90-16611009-44 3HHW:BDQ:Kle 05/01/90 Z5713
CITY OF ANAHEIM
RESOLUTION NO. 90R-
A RESOLUTION CALLING FOR BIDS FOR NOTES,
APPROVING DISTRIBUTION OF OFFICIAL STATEMENT,
OFFICIAL NOTICE OF SALE AND BID FORM, AND AUTHORIZING
AND DIRECTING CERTAIN ACTIONS WITH RESPECT THERETO
RESOLVED, by the City Council of the City of Anaheim, California (the "City"), as
follows:
WHEREAS, this City Counoil proposes to authorize the issuance of its 1990 Tax
and Revenue Anticipation Notes (the "Notes") and, in furtherance thereof, the financial
advisor to the City has been directed to prepare an official statement (the "Official
Statement") and bond counsel to the City has been directed to prepare an official notice
of sale (the "Official Notice of Sale") and a bid form (the "Bid Form");
WHEREAS, the Official Statement, the Official Notice of Sale and the Bid Form
have been prepared and filed with the City Clerk, and this Council, with the aid of its
staff, has reviewed each and every part thereof;
NOW, THEREFORE, it is hereby DETERMINED and ORDERED as follows:
Section 1. The City Council hereby approves the Official Statement describing the
Notes, in substantially the form on file with the City Clerk, together with any changes
therein or additions thereto deemed advisable by the Finance Director or any other
qualified officer of the City. The City Council approves and authorizes the distribution by
the financial advisors to the City of the Official Statement to prospective purchasers of
the Notes, and authorizes and directs the Finance Director on behalf of the City to deem
"final" pursuant to Rule 15c2-12 under the Securities Exchange Act of 1934 (the "Rule")
the Official Statement prior to its distribution by the financial advisors to the City. The
execution of the Official Statement, which shall include such changes and additions
thereto deemed advisable by the Finance Director or any other qualified officer of the
City and such information permitted to be excluded from the Official Statement pursuant
to the Rule, shall be conclusive evidence of the approval of the Official Statement by the
City.
The Finance Director is authorized and directed to execute the Official Statement
and a statement that the facts contained in the Official Statement, and any supplement
or amendment thereto (which shall be deemed an original part thereof for the purpose of
such statement) were, at the time of sale of the Notes, true and correct in all material
respects and that the Official Statement did not, on the date of sale of the Notes, and
does not, as of the date of delivery of the Notes, contain any untrue statement of a
material fact with respect to the City or omit to state material facts with respect to the
City required to be stated where necessary to make any statement made therein not
misleading in the light of the circumstances under which it was made. The Finance
Director shall take such further actions prior to the signing of the Official Statement as
are deemed necessary or appropriate to verify the accuracy thereof.
Section 2. The Official Statement, the Official Notice of Sale and the Bid Form
are approved for distribution in the offering and sale of the Notes.
Section 3. The City's financial advisors, on behalf of the City and its City C~erk,
are authorized and directed to cause the Official Statement, Official Notice of Sale and
Bid Form to be distributed to such municipal bond broker-dealers, to such banking
institutions and to such other persons as may be interested in purchasing the Notes
therein offered for sale.
Section 4. The City Clerk is authorized and directed to execute the Official Notice
of Sale on behalf of the City and to call for bids for the sale of the Notes.
THE FOREGOING RESOLUTION is approved and adopted by the City Council of
the City of Anaheim this 15th day of May, 1990.
o-,~'~ OF?HE CITY OF A~L~HEIM .-
ATTEST:
CITY CLERK OF THE CITY OF ANAHEIM
-2-
CLERK
STATE OF CALIFORNIA )
COUNTY OF ORANGE ) ss.
CITY OF ANAHEIM )
I, LEONORA N. SOHL, City Clerk of the City of Anaheim, do hereby certify that
the foregoing Resolution No. 90R-166 was introduced and adopted at a regular
meeting provided by law, of the City Council of the City of Anaheim held on
the 15th day of May, 1990, by the following vote of the members thereof:
AYES: COUNCIL MEMBERS: Daly, Ehrle, Pickler and Hunter
NOES: COUNCIL MEMBERS: None
ABSENT: COUNCIL MEMBERS: Kaywood
AND I FURTHER certify that the Mayor of the City of Anaheim signed said
Resolution No. 90R-166 on the 16th day of May, 1990.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed the seal of the
City of Anaheim this 16th day of May, 1990.
CITY CLERK OF THE CITY OF ANAHEIM
(SEAL)
I, LEONORA N. SOHL, City Clerk of the City of Anaheim, do hereby certify that
the foregoing is the original of Resolution No. 90R-166, duly passed and
adopted by the Anaheim City Council on May 15, 1990.
CITY CLERK OF THE CITY OF ANAHEIM~
11009-44 JHHW:BDQ:kI~ 05/01/90 Z5716
NOTICE OF INTENTION
$22,000,000
CITY OF ANAHEIM
(Orange County, California)
1990 Tax and Revenue Anticipation Notes
NOTICE IS HEREBY GIVEN, pursuant to section 53692 of the California
Government Code, that the City of Anaheim, California (the "City"), intends to sell, at
public sale, $22,000,000 1990 Tax and Revenue Anticipation Notes. Bids will be received
10:00 a.m., Pacific time, on
TUESDAY, JUNE 5, 1990
and, without further advertising, so long as a proposal has not theretofore been
accepted by the City, on Tuesday, June 12, 1990, and Tuesday, June 19, 1990, at the
office of the City Clerk of the City, Room 217, Civic Center, 200 South Anaheim
Boulevard, Anaheim, California 92805, and the sale will be awarded by the City Council
of the City within 26 hours after the expiration of the time prescribed for the receipt of
bids.
[TO BE PUBLISHED IN THE BOND BUYER ON FRIDAY, MAY 18, 1990, TO BE
ARRANGED BY JONES HALL HILL & WHITE]
11009-44 JHHW:BDQ:Kla 05/01/90 Z5715
OFFICIAL NOTICE OF SALE
$22,000,000
CiTY OF ANAHEIM
(Orange County, California)
1990 Tax and Revenue Anticipation Notes
NOTICE IS HEREBY GIVEN that sealed proposals will be received by the City
Clerk of the City of Anaheim, California (the "City"), at the offices of said City Clerk at
Room 217, Civic Center, City of Anaheim, 200 South Anaheim Boulevard, Anaheim,
California, at 10:00 a.m., Pacific time, on
TUESDAY, JUNE 5, 1990
and, without further advertising, so long a proposal has not theretofore been accepted
by the City Council (the "Council"), on Tuesday, June 12, 1990, and Tuesday, June 19,
1990, for the purchase of $22,000,000 principal amount of tax and revenue anticipation
notes of the City (the "Notes"), more particularly described below.
ISSUE AND DENOMINATION; BOOK ENTRY ONLY SYSTEM: $22,000,000
designated "City of Anaheim 1990 Tax and Revenue Anticipation Notes," consisting of
fully registered notes, without coupons. The Notes will be issued in minimum
denominations of $1,000. The Notes will be issued in a book entry only system with no
physical distribution of the Notes made to the public. The Depository Trust Company,
New York, New York ("DTC"), will act as depository for the Notes which will be
immobilized in its custody. The Notes will be registered in the name of Cede & Co., as
nominee for DTC, on behalf of the participants in the DTC system and the subsequent
beneficial owners of the Notes.
DATE AND MATURITIES: The Notes will be dated the date of delivery, and will
mature on August 1, 1991.
INTEREST RATE: The maximum interest rate bid may not exceed twelve percent
(12%) per annum, payable upon maturity of the Notes. Bidders must specify the rate of
interest which the Notes shall bear, provided that: (i) bids must be for all Notes; (ii) no
Note shall bear more than one rate of interest; (iii) each Note shall bear interest from its
date to its stated maturity at the interest rate specified in the bid; and (iv) the interest
rate specified must be in a multiple of 1/1,000 of one percent (1/1,000th of 1%).
REDEMPTION: The Notes are not subject to call and redemption prior to
maturity.
PAYMENT: Both principal and interest are payable in lawful money of the United
States of America to DTC which will immediately credit the account of the successful
bidder or bidders as participants in the DTC system.
PURPOSE OF ISSUE: The Notes are to be issued by the City and are authorized
pursuant to the provisions of Article 7.6 (commencing with section 53850) of Chapter 4 of
Part 1 of Division 2 of Title 5 of the California Government Code and the provisions of a
resolution of the Council for any purpose '[or which the City is authorized to expend
moneys.
SECURITY.' The Notes are obligations of the City and are secured by a pledge of
and first lien and charge against the first "unrestricted moneys," as herein defined, to be
received by the City (a) in the amount of $7,500,000 in the month of December, 1990, (b)
in the amount of $7,500,000 in the month of March, 1991, and (c) in the amount of
$7,000,000, plus an amount sufficient to pay interest as due on the Notes at their
maturity, in the month of June, 1991. "Unrestricted moneys" shall mean taxes, income,
revenues 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 other obligations
of the City.
Said pledged moneys shall be deposited by the City Treasurer in a special
account in the General Fund of the City designated the "Repayment Account,"
established, created and maintained by said City Treasurer. Moneys shall be withdrawn
from said fund for the sole purpose of paying the principal of and the interest on the
Notes at their maturity.
By statute, the Notes are declared to be general obligations of the City and to the
extent not paid from said pledged moneys shall be paid with the interest thereon from
any other moneys of the City lawfully avaitable therefor. Under provisions of the
California Constitution, the City is generally prohibited from incurring any indebtedness
or liability exceeding in any year the income and revenue provided for such year, without
the assent of two-thirds of its qualified electors voting at an election called for such
purpose.
NUMBER OF BIDS: Bidders may submit more than one bid.
TERMS OF SALE
HIGHEST BID: Bids must be for all of the Notes. The Notes will be awarded on
the basis of the lowest net interest cost including premium offered in the proposals. No
bid for less than par and accrued interest (which interest shall be computed on a 360-
day year basis) will be entertained. In the event two or more bids setting forth identical
interest rates and premium per dollar principal amount, if any, and aggregating a
principal amount in excess of the principal amount of unawarded Notes are received, the
City reserves the right to exercise its discretion and judgment in making the award and
may award the Notes on a pro rata basis in such denominations as the City shall
determine.
-2-
RIGHT OF REJECTION: The Council reserves the right, in its discretion, to reject
any and all bids and to waive any irregularity or informality in any bid.
PROMPT AWARD: The Council will take action awarding the Notes or rejecting
all bids not later than 26 hours after the expiration of the time herein prescribed for the
receipt of bids and until such expiration of time all bids received shall be irrevocable.
Unless such time of award is waived by the successful bidder, the award may be made
after the expiration of the specified time if the bidder shall not have given to the City
notice in writing of the withdrawal of such proposal. It is anticipated that the City
Council will take action to award the Notes at its meeting to scheduled to commence at
5:30 p.m. on Tuesday, June 5, 1990. Notice of the award will be given promptly to the
successful bidder.
DELIVERY AND PAYMENT: It is estimated that the delivery of the Notes will be
made to DTC for the account of the successful bidder on or about July 2, 1990. Payment
of the purchase price (less the amount of the bid check mentioned below) must be made
in funds immediately available to the City Treasurer by wire transfer or other means
acceptable to the City Treasurer.
RIGHT OF CANCELLATION: The successful bidder shall have the right at its
option to cancel its obligation to purchase the Notes if the City shall fail to execute the
Notes and tender the same for delivery within 45 days from the date of sale thereof, and
in such event, the successful bidder shall be entitled to the return of the deposit
accompanying his bid.
FORM OF BID'- Bids must be for all of the Notes and must be for not less than
the par value thereof. Each bid, together with bidder's check, must be enclosed in a
sealed envelope addressed to the City Clerk of the City of Anaheim at the address
mentioned above not later than 10:00 a.m. on said date of sale, and endorsed "Proposal
for City of Anaheim 1990 Tax and Revenue Anticipation Notes". Each bid must be in
accordance with the terms and conditions set forth herein, and must be submitted on, or
in substantial accordance with, the Bid Form attached hereto.
ESTIMATE OF NET INTEREST COSTS: Bidders are requested (but not required)
to supply an estimate of the total net interest cost to the City on the basis of their
respective bids, which shall be considered as informative only and not binding on either
the bidder or the City.
BID CHECK: A certified or cashier's check drawn on a responsible bank or trust
company in the amount of $100,000, payable to the order of the City Treasurer of the City
of Anaheim, must accompany each proposal as a guarantee that the bidder, if
successful, will accept and pay for the Notes in accordance with the terms of its bid.
The check accompanying any accepted proposal shall be applied to the purchase price
or, if such proposal is accepted but not performed, unless such failure of performance
shall be caused by any act or omission of the City, it shall then be cashed and the
proceeds retained by the City Treasurer of the City. The check accompanying each
unaccepted proposal will be returned promptly by the City Treasurer. If only a part of the
Notes bid upon in a proposal is awarded by the Council, the amount of the bid check will
be prorated and the bidder may substitute a check for the prorated amount in place of
the bid check accompanying the proposal.
-3-
CHANGE IN TAX EXEMPT STATUS: At any time before the Notes are tendered
for delivery, any successful bidder may disaffirm and withdraw its proposal if the interest
received by private holders from notes of the same type and character shall be declared
to be taxable income under present federal income tax laws, either by a ruling of the
internal Revenue Service or by a decision of any federal court, or shall be declared
taxable or be required to be taken into account in computing any federal income taxes
by the terms of any federal income tax law enacted subsequent to the date of this
notice.
CERTIFICATION OF REOFFERING PRICE: The successful bidder shall be
required, as a condition to the delivery of the Notes by the City, to certify to the City in
writing that, as of the date of award, (i) the Notes were expected to be reoffered in a
bona fide public offering, and (ii) the price at which the Notes was expected to be sold to
the public, in the form and substance satisfactory to the City and Bond Counsel.
CLOSING PAPERS; LEGAL OPINION: Each proposal will be conditioned upon
the City furnishing to each successful bidder, without charge, concurrently with payment
for and delivery of the Notes, the following closing papers, each dated the date of such
delivery:
(a) The opinion of Jones Hall Hill & White, A Professional Law Corporation, Bond
Counsel, approving the validity of the Notes and stating that, subject to certain
qualifications, under existing law, the interest on the Notes is excluded from gross
income for federal income tax purposes, such interest is not an item of tax preference for
purposes of the federal alternative minimum tax imposed on individuals and
corporations, although for the purpose of computing the alternative minimum tax
imposed on corporations (as defined for federal income tax purposes), such interest is
taken into account in determining certain income and earnings, and such interest is
exempt from State of California personal income taxes, a copy of which opinion (certified
by the official in whose office the original is filed) will be printed on each Note without
cost to the purchaser;
(b) A certificate of the City Treasurer that on the basis of the facts, estimates and
circumstances in existence on the date of issue, it is not expected that the proceeds of
the Notes will be used in a manner that would cause the Notes to be "arbitrage bonds"
within the meaning of the Internal Revenue Code of 1986;
(o) A certificate of the City Attorney that there is no litigation threatened or
pending affecting the validity of the Notes;
(d) A certificate of an appropriate City official, acting on behalf of the City solely
in his official and not in his personal capacity, that at the time of the sale of the Notes
and at all times subsequent thereto up to and including the time of the delivery of the
Notes to the initial purchasers thereof, the Official Statement of the City pertaining to
said Notes did not, and does not, contain any untrue statement of a material fact or omit
to state a material fact necessary which would make the statements misleading in the
light of the circumstances under which they were made;
-4-
(e) The signature certificate of the officials of the City, showing that they have
signed the Notes and impressed the seal of the City thereon, and that they were
respectively duly authorized to execute 'the same~ and
(f) The receipt of the City Treasurer showing that the purchase price of the Notes
has been received.
INFORMATION AVAILABLE: Requests for information concerning the City should
be addressed to:
Mr. George P. Ferrone
Director of Finance
City of Anaheim
200 South Anaheim Boulevard
Anaheim, California 92805
(714) 999-5119
Mr. John C. Fitzgerald
Managing Director
Seidler-Fitzgerald Public Finance
515 South Figueroa Street
Los Angeles, California 90071-3396
(213) 624-4232
A copy of the Official Statement relating to the Notes, dated June 1, 1990, may be
obtained by contacting Seidler-Fitzgerald Public Finance, 515 South Figueroa Street, Los
Angeles, CA 90071-3396, Telephone (213) 624-4232. The Official Statement is in a form
"deemed final" by the City for purposes of SEC Rule 15c2-12(b)(1) but is subject to
revision, amendment and completion. The City will provide each successful bidder such
number of printed copies of the Official Statement pertaining to the Notes as such bidder
may request. Up to 50 copies of the Official Statement will be furnished without cost, on
a pro rata basis depending on the principal amount of Notes awarded to such bidder,
and any additional copies will be furnished at the expense of the bidder. The successful
bidder or bidders shall be responsible for the payment of any fees required to be paid to
the California Debt Advisory Commission in connection with the Notes.
GIVEN pursuant to the resolution of the City Council of the City of Anaheim dated
May 15, 1990.
Dated: May 18, 1990
/s/Leonora N. Sohl
Leonora N. Sohl
City Clerk
-5-
BID FORM
PROPOSAL FOR THE PURCHASE OF
$22,000,000
CITY OF ANAHEIM
(Orange County, California)
1990 Tax and Revenue Anticipation Notes
June 5, 1990
City Clerk of the City of Anaheim
200 South Anaheim Boulevard
Anaheim, California 92805
Gentlemen:
We offer to purchase the $22,000,000 City of Anaheim 1990 Tax and Revenue
Anticipation Notes in the principal amount, maturing and bearing interest as follows:
Principal Amount Maturity Interest Rate
$22,000,000 August 1, 1991 %
and to pay therefor the principal amount thereof plus a premium of $
This proposal is made subject to all the terms and oonditions of the Official Notioe
of Sale of said Notes dated May 18, 1990, all of whioh terms and conditions are made a
part hereof as fully as though set forth in full in this proposal.
This proposal is subject to acceptanoe, in whole or in part, within twenty-six (26)
hours after the expiration of the time for the receipt of proposals, as speoified in said
Official Notioe of Sale.
There is enclosed herewith a certified or cashier's check for $100,000 payable to
the order of City Treasurer of the City of Anaheim.
We hereby request that (not to exceed 50) printed copies of the Official
Statement pertaining to the Notes be furnished us in aocordance with the terms of said
Official Notice of Sale.
The following is our computation made as provided in the Official Notice of Sale,
but not constituting any part of the foregoing, of the net interest cost under the foregoing
proposal:
Total Interest .....................................................................................$
Less Premium ....................................................................................$
Net Interest Cost ...............................................................................$
Net Interest Rate ...............................................................................%
Following is a list of the members of our account on whose behalf this bid is
made.
Respectfully submitted,
Name of firm
Account Manager
By
Address
Name, address and phone number of
Bidder's representative to be contacted
regarding closing procedures:
Name
Address
Phone
For unsuccessful bidders:
I hereby acknowledge return of our bid
check:
By
Title
Firm
Date
-2-
EXHIBIT A
[Form of Note]
CITY OF ANAHEIM
(ORANGE COUNTY, CALIFORNIA)
1990 TAX AND REVENUE ANTICIPATION NOTE
INTEREST RATE: MATURITY DATE: ISSUE DATE: CUSIP:
August 1, 1991 July 2, 1990
REGISTERED OWNER: CEDE & CO.
PRINCIPAL SUM: TWENTY-TWO MILLION DOLLARS
The CITY OF ANAHEIM, a municipal corporation and charter city, duly organized
and existing under and by virtue of the Constitution and laws of the State of California
(the "City"), for value received hereby promises to pay to the Registered Owner stated
above, or registered assigns (the "Owner"), on the Maturity Date stated above, the
Principal Sum stated above, in lawful money of the United States of America, and to pay
Interest thereon in like lawful money at the rate per annum stated above, payable on the
Maturity Date stated above, calculated on the basis of 360-day year composed of
twelve 30-day months. Both the principal of and interest on this Note shall be payable
at maturity to the Owner.
It is hereby certified, recited and declared that this Note is one of an authorized
issue of Notes in the aggregate principal amount of twenty-two million dollars
($22,000,000), all of like tenor, issued pursuant to the provisions of Resolution No. 90R-
of the City Council of the City duly passed and adopted on May 15, 1990, and
pursuant to Article 7.6 (commencing with section 53850) of Chapter 4, Part 1, Division 2,
Title 5, of the California Government Code, and that all things, conditions and acts
required to exist, happen and be performed precedent to and in the issuance of the
Notes exist, have happened and have been performed in regular and due time, form and
manner as required by law, and that this Note, together with all other indebtedness and
obligations of the City, does not exceed any limit prescribed by the Constitution or
statutes of the State of California.
The principal amount 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 Fiscal Year 1990/1991. As security for the payment of the
principal of and interest on the Notes the City has pledged the first "unrestricted moneys"
(as hereinafter defined) to be received by the City (a) in the amount of $7,500,000 in the
month of December, 1990, (b) in the amount of $7,500,000 in the month of March, 1991,
Exhibit A
Page 1
and (c) in the amount of $7,000,000, plus an amount sufficient to pay interest on the
Notes at their maturity, in June, 1991 (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. In the event that there are insufficient
"unrestricted moneys" received by the City to permit the deposit into the Repayment
Account (as hereinafter defined) of the full amount of the P~edgecl Revenues to be
deposited in any month by the last business clay of such month, then the amount of any
deficiency shall be satisfied and made up from any other moneys of the City lawfully
available for the repayment of the Notes and interest thereon. The term "unrestricted
moneys" ahall mean taxes, income, revenue, cash receipts, and other moneys intended
as receipts for the General Fund of the City for Fiscal Year 1990/1991 and which are
generally available for the payment of current expenses and other obligations of the City.
The Notes are issuable as fully registered Notes, without coupons, in
denominations of $1,000 and any integral multiple thereof. Subject to the limitations and
conditions as provided in the Resolution, Notes may be exchanged for a like aggregate
principal amount of Notes of other authorized denominations and of the same maturity.
The Notes are not subject to redemption prior to maturity.
This Note is transferable by the Owner hereof, but only under the circumstances,
in the manner and subject to the limitations provided in the Resolution. Upon registration
of such transfer a new Note or Notes, of authorized denomination or denominations, for
the same aggregate principal amount and of the same maturity will be issued to the
transferee in exchange herefor.
The City may treat the Owner hereof as the' absolute owner hereof for all
purposes, and the City shall not be affected by any notice to the contrary.
Exhibit A
Page 2
IN WITNESS WHEREOF, the City of Anaheim has caused this Note to be executed
by the Mayor of the City and countersigned by the City Clerk of the City, and caused its
official seal to be affixed hereto all as of the issue Date stated above.
CITY OF ANAHEIM
By [Facsimile Signature]
Mayor
[SEAL]
Countersigned:
[Facsimile Signature]
City Clerk
Exhibit A
Page 3
ABBREVIATIONS
The following abbreviations, when used in the inscription on the face of this Note, shall
be construed as though they were written out in full according to applicable laws or
regulations:
TEN COM -- as tenants in common UNIF GIFT MIN ACT Custodian
TEN ENT -- as tenants by the (Cust) (Minor)
entireties under Uniform Gifts to Minors
JT TEN -- as joint tenants with Act
right of survivorship (State)
and not as tenants in
common
ADDITIONAL ABBREVIATIONS MAY ALSO BE USED
THOUGH NOT IN THE LIST ABOVE
Exhibit A
Page 4
(FORM OF ASSIGNMENT)
For value received the undersigned hereby sells, assigns and transfers unto
(Name, Address and Tax Identification or Social Security Number of Assignee)
the within-registered Note and hereby irrevocably constitute(s) and appoints(s)
attorney,
to transfer the same on the Note register of the Paying Agent. with full power of
substitution in the premises.
Dated:
Note: The signature(s) on this Assignment
must correspond with the name(s) as
written on the face of the within Note in
every particular without alteration or
enlargement or any change whatsoever.
Signature Guaranteed:
Note: Signature(s) must be guaranteed by a
member firm of the New York Stock
Exchange or a commercial bank or trust
company.
Exhibit A
Page 5