official seal of said District on February 8, 1990. Secretary of he Y rba *inda Water District 02/08/90 8056n/2608/01 -14-