HomeMy WebLinkAboutSTONE & YOUNGBERG - JONES, HALL, HILL & WHITE - 1986-06-02 00000-00 JHHW EME pab C4 X86 P1933
AGREEMENT
BY AND BETWEEN THE CITY OF HUNTINGTON BEACH
AND JONES HALL HILL & WHITE, A PROFESSIONAL
LAW CORPORATION, FOR BOND COUNSEL SERVICES
h"I CONNECTION WITH TAX ANTICIPATION NOTE PROCEEDINGS
FOR FISCAL YEAR 1986-1987
ri'
THIS AGREEMENT is entered into the P"-, day of k , 1L86, by an ' between THE CITY OF
HUNTINGTON LEACH (the "Issuer") and JONES HALL HILL & WHITF, A PROFESSIONAL- LAW
CORPORATION, Sar. Francisco, California ("Attorneys");
WITMESSi: TF,:
WHEREAS, the Issuer issue short-term tax and revenua anticipation notes relating to
fiscal year 1986-1987 of +"- Issuer (the "Notus") pur want to Sections 50-850 et seg. of the California
Government Code; and
WHEREAS, in connection with such proceedings the issuer requires the advice and assistance of
bond counsel; and
WHEREAS, the Issuer has determined that Attorneys are qualified by training and experience to
perform the services of bcod counsel, and Attorneys are wiping to provide such services; and
WHEREAS, the public in,ersst, economy and general welfare will be se:wed by this Agreement;
NOW, THEREFORE, Th!5 PARTIES HERETO MUTUALLY AGREE AS FOLLOWS:
1. Duties of Attorneys. Attorneys shali do, carry out and perform all of the following services as
are necessary for the issuance of the Notes:
A. Consultation and cooperation with the Issuer's Attorney, financing consultants and other
consultants, underwriters staff and employees of the Issuer, and a,_.:Sting suc:i consultants,
underwriters, staff and employees in the formuwiuo of a c:,erdinated rininc s! and tagal Nott=
issuance.
B. F.eparation of all legal proceedings for the author' rion, issuance and delivery of Notes
to the Issuer; including preparation of the resolution authorizing the issuance of such Notes,
fixing the date, denominations, numbers, maturity and inte,est rates. providing the form of the
Notes an authorizing their execution, authenticatiot, and registration; certif0wig the terms and
:)ndibons upon which the same are to be issued; providing for the setting t,p of s,jecial funds
for the disposition of proceeds of the sale cr ;hs Notes, ircluding creation of a reserve fund, if
any, and such other funds as may be advisable, and providing all other detai:s in connection
therewith, including special co\,anants and clausea for the protection of the interests of the
Noteholders; preparation of the resolution selling all or any part of the authorized Note issue;
preparation of all documents required for Note delivery, includ;ng cumulative cash flow deficit
certificate required by federal tax law and supervising such delivery; preparation of all otter
proceedings incidental or in connection w!th the issuance, sale and delivery of Notes.
C. Application for any Ir:ernal Revenue Service or other rulings necessary to assure tax-
exempt status of the Notes, or as required by the purchaser of the Notes.
C. Upon completion of proceedings to the satisfaction of Attorneys, providing a legal
opinion unqualifiedly approving in all regards the legality of 2" )roceedings for the authorization,
issuance and delivery of Notes, and stating that interest on the Notes is exempt from rederal
and state personal income taxation, which opinion shall inure to the benefit of ;:re purchasers of
the Notes.
E. Any and all legal consultation requested by the Issuer concerning the Notes at any time
after delivery of the Notes.
F. Such other and further services as a e normally performed by bond counsel in
connection with the issuance of tax and revenue notes by municipalities.
G. Attorneys will not be responsible for the preparation or content of the official statement
preoared by the financial consultant or underwriter other than to examine said official statement
es concerns description of Notes and matters within Attorneys' kn,)wl. dge.
2. Compensation. For the services of Attorneys listed in subsections A through G, inclusive, of
Section 1, the Issuer will pay Attorneys a fee equal to the greater of (i) S4,000 or (ii) one-twentieth of
one percent (1,20 of 1016) of the aggregate principal amount of the Notes.
In addition, the Issuer shall pay to Attorneys all direct cut-of-pocket expenses for travel, messenger
and delivery service, closing costs and expenses and expenses for other services incurred in
connection with the services rendered by Attorneys' duties hereunder. Payment of said fees and
expenses to Attorneys shall oe due upon the issuance of Notes and the delivery of the proceeds
thereof to the Issuer, and said fees and expenses shall be payable solely from the proceeds of the
Notes and from no other funds of the :-jer.
3. Responsibilities of ':re Issuer. The Issuer shall cooperate with Attorneys and shall furnish
Attorneys with certified copies of all proceedings taken by the Issuer, or other deemed necessary by
Attorneys to render ar,. opinion upon the validity of such proceedings. All costs and expenses incurred
inci iental to the actual issuanc: and delivery of Notes, including the cost and expense of preparing
certified copies of proceedings required by Attorneys in connection with the issuance of the Notes, the
cost of preparing the Notes for execution and delivery, all printing costs and publication costs, and any
other expenses incurred in connection with the issuance of Notes, shall be paid from Note proceeds.
4. Termination of Agreement. This Agreement may be terminated by the Issuer at any tame by
giving written notice to Attorneys with or without cause. In the event of termination, all finished and
unfinished documents, ex� :bi's, project data, reports, and evidence shall, at thN option, of Issuer,
becomes its property and sh;il be delivered to it by Attorneys.
5. Supervision. In perfo_-ming this agreemenr., Attorneys shall
worlc under the direction and control of the City Attorney.
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IN WITNESS WHEREOF, the Issuer and Atta neys have executed this Agreement as of the date
first above written.
THE CITY OF HU.dTINGTON! BEACH
By:
Title. Mayor �-
Attest: APPROVED AS TO FORM:
ALICIA M. WENTWORTH, CITY CLERK
By:
Title:_ V Gail Hutto4, City Attorneyj� 6v
JONES HALL HILL&WHITE,
A PROF SSION LAW CORPORATION
r ,
Charles F. Adams
MMMONEWPOR
JIM
REQU �' I A �I�N
P. i Mgv 27. 1986
'— CITY CL1:itL6
Submitted to: Honorable Mayer a s"x
Submitted by: Charles W. Thompson, City Administrato
Prepared by: Warren G. Hall, City Treasurer �- - ; �� j.+ •- -�
Robert J. Franz, Chief of Administrative Services
Subject: Bond Counsel & Underwriting Agreements Tax Revenue Anticipation Notes
(TRANS) FY 86/87
Consistent with Council Policy? [x] Yes [ ] New Policy or Exception
Ms �/-
Statement of Issue, 'Recommendation,Analysis, Funding Source,Alternative Actions,Attachments:
Statement of Issue: On May 5, 1986 the City Council authorized the preparation of a tax
revenue anticipation note financing for FY 1986/87. It is necessary that this issue be closed
at the commencement of the new fiscal year. To accommodate this deadline the following
recommendations are made.
Recommendation:
1. Approve and authorize the Mayor and City Clerk to execute the attached
Underwriting Agreement between the City and Stone and Youngberg and the
attached Agreement between the City of Huntington Beach and Jones Hall Hill
and White, a professional law corporation, for bond counsel services; both
Agreements in connection with the preparation and sale of tax anticipation
notes for fiscal year 1986/87.
2. Approve and authorize the Mayor and laity Clerk to execute the attached
authorizing resolution for the issuance of tax revenue anticipation notes.
An_ alysis. The tax revenue anticipation notes are short �_t,n debt instruments issued to
provide capital for the financing of budgeted expenditures in the early portion of the
upcoming fiscal year. This is a common financing technique used by communities who wisii
to meet budgeted expenditures without resorting to borrowing from internal funds or market
rate borrowings and who may experience short term cash flow problems prior to the receipt
of the initial property tax payment in December. Although the City has a balanced budget,
expenditures exceed revenues in the first five months of each fiscal year due to the laming
of the receipt of property taxes, our second largest revenue source. Tax releiiue
anticipation note issues solve this cash flow problem by permitting cities to boriow at a
relatively lour interest rate (4% to 4 3/4%) and repay the short term note wit:-in one year.
Repayment is made from the ,excess of revenues over expenditures in the second half of the
fiscal year. Traditionally, the City has borrower; funds internally from the Water Fund, Gas
Tax Fund or others. This has resu'ted it. «ower interest earnings in those funds and for the
City general AFUnd compared to the proposed financing.
Approval of the attached contracts will provide the necessary financing tes m. The firm of
Stone and Youngberg is currently under contract to the city as underwriter for other types
of transactions (as well as to prov.c; , financial advisory services to the Redevelopment
Agency). Ho:;tever, the terms of this Agreement du not explicitly reference the sale of tax
revenue anticipation notes. The attached contract is prepared to include this type of
financing. Similarly, the Bond Counsel firm of Jones Hall Hill and White had served as bond
co,insel on ever; tax exempt issue by the city for the last , averal years. However, there
does not now exist a contract between the city and Joi.js Hall Hill and White which
explicitly mentions the sale of tax revenue anticipation notes. The attached contract Ls
prepared to include this type of financing as well.
s
Pro 4/84
P4WEST FOR CITY COUNCIL ACTI
Bond Counsel& Underwriting Agreements
Tax Revenue Anticipation Notes (TRANS) FY 86/87
0
Analysis (Cantinued',: The attached authorizing resolution was prepared 1)y the Bond Counsel
firm of Jones, Hall, Hill and White and reviewed and approved by the City Attorney's
office. It authorizes the issuance of the tax revenue and anticipation notes, it authorizes
the execution of the required documents by the appropriate city officers, and provides for
the sale of the notes to the urderwriter.
Funding Source: Costs paid from bond proceeds.
Alternative Action: Do not approve the attached Agreements. This will preempt the sale of
these notes.
Attachments:
1. Resolution prepared by Bond Counsel Jo�.es, Hall, Hill and White.
2. Underwriting Agreement between the City and Stone and Youngberg.
3. Underwriting Agreement between the City and Jones, Hall, Hill and White.
C WT:RJF:skd
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2,555j
STONE & YOUNGBERC-
MEMBERS: PACIFIC STOCK EXCHAM.E
UNDERWRiTIN,G AGREEMENT
May 15, i986
City, Council
City of Huntington Beach
2000 Main Street
Huntington Beath, CA 92648
Attention: Stephen V. Kohler, Senior Community Development Sp- 'alist
Regard i rig: 1t:,cerwr i t i rig Agreement for 1986 Tax & Reven, ;nt i c i pat i on
Notes
Honorable Mayor and Members of the City Council :
This letter will serve as an agreement between the City of Huntington
Beach, California (the "City") and Stone & Youngberg ("the Underwriters") to
serve as Underwriters to the City until the parties ente into an actual
Purchase Contract regarding the negotiated sale of securities to be sold by
the City.
(ou hive informed us that the City intends to issue securities to finance
short—term cash flew needs and for this purpose requir the services of the
Underwriters to assist in the structuring of the financing and to enter into a
Purchase Contract that is agreeable to the City.
As Underwriters, we wili use our best efforts to bring the securities to
market at the best pDssible interest rate under the market conditions existing
at the time of the ,IP. Tne Underwriters agree to undertake the below listed
services and functions.
A. Structuring Tne Financinq
1 . Tne Underwriters will work with the City and the City' s Bond Counsel ,
to create the most feasible and Efficient structure for the marketing
of the notes.
2. The Underwriters will work with the City's Bond Counsel in
recommerding specific terms and conditions affecting the securities.
ONE CALIFORNIA STREET•SAN FRANCISCO,CALIFORNIA 94111,(415)981-1314
r
City Council
City of Huntingt(-n Beach
May 15, 1986
Page 2
3. The Underwriters will prepare an Official Statement on behalf of the
City for sale of the securities. Although it will be the
respons0ility of the Underwriters to prepare the Official Statement,
the City agrees to participate in its preparation by providing
pertinent information to be included therein and agrees to review the
Official Statement for accuracy as it relates to matters concerning
the securities, the projected general fund cash flow, and the City.
The Offs 4al Staterent will include a description of the securities
and pErt ent financial and econemic data. The execution and
delivery f the Official Statement will be duly au'horized by the
City for use in marketing the securities.
4. If the City so requests, we will assist in arranging the selection of
a paying agent.
B. Marketinq the Securities:
1 . At the designated time for the sale of the securities, the
Underwriters will submit an offer to the City to purchase the
securities, subject to pertinent resolutions, the Official Staterent,
and all other necessary documentz., approvals, and proceedings
governing such securities having been determined by bond counsel , the
City, and the Underwriters to be satisfactory in all respects for
financing purposes. It is intended that, once purchased, the
securities will be re-offered to the public on the basis of an
immediate "bona fide public offering". The Underwriters may form a
group of investment banking firms for the purpose of v 4ting and
selling the securities.
2. At least one day prior to the submission of any such for,. ,.. 'er to
the City for the purchase of the securities, the Underw will
indicate to the City the interest rate, tht purchase p. ,,._' the
City, and public offering price of tiie securities whi •., � ^r �
estimate will be included in such offer. If, after ,,, : .r;aa i .,rs in
good faith, the City and the Underwriters fail to aj -,,rms
of sale of the securities, and upon written notice
Underwriters, the City may then offer the securitie. a to
others.
C. General Provisions Relating to the City ano the Underwriters:
1 . The City agrees to make available to the Underwriters without cost,
sufficient copies of any applicable reports, agreements, contracts,
resolutions, the general fund cash flows, and other relevant
documents as may reasonably be required from time to time for the
prompt and efficient performance by the Underwriters of their
obligations hereunder.
ANN
City Council
City of Huntington Beach
May 1: , 1986
Page 3
[. The Underwriters will pay their own out-of-pocket and other expenses,
including the cost of Underwriter's Counsel Cif applicable) , Blue Sky
and Invest�.ier.t Memoranda, assignment of CUSIPs, and any advertising
expenses in connection with the public offering of the securities.
3. The City will pay from the proceeds of the securities all costs and
expenses customarily paid therefrom including the cost or printing
the securities ant the Official Statement, and any other documents,
the fees and exp^nspe of its legal counsel , bond counsel ,
accountants, engineers, and of any other experts or
consultant- jy the City in connection with the financing.
4. It is expr_s'_. —derstood and agreed and the City hereby recognizes
that in performing its activities the Underwriters are acting solely
on their own behalf and plan to submit to the City a proposal to
purchase the securities for resale. Nothing herein will be construed
to make the Underwriters a^ employee or financial , fiscal or other
advi�ar of the City, or t- -stablish any fiduciary relationship
between the City and the Underwriters. It is understood and agreed
that the City will not be required to compensate the Underwriters for
services provided to the City under this agreement if the securities
are not sold.
5. Nothing herein will prohibit Stone & Youngberg from acting as
Jnderwriter or financial advisor to the City on other financings.
6. Upon termination of this agreement, the City will be under no further
obligation to the Underwriters hereunder.
Upon your acceptance set forth k.low, this letter will constitute an
agreement between the City and thy; undersigned.
Very truly yours,-,
APPROVED AS -iT FPRM:
S TON 7 & YQUNG$�
Gail. xuttorr, ity; totne�
Si. L ( rs
AA
Partner
Accapted this y24 day of 1986
By Mawr _ ATTEST: ALICIA M. WENT'WORTI!, CITY CLER
SCS:cn By 6t'•6 to d?-�-�
(0054C) Deputy
AL
mr
JHHW,EME.pa6 05,16,85 P1966
RESOLUTION NO. 5669
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF HUNTINGTON BEACH
PROVIDING FOR THE BORROWING OF FUNDS FOR FISCAL YEAR
1986-1987 AND THE ISSUANCE OF TAX AND REVENUE
ANTICIPATION NOTES THEREFOR, AND AUTHORIZING THE
SALE OF NOTES TO STONE & YOUNGBERG
WHEREAS, pursuant to Sections 53850 et seq. of the Government Code of the State of California,
this Ciiy Council (the "Council") has found and determined that the sum of not to exceed Twelve
Million Four Hundred Stwenty Thousand Dollars (S12.470,000) is needed for the requirements of the
Coy of Huntington Beach (the "City"), a municipal corporation duly organized and existing_ under the
laws of the State of California, to satisfy obligations payable from the General Fund of the City, and
that it is necessary that said sum b3 borrowed for such purpose at this time by the issuance of
temporary notes thr refor in anticipation of the receipt of taxes, revenues and other moneys to be
received by the City for the General Fund of the City during or aliocable to Fiscal Year 1986-1987: and
WHEREAS*, it appear;:, and the Council hereby finds and deiarmmes, that said sum of Twelve
Million Four Hundred Seventy Thousand Dollars (S12.470.000), when added to the interest payable
thereon, does no, exceed eighty-five percent (850.1 of the estimated amount of the uncollected tares,
revenue and other moneys of the City attributable to Fiscal Year 1986-1967, and available for the
payment of said notes and the interest thereon (as hereinafter provided):
I
NOW. THEREFORE, the City Counci' of the City of Huntington Beach heret:y finds, determines.
declares and resolves as follows.
Sectron. 1. Recitals True and Correct. AI! of the recitals herein set forth are true and correct.
and the Council so finds and determines.
Section 2. Issuance and Terms of Notes. Solely for the purpose of anticipating taxes, revenue
and other moneys tc -eceived by the City for the General Fund of the City during or allocable to
Rscal Year 1986-19t . 9 not pursuant to any common plan of financing. the Cit r,ureby determines
tc and shal! borrow the aygreaate principal sum of not to exceed Twelve Million Fogy,, Hundred Seventy
Thousand Cclla;•s (S12,470,000) by the issu&nce of temporary notes under Sections 53850 et seq. of
the Government Code of the State of California, designated "City of Huntington Beach, California, 1286
Tax and Revenue Anticipation Notes" (the "Notes"). to be numbered from 1 consecutive!y upward in
order of issuance, to be in minimum denominations of S100.00^ or any integral multiple thereof (except
that one Note shall be in the arnount of S70.000 or the sum of S70.000 and such authorized
denominations). to be rated as set forth in ;hG Official Stater ant relating to thy, Notes and to mature
(w+fhc:it option of prior redemption) on June 30, 1967. The ):�,ies ;:hall hear interest, payable at
maturity and computed on a 30-dey month 360-day year basis. at the rate per annum set forth in the
Contract of Purchase hereinafter approved by the City Coun; Botr the principal of and interest on
the Notes shall be payable, only upon surrender tilereof. in lawful money of the U-ted States of
America, at the principal office of the Paying Agent named in the Official Statement.
Section 3. Form of Notes. The Notes shall be issued without coupons and shall be substantially
it the form and substance see forth m. Exni�attached hereto and by reference incorporated herein.
the blanKs to salc; form to be f,aed in girth appropriate words and figures.
Section S. Use of Proceeds. The moneys so borrowed shall be deposited in the General Fund of
the amity and used and expended by the City for any purpose for which it is authorized to expend funds
from the General Fund of the City.
Section 5. Security. The principal amours: of the Notes, together with the interest thereon, shall
be payable from taxes, revenue and other moneys which are received by the City for the General Fund
of the City for the 'iscal Year 1986-1987. As security for the payment of the i rincipal of and interest
on the Notes the City hereby pledges (a) the first S6,000,000 o" "unrestricted moneys" (as hereinafter
defined) received by the City in December 1986, (b) the first 56,20C,000 of such unrestricted moneys
received by the City in April 1987 and tc) the firs, S270,00C, together with any additional amount
required to pay the interest on the Notes at maturity, of such unrestricted moneys received by the City
in May 1987 (such pledged amounts being hereinafter called the "Pledged Revenues"). The principal
of the Notes and the interest thereon shall constitute a first lien and charge thereon and shall be
payable from the Pledged Revenues. To the extent not so paid 'from the Pledged Revenues, the Notes
shall be paid from any other moneys of the City lawfully available therefor. If there are insufficient
unrestricted moneys received by the City tc permit the deposit into the Repayment Account, as
hereinafter defined, of the full amount of the Pledged Revenues to be deposited in any month by the
fast business day of such month, then the amount of any deficiency shall be satisfied by an increased
deposit in the next month (if any) in which Pledged Revenues are scheduled to be deposited, unless
the deficiency occurs or exists in May 1987, in which event such deficiency shall be satisfied and
made tip from any other moneys of the City lawfully available for the repayment of the Notes and
interest thereon. The term "unrestricted moneys" shall mear taxes, income, revenue, cash receipts,
and other moneys intended as receipts for the General Fund of the City and which are generally
available for the payment of current expenses and ot:er obligations of the City.
Section 6. Paying Agent. The Pa;mg Agent named it the Official Statement is hereby appointed
to act as the Paying Agent and depository of the City for the purpose of receiving the Pledged
Revenues as defined in this Resolution. to hold. allocate, use and apply the Pledged Revenues and to
perform such other duties and powers c' the Paying Agent as are prescribed in this Resolution.
Section 7. Repayment Account. All Pledged Revenues. as and when received, shall be
deposited by the City with t.ie Paving Agent and shall be held by the Paying Agent in a special fund
designated the "1986 Tax and Revenue Anticipation Note Repayment Account" (the "Repayment
Account") and applied as directed in this Resolution. Anv money placed in the Repayment Account
shall be for the benefit of the Notec, and until the Notes and a.l interest 'thereon are paid or until
provision has been made for the payment of the N•-)tes at maturity with interest to maturity, the moneys
in the Repayment Account shalt be appfiec solely for the purposes for which the Repayment Account is
created.
From the date this Resolution takes effect ali Piedced Revenues shall, during the months in which
received, be transferred to the Paying Agent foi deposit in the Repayment Account. On June 3(
1987, the moneys in the Repayrr.,int Account shah be used, to the extent necessary, to pay the
principa? of and interest on the Notes. Any moneys remaining in the Repayment A=ourlt after the
Notes and the interest thereon have been paid. or provision for such payment has beer nade, shah tie
transferred to thA City for deposit in its Genera: Fund.
Section B. Deposit and Investment of Repayment Account. Alf moneys held by the Paying
Agent in the Repayment Account. J not invested. shall be held in time or demand deposits of put;-
-funds (including the oanking department of the Paying Agent) ano shall be secured at all tv,'s cy
bonds or other obligations which are authorized by taw as secLmty for put:ic deposits, of a market
value at least equal to the amount required by taw.
Moneys in the Repayment Account. to the greatest extent possible, shall be invested in investment
securities by the Paying Agent as the Treasurer of the City may direct, as pernrimed by the laws of the
State of Cziifornia as now in effect aild as hereafter emended, modified or supplemented from time to
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time, and the proceeds of any such investments shall be deposited in the Repayment Account and
shall be part of the Pledged Revenues.
Section 9. Execution of Notes. The Treasu.er of the City is hereby authorized to execute the
Notes either by manual or facsimile signature, and the City Clerk of the City is hereby authorized to
countersign the same by either manual or facsimile signature and to affix the seal of the City thereto
either manually or by facsimile impression thereof, and said officers are hereby authorized to cause the
blank spaces thereof to be filled in as may be appropriate.
Section 10. Covenants and Warranties. It is hereby covenanted and warranted by the City that
all representations and recitals contained in this Resolution are true and correct, and that the City and
its appropriate officials have duly taken all proceedings necessary to taken by them, and will take any
additional proceedings necessary to be taken by them, for the prompt collection and enforcement of
the taxes, revenue, cash receipts and other moneys pledged hereunder it accordance with law and for
carrying out the provisions of this Resolution.
Section 11. Arbitrage Covenant. This Council, as issuer of the Notes on behalf of the City,
hereby covenants that it will make no use of the proceeds of the Notes which would cause the Notes
to be "arbitrage bonds" under Section 103(c) of the Internal Revenue Code of 1954, as amended; and,
to that end, so long as any of the Notes are outstanding, the issuer with respect to the proceeds of the
Notes, and all ufficers having custody or control of such proceeds, shall comply v+ith ali requirements
of said section and of the regulations of the United States Department of the Trez Bury thereunder. to
the extent that such regtdations are, at the time, applicable and in effect, so that the Notes will not be
"arbitrage bonds."
Section 12. Sale of Notes. The Notes are hereby authorized to be sold to Stone & Yc naberg
(the "Purchaser") pursuant to and in accordance with the Contract of Purchase between the City and
the Purchaser in substantially the form on file with the City Cleo k, together with any changes therein
deemed advisable by the City Administrator or his designee prior to the execution thereof. Said form
of Contract of Purchase is hereby approved, and the City Administrator or his designee is hereby
authorized and directed to approve the final form of said Contract of Purchase containing the definitive
rate of interest to be borne by the Notes (which shall not exceed eight percent per annum) and the
purchase price of the Notes (-which shall not be less than 95'0 of the par amount thereof). The City
Administrator or his designee and the City Clerk are hereby authorized and directed to execute and
attest said final form of said Contract of Purchase for and in the name and on behalf of the City.
Section 13. Official Statement. The final Official Statement relating to the Notes, in substantially
the form presented to this meeting and on file with the City Clerk, is hereby approved with such
additions, changes and corrections as the City Administrator or his designee may approve, The
Purchaser is hereby authorized to distribute copies of said Official Statement (as so added to. changed
or corrected) in connection with its reoffering and resale of the Notes. Distribution by the Purchaser of
the preliminary Official Statement relating to the Notes is hereby authorized and approved. The City
Administrator or his designee s hereby authorized and directed to execute the final form of said Official
Statement for and in the name and on behalF of the City.
Section 14. Preparation of Notes; Official Action. Jones Will Hill 8 Wnite, A Professional Law
Corporation, as bond counsel to the City, is directed to cause suitable Notes to be prepared showing
on their face that the same bear interest at the rate aforesaid, and to cause the blank spaces therein to
be filled in to comply with the provisions of this Resolution in accordance with the C3ntraet of
Porchase, and to procure their execution by the proper officr;=i, and to cause the Notes to be delivered
when se executed to the purchaser or purchasers thereof upon the receipt of the purchase price by
the Treasurer of the City, in accordance with the Contract of Purchase.
The Mayor, the City Administrator, the Chief of the Administrative Servi;es Department, the
Treasurer and tr,t, City Clerk, or any of them. are further authorized and directed to make, execute and
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delivur to the purch- of the Notes (a) a certificate in the form customarily required by purchasers of
bonds of public corporations generally, certifying to the genuineness and due execution of the Notes,
(b) a receipt in similar '.,rm evidencing the payment of the purchase price of the Notes, which receipt
shall be conclusive evidence that said purchase price of the Notes has been paid and has been
received by the City and (c) a certificate attesting to the use of the proceeds of the Notes, the
investment thereor, and any other matters relating to the tax exemption of the Notes pursuant to
Section 103(c) of the Internal Revenue Code of 1954, as amended. Such officers and any other
officers of the City are hereby authorized and directed to execute any and all other documents required
to consummate the sale and delivery of the Notes.
PASSED ANC ADOPTED by the City Council of the City of Huntington Beach, California, this 2nd
day of June, 1986, by tie following vote:
AYES: Kelly, MacAllister, Finley, Mandic, Green
NOES: Bailey
ABSENT: Thomas
Mayor
(SEAL)
Attest: APPROVED AS T0, FORM:
/'J 1
1. 1
Alicia 1'I. ,,entaorth, City Clerk
City Clerk G a i 1 Hut Qo
City Attor(:e
BY:_ _ L
Deputy City Clerk
r
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QR19u;Rf
EXHIBIT A
CITY OF HUNTINGTON BEACH, CALIFORNIA
1986 TAX_AND REVENUE ANTICIPATION NOTE
No.
S �^ Date: 1986
FOR VALUE RECEIVED, the City of Huntington Beech (the "City"), State of Caifornia,
acknowledges itself indebted to and promises to pay to the bearer hereof, at the principal office of
in , California, the principal sure of
DOLLARS (S )
in lawful money of the United States of America, on ,June 30, 1987, together with interest thereon at
the rate of % per annum i- like lawful money from the date hereof until payment in full of said
principal sum. moth the principal of and interest on this Note shall be payable only upon surrender of
this Note as the same shall fall due; provided, however, no interest shall be payable for any period
after maturity during which the holder hereof fails properly to present this Ncte for payment.
It is hereby certified, recited and declared that this Note is one of an authorized issue of Notes in
the aggregate principal amount of _ Dc;iars ($ —), all of like tenor, issued
pursuant to the provisions of Resolution No. of the City Council of the City duly passed and
adopted on June 2, 1986, and pursuant to Artirle 7.6 (commencing with Ser tion 53850) of Chapter 4,
Part 1, Division 2, Title 5, of the California Government Code, L i that all things, conditions ana acts
required to exist, happen and be performed precedent to and in the issuance of this dote have existed,
happened and been performed in regular and due time, form and manner as required r, .-w, and that
this Note, together with all other indebtedness and obligations of the City, d,es not exceed &,iy limit
p,escribed by the Constitut:on or statutes of the State of California.
The principal amount of the Notes, together with the interest thereon, shall b: payable from taxes,
revenues and other moneys which are received by the City for the Repayment Account of th12 City for
the Fiscal Year 1986-1987. As security for the payment of the principal of and interesi on the Notes
the City has pledged (a) the first S6,000,000 of "inrestricted moneys" (as hereinafter defined) received
by the City in December 1986, (b) the first S6,200,000 of such unrestricted -- .ays received by the
City in Aprl 1987 and (c) the first S270,000), together with any additional L.:no,(nt required to pay the
interest on the Notes at maturity, of such unrestricted moneys received by the City in May 1987 (such
pledged amounts be;ng hereinafter called the "Pledged Revenues"). The principal of the Notes and
the interest thereon shall constitute a first lien and charge thereon and shall be payable from the
Pledged Revenues. To the extent not so paid from the Pledged Revenues, the Notes shall be paid
from any other moneys of the City lawfully available therefor. As usi,d nerein, the term "unrestricted
moneys" means the taxes, income, avenue, cash receipts and other moneys intenders as receipts for
the General Fund of the City and which are generally available for the payment of curront expenses
and other obligations of the City.
-5-
OiQI°�lN��
IN WITNESS WHEREOF, the City of Huntington Beach has caused this Note to be executed by
the facsimile signature of the Treasurer of the City and countersigned by the City Clerk of the City, and
caused its official seal to be reproduced hereon all as of this day of , 1986.
CITY OF HUNTINGTON BEACH
By _
Treasurer
(SEAL)
Countersigned: APPROVED AS TO FORM:
A' ,",
Ely—L
City Clerk Gail II to City Attorney
i'
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