The URL can be used to link to this page

Home My WebLink About102-88 i • Aft RESOLUTION NO. 102-88 RESOLUTION ORDERING SALE OF BONDS SEWER ASSESSMENT DISTRICT NO. 11 The City Council of the Town of Los Altos Hills resolves: The City Council accepts the offer of Wulff, Hansen & Co. (attached to this resolution and by reference incorporated in it) to purchase all of the improvement bonds to be issued in Sewer Assessment District No. 11. 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. Regularly passed and adopted this 21st day of September, 1988. B Y ATTEST: City Clerk WULFF, HANSEN & CO. ESTABLISHED 1931 INVESTMENT BANKERS 201 SANSOME STREET, 7TH FLOOR SAN FRANCISCO 94104 [415] 421-8900 September 21, 1988 The Honorable City Council Town of Los Altos Hills Los Altos Hills, California Re: Town of Los Altos Hills Sewer Assessment District No. 11 Dear Members of the Council: Wulff , Hansen & Co . , as managing underwriter ( the "Underwriter" ) , hereby offers to purchase all, but not less than all, Bonds to be offered by the Town of Los Altos Hills (the "Town" ) pursuant to the provisions of the Improvement ' Bond Act of 1915 of the State of California ( after proceedings under the Municipal Improvement Act of 1913 ) to represent the assessments levied against parcels in Sewer Assessment District No. 11 . We make this offer under the following terms and conditions : Amount of Bonds: Approximately $448,438 . 28 Form of Bonds: Registered bonds to be issued serially . Bond denominations of $5,000 to $50, 000, with the odd lot bond in the first maturity. Interest Rates: 1990 6. 20% 1998 7 . 40% 1991 6 . 40% 1999 7 . 50% 1992 6 . 60% 2000 7 .60% 1993 6.80% 2001 7 .70% 1994 7 .00% 2002 7 .75% 1995 7 .10% 2003 7 . 80% 1996 7 . 20% 2004 7 . 80% 1997 7 . 30% Price: 97 . 00% of par value plus accrued interest . Term: 15 years. City Council Town of Los Altos Hills September 12, 1988 Page 2 Average Interest Cost : 7. 545% Net Interest Cost: 7.833% First Interest Payment and Approximate Maturity Schedule: The first interest payment on the Bonds shall be March 2, 1990, with principal payments , commencing September 2, 1990, and annually thereafter as specified below: 1990 $ 3,438.28 1991 20,000 .00 1992 20,000 .00 1093 25,000.00 1994 25,000.00 1995 25,000.00 1996 25,000.00 1997 30,000.00 1998 30,000.00 1999 35,000.00 2000 35,000. 00 2001 40,000 . 00 2002 40, 000. 00 2003 45,000. 00 2004 50,000. 00 Date of Bonds and Delivery Date: Approximately October 12, 1988 . Foreclosure Clause: The Town shall covenant to commence judicial foreclosure of delinquent assessments within 150 days of any delinquency. 111 • City Council Town of Los Altos Hills September 12, 1988 Page 3 Reserve Fund: The Town shall establish a reserve fund in the amount. of 2 1/2% of the proceeds of the Bonds . In our view, it is reasonably required for this issue, and vital to the marketing of the Bonds, that proceeds from the investment of monies in said reserve fund should be retained in said fund insofar as may be necessary to maintain the reserve fund at said amount. Limited Obligation to Advance Available Funds: The Town will not obligate itself to advance available funds from the Town treasury to cure any deficiency which may occur in the bond redemption fund. Redemption Premium: 3% of unmatured principal. Paying Agent/Registrar : Bank of America National Trust and Savings Association No Litigation: A no litigation certificate of the Town shall accompany the Bonds at delivery. Legal Opinion: The opinion of Sturgis, Ness, Brunsell & Sperry, Emeryville, California, without qualification and without expense to us to be printed on the Bonds. Conditions Precedent: 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) The Resolution providing for the issuance of the Bonds and all other resolutions and 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 •• • City Council Town of Los Altos Hills September 12, 1988 Page 4 connection therewith, with the issuance of the Bonds and with the transactions contemplated thereby and by this Purchase Contract , ail such actions as, in the opinion of Sturgis, Ness, Brunsell & Sperry , Emeryville, California , Bond Counsel for the Town, shall be necessary and appropriate; (b) Between the date hereof and the closing date, the market price or marketability of the Bonds at the initial offering prices set forth in the Offering Statement shall not have been materially adversely affected, in the judgment of the Underwriter (evidenced by a written notice to the Town terminating 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 established 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 release 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; City Council Town of Los Altos Hills September 12, 1988 Page 5 ( 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, regulation ( final , temporary or proposed) , press release or other form of notice issued or made by or on behalf of the Securities and 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 underlying 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 requirements of the Trust Indenture Act 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 by the Offering Statement or otherwise is or would be in violation of the federal securities laws as amended and then in effect; ( 3) 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 Council Town of Los Altos Hills September 12, 1988 Page 6 Town , its property , income, securities ( or interest thereon ) , validity or enforceability of the assessments or the ability of the Town to construct or acquire the improvements as contemplated by the Resolution and the Offering Statement; or ( 4) Any event occurring , or information becoming known which, in the judgment of the Underwriter makes untrue or misleading in any material respect any statement or information contained in the Offering Statement concerning the Town , the improvement project, the landowners, or the property assessed. Town Covenant: The Town shall covenant to take any action within its powers to maintain the tax-exempt status of the Bonds. Place of Delivery: To be mutually determined. Time of Delivery: Not later than 48 hours after the Town notifies the undersigned that the Bonds are ready for delivery. If the subject Bonds are not delivered by 5 :00 p.m. on the third day after the aforementioned delivery date , Wulff , Hansen & Co . reserves the right to renegotiate the price and/or the rate of interest . • City Council Town of Los Altos Hills September 12, 1988 Page 7 Expiration: This offer expires midnight,September 22, 1988 . Very truly yours, WULFF, HANSEN & CO. J-Paul Dumont Senior Vice President Lawrence C. J nsen Attorney J—PD/LCJ/tms