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Home My WebLink AboutResolutions 87-257 N.C.S. 08/31/1987,1 Resolution No. ~~-~~.~ N.C.S. of the City of Petaluma, C~lifnrnia RESOLUTION ORDERING SALE OF BONDS LAKEVILLE HIGHWAY ASSESSMENT DISTRICT N0. 15 The City Council of the City of Petaluma resolves: The City Council accepts the offer of DEAN WITTER REYNOLDS, ING., ..(attached to this resolution and by reference incorporated in it), to purchase all of the improvement bonds to be issued in Lakeville Highway Assessment District No. 15. 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 interest rate on no bonds shall exceed 9% and the purchase price shall be not less than 96.5% of the par value of the bonds. The City Finance Director is authorized to execute a bond purchase agreement within these limits and without further -, order of thus Council. ~~QOG3D QO~~ Llnder~the^power and' authority conferred upon this Council by the Charter of said City. ., . . REFERENCE: Thereby 'certify the foregoing Resolution was introduced. _and ,adopted by the approved as Council of the City of Petaluma at a (Regular) l~~d~x(~~ec~i) meeting f° on the ,..3a.S~.-...-..... day of ................A]IkSQL1St................-........, 19....$7 by the following vote.: ....-.-..--•---- ---- ------------------ C' A rney AYES: Sobel, Balshaw, Cavanagh, Davis, Tencer, Vice Mayor Woolse NOES: 0 ABSENT: M or' `H'. lligos . Q ATTEST: ....:..... ._ ` .:....D . ... ...:.... .:....:...:.............................. ...... -_.... ..._.............--•----........-----. ...-. City Clerk ayor Council File ................................... . DEAN WITTER REYNOLDS INC. 101 California Street, P. D. Box 7597, San Francisco, CA 94111 Telephone (415 955-6331 September 1, 1987 The Honorable City Council City of Petaluma 11 English Street Petaluma, California 94952-2610 RE: OFFER TO PURCHASE BONDS IN THE SUM OF $672,872 PAR VALUE IMPROVEMENT BONDS LAKEVILLE HIGHWAY ASSESSMENT DISTRICT ND. I S SERIES NO. 1987-1 (SONOMA COUNTY, CALIFORNIA) Members of the City Council: Pursuant to our discussions with City staff, bond counsel, engineer of work and the property owners, and ,our .investigation and analysis of the captioned bond issue, Dean Witter Reynolds Inc. (the "Underwriter") hereby offers to purchase all of the above-ref- erenced bonds (the "Bonds") subject to the following conditions: 1. The Bonds representing unpaid reassessments in Lakeville Highway Assess- ment District No. 15 (the "District") shall be issued by the City of Petaluma, California (the "City") pursuant to the 1915 Improvement Act Bonds (the "Act") and a Resolution Authorizing Issuance of Bonds, adopted by you on August 31, 1987 (the "Resolution of Issuance"). 2. The Bonds shall mature serially with the interest rates as indicated on the Maturity Schedule shown on Exhibit "A" attached hereto and hereby made a gait hereof. 3. The Bonds shall be issued in denominations of $5,000, or in integral multiples thereof, except for Bonds maturing on September 2, 1989, as may be re- quested by the Underwriter. 4. All Bonds shall be issued in registered form in accordance with instructions to be determined by the Underwriter prior to closing. The City shall retain Bank of America N.T. & S.A. as Transfer Agent, Registar and Paying Agent. 5. The Bonds shall be dated September 10, 1987, and be delivered to the Under- writer on their date (the "Closing Date"). 6, The City shall establish from City funds a cash reserve fund equal to 3% of the aggregate principal amount of bonds. The reserve fund shall be adminis- .. :~ a tered pursuant to the Resolution of Issuance for the Bonds as well as pursuant to applicable federal laws and regulations. The cash reserve fund balance shall be shown as a separately stated item in the City's annual financial report. 7. The City shall covenant to commence judicial foreclosure of delinquent as- sessments within 150 days after any delinquency. 8. The purchase price of the Bonds shall be 97.15 percent of par (a discount of 2.85%). 9. The purchase price of the Bonds shall be paid in full upon delivery to us of the Bonds accompanied by: a. The unqualified approving legal opinion of Sturgis, Ness, Brunsell & Sperry, .Bond Counsel. The legal opinion shall be printed on the Bonds at no charge to us. b. A no-litigation certificate of the City. 10. 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. At the Closing Date, the Resolution of Issuance and any other 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 connec- tion. therewith, with the issuance of the Bonds and with the transactions contemplated thereby and by this purchase offer, all such actions as, in the opinion of Sturgis, Ness, Brunsell & Sperry, Bond Counsel, shall be necessary and appropriate. b. Between the date hereof and the Closing Date, the marketability of the Bonds shall not have been materially adversely affected, in the .judgment of the Underwriter (evidenced by a written notice to the City terminat- ing the obligation of the Underwriter to accept delivery of and pay for the Bonds) by reason of any of the following: 1. Legislation enacted (or resolution passed) by the Congress of the United .States of America or a decision rendered by a court estab- lished under Article III of the Constitution of the United States of America or by the Tax Court of the United States of America, or an order, ruling, regulation (final, temporary or proposed), press re- lease 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 interest 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, regula- tion (final, temporary or proposed), press release or other form of -2- t'~,3 y notice issued or made by or on behalf of the Securities 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 underly- ing arrangements, are not. exempt from registration under or other requirements of the Securities Act of .1933 as amended, or that the Resolution is not exempt .from qualification under or other re- quirements of the Trust Indenture Aet of 1939, as amended, or that the issuance offering or sale of obligations of the general character of the Bonds, or of the Bonds, including any or all underwriting arrangements as contemplated hereby or otherwise is or would be in violation of the federal securities laws as amended and then in ef- fect. 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), valid- ity or enforceability of the assessments or the ability ,of the City to construct the improvements as contemplated by the Resolution. No event has occurred which would materially alter the accuracy of the information contained in our Preliminary Offering Memoran- dum about the property in the District or the property owners. 11. The City agrees to take all steps within its powers to maintain the tax-exempt status of the Bonds including, but not limited to, the adoption of covenants that are deemed necessary by the Underwriter concerning Federal no-arbitrage and rebate requirements. Date ~~j l~~ Da Respectfully submitted, DEAN WITTER REYNOLDS INC. By: Q~ Peter J. Ross Vice President ACCEPTED BY: CITY OF PETALUMA -3- a. EXHIBIT A MATURITY SCHEDULE Bond Due Interest September 21 Amount Rate 1.989 $ 7,872.00 5.50% 1990 35,000.00 5.75 1991 35,000.00 6.00 1992 40,000.00 6.25 1993 40,000.00 6.50 1994 45,000.00 6.75 1995 45,000.00 7.00 1996 50,000.00 7.20 1997 50,000.00 7.40 1998 55,000.00 7.60 1999 60,000.00 7.80 2000 65,000.00 8.00 2001 70,000.00 8.10 2002 75,000.00 8.20 -4-