HomeMy WebLinkAboutResolution 1986 - 0099V
RESOLUTION Nb.86-99-2
AWARDING THE SALE OF CERTIFICATES OF PARTICIPATION;
AUTHORIZING THE TAKING OF REQUIRED ACTIONS RELATED
TO THE SALE;AND DIRECTING THE EXECUTION OF ALL
LEGAL DOCUMENTS
A RESOLUTION OF THE BOARD OF DIRECTORS OF COUNTY
SANITATION DISTRICT NO.2 OF ORANGE COUNTY,
CALIFORNIA,AWARDING THE SALE OF CERTIFICATES OF
PARTICIPATION;AUTHORIZING THE TAKING OF REQUIRED
ACTIONS RELATED TO THE SALE;AND DIRECTING THE
EXECUTION OF ALL LEGAL DOCUMENTS
*****
WHEREAS,County Sanitation Districts Nos.1,2,and 3
of Orange County,California (singularly the “District”or
collectively the “Districts”),are County Sanitation Districts
formed and existing under resolutions of the Board of Supervisors
of Orange County,California adopted pursuant to the provisions
of the County Sanitation District Act (California Health &Safety
Code),and the powers of the Districts include the power to
acquire and construct joint facilities and make payments
therefor;and,
WHEREAS,the Board of Directors of District No.2,in
compliance with all requirements of law,has heretofore adopted,
on July 9,1986,the following Resolution (its “Prior
Resolution”),entitled:
“A RESOLUTION OF THE BOARD OF DIRECTORS OF COUNTY
SANITATION DISTRICT NO.2 OF ORANGE COUNTY,CALIFORNIA,
APPROVING THE FORM OF AND AUTHORIZ ING THE EXECUTION AND
DELIVERY OF AN ACQUISITION AND CONSTRUCTION AGREEMENT
FOR JOINT FACILITIES,AN ASSIGNMENT AGREEMENT,A TRUST
AGREEMENT AND A NOTICE INVITING BIDS;APPROVING AND
AUTHORIZING THE EXECUTION AND DELIVERY OF AN OFFICIAL
STATEMENT;APPROVING THE SALE OF CERTIFICATES OF
PARTICIPATION BY A TRUSTEE IN PAYMENTS MADE BY THE
DISTRICT PURSUANT TO SAID.ACQUISITION AND CONSTRUCTION
AGREEMENT FOR JOINT FACILITIES;AND AUTHORIZING CERTAIN
OTHER MATTERS R~JATING THERETO”;and,
1
WHEREAS,the Board of Directors of this District deems it
appropriate and necessary to award the sale,at this time,of
$117,000,000.00 aggregate principal amount of Certificates of
Participation (the “Certificates”).
NOW,THEREFORE,the Board of Directors of County Sanitation
District No.2 of Orange County,California,
DOES HEREBY RESOLVE,DETERMINE AND ORDER:
Section 1:Compliance with Conditions Precedent All steps
required to be taken precedent to the authorization,delivery and
sale of the Certificates have been duly and regularly taken as
provided by law.
Section 2:Notice ~Intention ~~.JJ.Certj.ficates Q.f
Participation The Notice of Intention to Sell Certificates of
Participation (as approved by this Board of Directors in its
Prior Resolution)was published as required by law.Pursuant to
the Notice Inviting Bids (as approved by this Board of Directors
in its Prior Resolution)and the Notice of Intention to Sell
Certificates,bids have been received,opened,read and examined.
~~1Qfl a:~~The bid of
Paine Webber,Inc
___
for the
Certificates,attached hereto and marked Exhibit “A”,and by this
reference incorporated herein,is the best bid for the
Certificates.Such bid is hereby accepted in accordance with the
terms thereof,and in accordance with and subject to the Prior
Resolutions and the Notice Inviting Bids.
Section 4..:All Qthe~Bids ~ject~.All bids other than
the one accepted pursuant to Section 3 hereof are rejected.
2
~t.iQn ~:~~on ~extjficate.~.The
Certificates shall be payable in the Principal Amounts (as either
maturities or Sinking Fund Installments)and interest with
respect thereto shall be payable at the rates as set forth in the
accepted proposal.
Section j:Purchase Price for the ç~~jficates.The
General Manager is hereby authorized and directed to deliver the
Certificates to the successful bidder upon payment of
$114,661,120.00 therefor,plus accrued interest from
August 1,1986 to the date of delivery of the Certificates.
Section 1:Ratification All actions and proceedings
heretofore taken in connection with the authorization,issuance
and sale of the CertifIcates are hereby ratified and confirmed,
including the approval of the Acquisition and Construction
Agreement for Joint Facilities,the Trust Agreement and the
Assignment Agreement and all other actions approved by this
District’s Prior Resolution.
Section ~:Qjficial State~g~~Furnj~hed.The General
Manager and the Financial Advisor are hereby authorized and
directed to cause to be furnished to the successful bidder a
reasonable number of copies of the Official Statement.
•
Section 9..:General Authorization The Chairman,the
Chairman Pro Tempore,General Manager and any authorized
officers,deputy officers or employees,consultants and counsel,
are hereby authorized to do all acts and things necessary or
desirable in carrying out the financing contemplated by the
Proposal Resolution.
Section ~.Q:Establishment .Qf Construction Fund There is
3
hereby established the Acquisition Fund,as described in the
project documents,for purposes of paying the acquisition and
construction costs of the project.Said fund shall be designated
“County Sanitation District No.2 Construction Fund”.
Section U..:EstpblishjEient ~InstaJ,Jj~ent L~i~nt
There is hereby established the Installment Payment Fund,as
described in the project documents,for purposes of receiving
installment payments paid by District,and to pay to the Trustee
installment payments and interest as provided in the project
documents.Said fund shall be designated “County Sanitation
Districts Nos.1,2,and 3 Installment Payment Fund.”
Section 12.:Effective Date This Resolution shall take
effect upon its adoption.
PASSED AND ADOPTED at an adjourned regular Board Meeting
held this 30th day of July,1986.
TLW:pj (76)
4
SUGGESTED FORM OF PROPOSAL
FOR PURCHASE OF CERTiFiCATES
County Sanitation Districts Nos.1,2,and 3
of Orange County
do Mudge Rose Guthrie Alexander &Ferdon
333 South Grand Avenue -Suite 2020
Los Angeles,CA 90071
For $117,000,000 County Sanitation Districts Nos.1,.2,and 3 of Orange
Certificates of Participation,Joint Facilities Project,as described in the Notice
Bids,which is incorporated herein and made a part of this proposal,we will
sum of $(U~c,c~,?O,cO and interest to the date
delivery for ce~rtificates to bear interest at the annual rates set forth below:
Cumi.
Bond
Years
Maturi
Date
August
ty
1
Principal
Amount
Interest
Rate
Cumi.
Bond
Years
Maturity
Date
August 1
Principal
Amount
Interest
Rate
2,800 1988 $1,400,000 %142,900 1996 $3,300,000 j.2.oO %
8,500
16,900
27,900
42,300
60,500
82,900
109,900
1989
1990
1991
1992
1993
1994
1995
1,900,000
2,100,000
2,200,000
2,400,000
2,600,000
2,800,000
3,000,000
iz~O%
~co%
~
~ôr~%
~cy5%
~
~2..cC%
181,400
227,000
280,300
341,900
412,400
959,000
1,994,100
1997
1998
1999
2000
2001
2006
2011
3,500,000
3,800,000
4,100,000
4,400,000
4,700,000
30,100,000
44,700,000
T?~o %
7.j~%
7.Lo %~
~O %
~o %
).tO %
7.(O%
A certified or cashier’s check in the amount of
Districts is enclosed.
I )
(For information only,not part of proposal)]
Interest payable from
8/1/86 through 8/1/11
__________
Less premium/Plus discount
___________
Net interest payable
Net effective interest rate
(A list of the members of our underwriting
group is attached.)
$250,000 payable to the order of the
E.B.BOSWELL,V.P.
PAINE WEBBER INC
FIRST INTERSTATE BANK OF CALIF.
TTnL’wrTAI ~.t~ri-W c1~C1TRTTTFS
SMITH BARNEY,HARRIS UPHAM &Co
AS MANACF1?~
et al
.
0
July 30,1986
County
Inviting
pay the
of their
\~
EXHIBIT “A”
STATE OF CALIFORNIA)
)SS.
COUNTY OF ORANGE )
I,RITA J.BROWN,Secretary of the Board of Directors of County
Sanitation District No.2 of Orange County,California,do hereby certify that
the foregoing Resolution No.86—99—2 was passed and adopted at an adjourned
regular meeting of said Board on the 30th day of July,1986,by the following
vote,to wit:
AYES:Director A.B.Catlin,Chairman,Richard Buck,Carol Kawanami,
J.Todd Murphy,James Neal,Bob Perry,Don Roth,Don E.Smith,
Roger Stanton,John Sutton,Dorothy Wedel
NOES:None
ABSENT:Dan Griset
IN WITNESS WHEREOF,I have hereunto set my hand and affixed the official
of County Sanitation District No.2 of Orange County,California,this
day of July,1986.
seal
30th
Rita J.Brown,Secretary
Board of Directorsof County
Sanitation District No.2
of Orange County,California