HomeMy WebLinkAboutResolutions 89-383 N.C.S. 12/04/1989
. Resolution No. 89-383 N.C.S.
of the City of ['etalum~, Californi~~
RESOLUTION AUTHORIZING ISSUANCE OF BONDS
ASSESSMENT DISTRICT NO. 20, REDWOOD BUSINESS PARK NO. 2
~~
The City Council of the City of Petaluma resolves:
Section 1. RECITALS. On November 20, 1989, the City
Council of the City of Petaluma adopted its resolution of
intention, as amended, to order acquisition of improvement in
Assessment District No. 20, Redwood Business Park No. 2, City of
Petaluma,. Sonoma County,, California, under the provisions of the
MuniciRal Improvement Act of~1913 (the "Act"), as amended.
Proceedings taken under the Act led to the levy of a special
assessment by the City Council.. against parcels of land within the
assessment district in the total amount of $3,530,000.00. These
assessments will be recorded in the office of the County Recorder
of the County of Sonoma., and thereupon will become a lien on each
parcel assessed. The period within which parcel owners might pay
their assessments in cash without interest has been waived.
Section 2. ISSUANCE OF BONDS. The Council hereby
authorizes the issuance of improvement bonds under the provisions
of the .Improvement Bond Act of 1915 to represent unpaid assessments
in an amount not to exceed $3,530,000.00. Each bond shall be
designated, "Limited Obligation Improvement Bond, City of Petaluma,
Assessment District No. 20, Redwood Business Park No. 2, Series No.
1.989-1." .Bonds shall be dated December 18, 1989 and issued in
denominations of $5000 or integral multiples thereof. Bonds shall
~~QOQO. Qop~
89-383 NCS
mature ,and shall bear interest at the rates set forth in the table
attached as Exhibit A.
Section 3. APPOINTMENT OF PAYING AGENT, REGISTRAR AND
TRANSFER AGENT. The Council hereby appoints the Bank of America
National Trust and Savings Association as paying agent, registrar
and transfer agent for the bonds in accordance with an agreement
between the City of Petaluma and Bank of America National Trust
and Savings Association.
Section 4. FORM AND EXECUTION. Bonds shall be issued as
fully .registered bonds substantially in the form set forth as
Exhibit B to this resolution. The 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 bonds
by facsimile, but upon its registration or reregistration each bond
shall be authenticated by the manual signature of the registrar.
.The paying agent 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 5. 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, th'e investment earnings fund and
the arbitrage rebate fund, respectively, .for Assessment District
No,. 2:0., Redwood Business Park No. 2.
89-383 NCS
C.\ IO.HS
,_ , R~..Nn.,,.....,,......... _,.......... N:C:.S.
Section 5.1. IMPROVEMENT FUND. Except as provided
in Section ;5.3, p.ro'ceeds of sale of the. bonds, together with all
amoaunts paid on the assessments prior to bond issuance, 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 i.n accordance with the budget of estimated
co is and expenses set forth in the engineer's report heretofore
appro ed by the Council, which report and budget are subject to
modification by the Council from time to time as prescribed by the
Act.
Section 5.2. 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 prior to
maturity,.and all interest on the bonds shall be made from the
redemption fund. The City shall deposit into the redemption fund,
from the proceeds of the sale of the bonds, the amount of
$7"0,000.00 (for Phase II), which shall be applied to payment of the
first payab e interest on the bonds until. fully expended.
Section 5.3. SPECIAL RESERVE FUND. The special
reserve fund. shall be maintained by the City Treasurer. There
shall be deposited into the special reserve fund the amount of
$176,5OO.D0 (the "Reserve Requirement") from the proceeds of the
sale of bonds.
89-383 N.CS
Rya. Nn . .............................. N.(:.5.
A. During the term of the bonds, the amount in the
special reserve fund shall be
redemption fund in accordance
Highways Code. The amount so
special reserve fund from the
parcel for which payment of d
made from the special reserve
available for transfer into the
with Section 8808 of the Streets and
advanced shall be reimbursed to the
proceeds of redemption or sale of the
elinquent assessment installments was
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 amounts deposited in the reserve fund will never
exceed 10% of the proceeds of the bond issue. 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.
c•,~ io-NS $9-383. ~~.~.
Rw. No. .........,.., ................ .
Section 5.4. INVESTMENT EARNINGS FUND. Proceeds of
the. investment of amounts in the improvement fund and the 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
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
i 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 requirements.
.Section 5.5. 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
(':1 IONS Rw. No....H.9.-3:5.3......_. N.C..S.
United States Internal Revenue~Code and regulations adopted
thereunder.
Section 6. PAYMENT ON BONDS.. The principal and interest
on the bonds shall be payable at the office of the Bank of America
National Trust and Savings Association, P.O. Box 37000, San
Francisco, California 94137. Principal and interest shall be paid
by check,. draft or warrant mailed to the registered owner of each
bond at the owner's address appearing on the register maintained by
the registrar on the 15th day preceding the date of interest
payment or maturity of each bond.
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 registrar. Upon
reregistration, any bond may be replaced by one or more bonds of
the same maturity and aggregate amount in denominations of $5000 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. Not. later than
October 1 in any year, the City shall file an action in the
Superior Court to foreclose the lien of each delinquent assessment
if the sum of uncured assessment delinquencies for the preceding
fiscal year exceeds five percent (5%) of-the assessment
instal menu po ted to the tax roll for that fiscal year, and if
R~.. Nn ................ v c c
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, and regulations of the Internal Revenue Service adopted
thereunder, and further shall rebate to the United States any
amounts actually earned as 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.
Under the power and authority conferred upon this Council by the Charter of said Cites
REFERENCE: I hereby certify the foregoing Resolution was introduced and adopted b the owed as to
Council of the City of Petaluma at a (Regular) (~jffirk~r~) eetin rm
on the _.-4th......_...... day of .....................December-.--............., 19...89, y t
following vote: ....... ...... ............ ...........
Cit Attorne
AYESc Tencer,'Woolsey, Cavanagh, Balshaw, Davis, Vice Mayor Sobel, Mayor Hilligoss
NOES: ~
ABSENT: ~
may.---
ATTEST: .: --:;~!l,~ 2~ ............................... .. .. ... ....-.
City Clerk
Gbuncil Fite--._ ...:........................._
c,~ io-HS ales. N~~....8.9.-383........ rv.cs.
MATURITY SCHEDULE ,OF BONDS
CITY OF PETALUMA
Assessment District No. 20, Redwood Bus. Park 2
Bonds mature on September 2.,n the years
and am ounts, and bear interest at the annual
rates, set forth below.
YEAR a
FACE AMOUNT
RATE(o)
19.91 80,000.00 6.400
1992 140,0.00.00 6.600
19-93 155,000..00 6.700
1994 165,000.00 6.800
1995 180,000.00 6.900
1::996 185,000.00 7.000
1997 20.0,000.Ob 7.100
' 1998 215,00.0..00 7.200
1999 230,000.00 7.300
2000 250,000.00 7.400
2001 _ 105,000.00 7.500
2002 115,000.00 7.600
2003 120,000.00 7.600
2004 130,00'0.00 7.600
2005 145,000.00 7'.650
2006 155,000.0.0 7.650
2007 .16.5,000..00 7.650
2008 180,000.00 7.700
2009 190,000.00 7.700
20;10 205,000..00 7..700
2011 220,000.00 7.700
TOTAL: 3,530,000.00
EXfIIB1T A
United States of America
State of California
County ~of Sonoma
`REGISTE•RED REGISTERED
Number
LIMITED OBLIGATION IMPROVEMENT BOND
CITY OF PETALUMA
ASSESSMENT DISTRICT NO. 20; REDWOOD BUSINESS PARK NO. 2
SERIES NO. 1989-1
INTEREST RATE MATURITY DATE BOND DATE CUSIP NUMBER
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 Petaluma., County of Sonoma,
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. 89-368, adopted by the City Council of the City of
Petaluma on the 20th day of November, 1989, as later amended, pay
to the registered owner stated above or registered assigns, on the
maturi y 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, 19:91, 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, 1991. Both the
principal"hereof and redemption premium hereon are payable at the
principal corporate trust office of the Bank of America National
Trust and Sa~,ngs Association, or its successor, as Transfer Agent,
Registrar and Paying Agent, in San Francisco, California, and the
interest fiereon is payable by check or draft mailed to the owner
hereof at the owner's address as it appears on the registration
books o€ the Bank, or at such address as may have been filed with
the Bank,for that purpose, as of the fifteenth day immediately
preceding each interest payment date.
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~r.ate above. stated, provided,,. it is, presented at maturity and
payment there~o,f: is refused upon the sole ground that there are not
su'ff:cient'mo:neys in said redemption fund with which to pay same.
I,f it is riot 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 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 Petaluma has caused this
Bond to be signed .n 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 18th day of December,
1989.
CITY OF PETALUMA
Clerk
(SEAL)
Treasurer
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
BANK OF AMERICA NATIONAL Z'RUST AND SAVINGS ASSOCIATION
as paying agent, transfer agent and registrar
By
Authorized Officer
2
r
~r
(REVERSE OF BOND)
LIMITED OBLIGAT.IQN IMPROVEMENT BOND
CITY OF PETP,LUMA
ASSESSMENT DISTRICT NO. 20, REDWOOD BUSINESS PARK NO. 2
SERIES NO. 1989-1
ADDITIONAL PROVISIONS OF THE BOND
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 Petaluma under the Act
and the Resolution of Issuance, for the purpose of providing means
for paying for the acquisition of improvement 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
fifteen (15) days immediately preceding any 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.
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 $5,000 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 1:east 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 principal and accr-ued interest together with a
premium equal to three percentum of the principal.
I hereby certify that the following is a
the signed legal opinion of STURGIS, NESS, BRUNSEL
professional corporation, Emeryville, California, o
office.
City Clerk
correct copy of
L & SPERRY a
n file in my
2