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HomeMy WebLinkAboutReso 93-433 - Authorize issuance of Series B of Bonds (Shasta View Ext Assessment Dist No 1990-2 - Ph 2) RESOLUTION NO. RESOLUTION AUTHORIZING ISSUANCE OF SERIES B OF BONDS (Shasta View Extension Assessment District No. 1990-2 - Phase II) The City Council of the City of Redding resolves as follows: I WHEREAS, on May 1, 1990, the City Council of the City of Redding adopted its resolution of intention, as later amended, to order improvements in Shasta View Extension Assessment District No. 1990-2, City of Redding, Shasta County, California, under the provisions of the Municipal Improvement Act of 1913 (the "Act") , as amended. Proceedings taken under the Act led to the levy of a special assessment by the Council against parcels of land within the assessment district in the total amount of $1, 957, 928.27 These assessments were recorded in the office of the County Recorder of the County of Shasta, and thereupon became a lien on each parcel assessed. The period within which parcel owners might pay their assessments in cash without interest expired on or about November 26, 1990. By its Resolution No. 90-586, adopted on December 4, 1990, this City Council previously authorized issuance of Series A of improvement bonds of this assessment district in the principal amount of $1,719,345.62. The Series A bonds were delivered to M. L. Stern & Co. , Inc. as the original purchaser on December 18, 1990. The Series A bonds were issued as serial bonds, maturing annually to and including September 2, 2011. By resolution adopted this same date, this City Council has approved the Second Amended Engineer's Report for this SF2-25055.1 0 • assessment district, confirming completion of Phase II of improvement work and confirming that it is now timely to authorize issuance of Series B of improvement bonds of this assessment district in the principal amount of $165, 000 to (1) acquire the completed Phase II work and improvements and (2) pay the costs of issuance related to said Series B bonds. NOW THEREFORE BE IT RESOLVED AND ORDERED, SECTION 1. ISSUANCE OF BONDS. The Council hereby authorizes the issuance of Series B improvement bonds under the provisions of the Improvement Bond Act of 1915 to represent the Phase II unpaid assessments in the amount of $165, 000. Each bond shall be designed, "City of Redding, Limited Obligation Improvement Bond, Shasta View Extension Assessment District No. 1990-2 , Series 1990-2B. " The Series B bonds shall be dated January 5, 1994 and issued in denominations of $1, 000 or integral multiples thereof. The Series B bonds shall mature and bear interest as set forth in the offer of M. L. Stern & Co. , Inc. to purchase the Bonds. The Series B bonds shall be on a parity with the Series A bonds for all purposes. Except as expressly otherwise stated in this resolution, all references to "the bonds" shall be deemed a reference to all bonds of the Series A issue and the Series B issue, taken together as a single composite bond issue, it being the intention of the Council that said bonds, though issued in separate series, shall be administered as a single bond issue for all purposes of the Improvement Bond Act of 1915. M-25055A 2 SECTION 2 . APPOINTMENT OF PAYING AGENT, REGISTRAR AND TRANSFER AGENT. The Council hereby appoints First Trust of California, N.A. (the "Bank") as paying agent, registrar and transfer agent for the bonds in accordance with an agreement a between the City of Redding and the Bank. SECTION 3 . FORM AND EXECUTION. The Series B bonds shall be issued as fully registered bonds substantially in the form set forth as Exhibit B to this resolution. The Series B bonds shall be signed by the City Treasurer and the City Clerk and the seal of the City shall be affixed. Both signatures and seal may be reproduced on the Series B bonds by facsimile, but upon its registration or reregistration each bond shall be authenticated by the manual signature of the Bank. The Bank shall assign to each bond authenticated and registered by it a distinctive letter, or number, or letter and number, and shall maintain a record thereof which shall be available to the City for inspection. SECTION 4 . ESTABLISHMENT OF SPECIAL FUNDS. For administering the proceeds of the sale of bonds and payment of interest and principal on the bonds, there are hereby established five funds to be known as the improvement fund, the redemption fund, the special reserve fund, the investment earnings fund and the arbitrage rebate fund, respectively, for Shasta View Extension Assessment District No. 1990-2 . SECTION 4 . 1. IMPROVEMENT FUND. All amounts paid on the assessments in Shasta View Extension Assessment District No. 1990-2 have been deposited in the improvement fund. Except sF2-25055.t 3 • • as provided in Section 4 . 3 , proceeds of sale of the Series B bonds shall be deposited in the improvement fund to be maintained by the City Treasurer. Disbursements from the improvement fund shall be made by the City Treasurer in accordance with the budget of estimated costs and expenses set forth in the Second Amended Engineer's Report, heretofore approved by the Council, which report and budget are subject to modification by the Council from time to time as prescribed by the Act. SECTION 4.2 . REDEMPTION FUND. The redemption fund shall be maintained by the City Treasurer. All payments of principal and interest installments on the assessments, together with penalties, if any, shall be deposited in the redemption fund, which shall be a trust fund for the benefit of the bondholders. Payment of the bonds at maturity, or at redemption before maturity, and all interest on the bonds shall be made from the redemption fund. SECTION 4 . 3 . SPECIAL RESERVE FUND. There shall be deposited into the special reserve fund the amount of $11, 550 from the proceeds of the sale of Series B bonds. That amount, plus the amount initially established as the reserve requirement for the Series A bonds, less any amounts transferred to the redemption fund pursuant to Section 8884 of the Streets and Highways Code, shall constitute the "Reserve Requirement" for the bonds. The special reserve fund shall be maintained by the City Treasurer. A. During the term of the bonds, the amount in the special reserve fund shall be available for transfer into the SF2-25055.1 4 redemption fund in accordance with Sections 8883 and 8808 of the Streets and Highways Code. The amount so advanced shall be reimbursed to the special reserve fund from the proceeds of redemption or sale of the parcel for which payment of delinquent assessment installments was made from the special reserve fund. B. If any assessment is prepaid before final maturity of the bonds, the amount of principal which the assessee is required to prepay shall be reduced by an amount which is in the same ratio to the original amount of the special reserve fund as the original amount of the prepaid assessment bears to the total amount of unpaid assessments originally securing the bonds. This reduction in the amount of principal prepaid shall be balanced by a transfer from the special reserve fund to the redemption fund in the same amount. C. The amount maintained in the special reserve fund shall never exceed the Reserve Requirement. Proceeds of investment of the special reserve fund shall be deposited in the investment earnings fund. D. When the amount in the special reserve fund equals or exceeds the amount required to retire the remaining unmatured bonds (whether by advance retirement or otherwise) , the amount. of the special reserve fund shall be transferred to the redemption fund, and the remaining installments of principal and interest not yet due from assessed property owners shall be cancelled without payment. SECTION 4 . 4 . INVESTMENT EARNINGS FUND. Proceeds of the investment of amounts in the improvement fund and the SF2-25055.t 5 • o special reserve fund will be deposited in the investment earnings fund. As of September 2 of each year during the term of the bonds, the City Treasurer shall determine whether any portion of investment earnings must be rebated to the United States pursuant to Section 148 of the United States Internal Revenue Code and regulations adopted thereunder. Any amounts required to be rebated will be transferred to the arbitrage rebate fund, and the balance will be transferred as follows: (a) To the extent that the balance in the special reserve fund is less than the Reserve Requirement, a transfer will be made from the investment earnings fund to the special reserve fund. (b) The remaining balance in the investment earnings fund, if any, will be transferred to the improvement fund until the improvement is completed and the improvement fund is closed; thereafter the balance in the investment earnings fund will be transferred to the redemption fund to be used, in the discretion of the City Treasurer, as a credit upon the annual installments of assessment or for the advance retirement of bonds. The City Treasurer is authorized to retain independent attorneys, accountants and other consultants to assist in complying with Federal arbitrage and rebate requirements and restrictions. SECTION 4 .5. ARBITRAGE REBATE FUND. Amounts in the arbitrage rebate fund shall be invested in the same manner as amounts in the other funds and shall be held in trust for rebate to the United States at the times required by Section 148 of the sF2-25055.1 6 • United States Internal Revenue Code and regulations adopted thereunder. SECTION 4. 6. RETURN OF UNCLAIMED FUNDS. Other provisions of this resolution to the contrary notwithstanding, the Bank shall return to the City any funds held by it hereunder not later than thirty (30) days before those funds would escheat to the State of California under any law now or hereafter enacted. SECTION 5. PAYMENT ON BONDS. The principal and interest on the bonds shall be payable at the office of the Bank in San Francisco, California. Principal and interest shall be paid by check or draft mailed to the registered owner of each bond at the owner's address appearing on the register maintained by the Bank on the 15th day of the month preceding the date of payment. Upon the payment and cancellation of any bond, the bond shall be destroyed, and the Bank shall furnish the City a certificate of destruction. SECTION 6. ADVANCE RETIREMENT OF BONDS. Any bond or any portion thereof in the amount of $1, 000 or any integral multiple thereof outstanding, may be redeemed and paid in advance of maturity upon the second day of March or September in any year by giving at least 30 days' notice by registered or certified mail or by personal service to the registered owner thereof at such owner's address as it appears on the registration books of the Bank and by paying principal and accrued interest together with a premium equal to three percentum of the principal. sF2-25055.1 7 • 0 SECTION 7 . REREGISTRATION. Any bond may be registered to a new owner by completing the assignment certificate on the reverse of the bond and delivering the bond to the Bank. Upon reregistration, any bond may be replaced by one or more bonds of the same maturity and aggregate amount in denominations of $1, 000 or any integral multiple thereof. SECTION 8. COVENANTS. In the event of a default in the payment of any bond or any installment of interest thereon, bondholders shall have the remedies set forth in the Improvement Bond Act of 1915. In addition, the Council makes the following covenants, which shall constitute a contract with the bondholders: SECTION 8. 1. FORECLOSURE OF LIENS. No later than October 1 in any year, the City shall file an action in the Superior Court to foreclose the lien on each delinquent assessment if the sum of uncured assessment delinquencies for the preceding fiscal year exceeds five percent (50) of the assessment installments posted to the tax roll for that fiscal year, and if the amount of the special reserve fund is less than the Reserve Requirement. SECTION 8 .2 . ARBITRAGE. During the term of the bonds, the City will make no use of bond proceeds which, if such use had been reasonably expected at the date the bonds are issued, could have caused the bonds to be "arbitrage bonds" within the meaning of Section 148 of the United States Internal Revenue Code of 1986, as amended, and regulations of the Internal Revenue Service adopted thereunder, and further shall rebate to sr2-25055.1 8 P • the United States any amounts required to be rebated on account of arbitrage in accordance with the provisions of that Code and those regulations. SECTION 8. 3 . MAINTENANCE OF TAX EXEMPTION. The City will take all reasonable actions required to maintain the status of interest on the bonds as excludable from gross income for federal income tax purposes and as exempt from the State of California personal income taxes. I HEREBY CERTIFY that the foregoing resolution was duly and regularly adopted by the City Council of the City of Redding, Shasta County, California, at a regular meeting thereof, held on the 21st day of December, 1993 . AYES: Councilmembers: Anderson, Kehoe, Noss and Arness NOES: Councilmembers: None ABSTAIN: Councilmembers: None ABSENT: Councilmembers: Dahl CONNIE STROHMAYER, City Clerk, City of Redding, Shast County, California If SF2-25055.1 9 EXHIBIT A CITY OF REDDING LIMITED OBLIGATION IMPROVEMENT BOND SHASTA VIEW EXTENSION ASSESSMENT DISTRICT NO. 1990-2 SERIES 1990-2B MATURITY SCHEDULE Year Principal (September 2) 1996 1997 1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 SF2-25055.1 EXHIBIT B [Form of Bond] United States of America State of California County of Shasta a REGISTERED REGISTERED Number $ CITY OF REDDING LIMITED OBLIGATION IMPROVEMENT BOND SHASTA VIEW EXTENSION ASSESSMENT DISTRICT NO. 1990-2 SERIES 1990-2B INTEREST RATE MATURITY DATE BOND DATE CUSIP NUMBER January 5, 1994 REGISTERED OWNER: PRINCIPAL SUM: DOLLARS Under and by virtue of the Improvement Bond Act of 1915, Division 10 (commencing with Section 8500) , of the Streets and Highways Code, (the "Act") , the City of Redding, County of Shasta, State of California, (the "City") , will, out of the redemption fund for the payment of the bonds issued upon the unpaid portion of assessments made for the acquisition, work and improvements more fully described in proceedings taken pursuant to Resolution of Intention No. 90-207, adopted by the Council of the City of Redding on the 1st day of May, 1990, as later amended, pay to the registered owner stated above or registered assigns, on the maturity date stated above, the principal sum stated above, in lawful money of the United States of America and in like manner will pay interest from the interest payment date next preceding the date on which this bond is authenticated, unless this bond is authenticated and registered as of an interest payment date, in which event it shall bear interest from such interest payment date, or unless this bond is authenticated and registered prior to March 2, 1995, in which event it shall bear interest from its date, until payment of such principal sum shall have been discharged, at the rate per annum stated above, payable semiannually on March 2 and September 2 in each year commencing on March 2, 1995. Both the principal hereof and redemption premium hereon are payable at the office of First Trust of California, N.A. , or its successor, as paying Agent, registrar and transfer agent, in San Francisco, California (the "Bank") , and the interest hereon is payable by check or draft mailed on each interest payment date to the owner hereof at the owner's address as it appears on the registration books of the Bank, or at such address as may have been .filed with the Bank for that purpose, as of the fifteenth day of the month preceding each interest payment date. sF2-25055.1 2 0 • REFERENCE IS MADE TO THE FURTHER PROVISIONS OF THIS BOND SET FORTH IN THE REVERSE SIDE HEREOF WHICH SHALL FOR ALL PURPOSES HAVE THE SAME EFFECT AS THOUGH FULLY SET FORTH HEREIN. This bond will continue to bear interest after maturity at the rate above stated, provided, it is presented at maturity and payment thereof is refused upon the sole ground that there are not sufficient moneys in said redemption fund with which to pay same. If it is not presented at maturity, interest thereon will run until maturity. This bond shall not be entitled to any benefit under the Act or the Resolution Authorizing Issuance of Series B of Bonds (the "Resolution of Issuance") , or become valid or obligatory for any purpose, until the certificate of authentication and registration hereon endorsed shall have been dated and signed by the Bank. IN WITNESS WHEREOF, said City of Redding has caused this bond to be signed in facsimile by the City Treasurer of said City and by its Clerk, and has caused its corporate seal to be reproduced in facsimile hereon all as of the 5th day of January, 1994 . City of Redding Clerk City Treasurer (SEAL) CERTIFICATE OF AUTHENTICATION AND REGISTRATION This is one of the bonds described in the within mentioned Resolution of Issuance, which has been authenticated and registered on First Trust of California, N.A. , as paying agent, registrar and transfer agent By Authorized Officer SF2-25055.1 3 (REVERSE OF BOND) CITY OF REDDING LIMITED OBLIGATION IMPROVEMENT BOND SHASTA VIEW EXTENSION ASSESSMENT DISTRICT NO. 1990-2 SERIES 1990-2B ADDITIONAL PROVISIONS OF THE BOND The total unpaid amount of assessments in Shasta View Extension Assessment District No. 1990-2 is $1,937,879. 12 . The unpaid Series A assessments are represented by the Series A bond issue in the amount of $1, 719, 345. 62 . The unpaid Series B assessments are represented by this Series B bond issue in the amount of $165, 000. 00. All bonds of Series A and Series B shall be administered as a single consolidated bond issue for all purposes contemplated by the Improvement Bond Act of 1915. This bond is one of several annual series of bonds of like date, tenor and effect, but differing in amounts, maturities and interest rates, issued by the City of Redding under the Act and the Resolution of Issuance, for the purpose of providing means for paying for the acquisition of improvements described in said proceedings, and is secured by the moneys in said redemption fund and by the unpaid portion of said assessments made for the payment of said improvements, and, including principal and interest, is payable exclusively out of said fund. This bond is transferable by the registered owner hereof, in person or by the owner's attorney duly authorized in writing, at said office of the Bank, subject to the terms and conditions provided in the Resolution of Issuance, including the payment of certain charges, if any, upon surrender and cancellation of this bond. Upon such transfer, a new registered bond or bonds, of any authorized denomination or denominations, of the same maturity, for the same aggregate principal amount, will be issued to the transferee in exchange therefor. Bonds shall be registered only in the name of an individual (including joint owners) , a corporation, a partnership or a trust. Neither the City nor the Bank shall be required to make such exchange or registration of transfer of bonds during the period commencing with the fifteenth (15th) day of the month preceding any interest payment date and ending on said interest payment date. The City will not obligate itself to advance available funds from the City treasury to cure any deficiency which may occur in the bond redemption fund. A determination not to obligate itself shall not prevent the City from, in its sole discretion, so advancing funds. SF2-25055.1 4 The City and the Bank may treat the registered owner hereof as the absolute owner for all purposes, and the City and the Bank shall not be affected by any notice to the contrary. This bond or any portion of it in the amount of $1, 000 or any integral multiple thereof, may be redeemed and paid in advance of maturity upon the second day of March or September in any year by giving at least 30 days' ,notice by registered or certified mail or by personal service to the registered owner hereof at such owner's address as it appears on the registration books of the Bank and by paying the principal and accrued interest together with a premium equal to three percentum of the principal. I hereby certify that the following is a correct copy of the signed legal opinion of ORRICK, HERRINGTON & SUTCLIFFE, San Francisco, California, on file in my office. City Clerk [Form of Legal Opinion] [Form of Assignment] ASSIGNMENT For value received the undersigned do(es) hereby sell, assign and transfer unto the within bond and do(es) hereby irrevocably constitute and appoint attorney to transfer the same on the register of the Paying Agent, Registrar and Transfer Agent, with full power of substitution in the premises. Date: SIGNATURE GUARANTEED BY: NOTE: The signature(s) to this Assignment must correspond with the name(s) as written on the face of the within bond in every particular, without alteration or enlargement or any change whatsoever. The signature(s) must be guaranteed by an eligible guarantor institution. Social Security Number, Taxpayer Identification Number or other Identifying Number of Assignee: SF2-25055.1 5