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R89-063sale of general obligation bondsD74803 06/12/89 CERTIFIED RECORD of proceedings of THE BOARD OF COUNTY COMMISSIONERS OF EAGLE COUNTY relating to its GENERAL OBLIGATION BONDS, SERIES 1989 DATED JUNE 1, 1989 IN THE AGGREGATE PRINCIPAL AMOUNT OF $6,250,000 n STATE OF COLORADO ) ) SS. COUNTY OF EAGLE ) The Board of County Commissioners of Eagle County, Colorado, held a regular meeting open to the public at the County Courthouse, 551 Broadway, Eagle, Colorado, on Monday, the 12th day of June, 1989, at the hour of 3:15 p.m. The following persons were present: Commissioners: County Manager: County Clerk and Recorder: Richard L. Gustafson - Chairman George A. Gates Donald H. Welch James R. Fritze Johnnette Phillips Acting County Attorney: Kevin Lindahl The following persons were absent: The Chairman introduced and read by title the following Resolution, copies thereof having been made available to the Board of County Commissioners and to the public: D74803 1 06/12/89 EAGLE COUNTY, COLORADO RESOLUTION NO. RESOLUTION AUTHORIZING OFFICIAL NOTICE OF SALE OF EAGLE COUNTY GENERAL OBLIGATION BONDS, SERIES 1989, IN THE PRINCIPAL AMOUNT OF $6,250,000, DATED JUNE 1, 1989 WHEREAS, at a County Election duly called and held on March 21, 1989, a majority of the qualified registered electors of the County voted in favor of the incurring of general obligation indebtedness in an aggregate principal amount not to exceed $6,250,000 for the purpose of acquiring and constructing new County Administrative Building and related fixtures, furnishings, equipment and facilities; and WHEREAS, the Board of County Commissioners (the "Board of County Commissioners ") of Eagle County (the "County ") has determined to issue General Obligation Bonds, Series 1989, in the principal amount of $6,250,000 (the "Bonds "), for such purpose. NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF COUNTY COMMISSIONERS OF EAGLE COUNTY, COLORADO: Section 1 . The Official Notice of Sale in respect of the Bonds shall be in substantially the following form: O F F I C I A L N O T I C E O F S A L E $6,250,000 EAGLE COUNTY, COLORADO GENERAL OBLIGATION BONDS SERIES 1989 (Bank Qualified) Sale Date Tuesday, June 27, 1989 The County Manager of Eagle County, Colorado, will receive sealed bids at the offices of Ballard, Spahr, Andrews & Ingersoll, 1225 17th Street, Suite 2300, Denver, Colorado 80202 until 11:00 a.m., M.D.T., on Tuesday, June 27, 1989 for the purchase of $6,250,000 General Obligation Bonds, Series 1989, of the County, dated June 1, 1989. Purpose and Security The Bonds will be issued for the purpose of paying the cost of constructing and acquiring a County D74803 2 06/12/89 Administration Building. The resolution authorizing the issuance of the Bonds will provide for the levy and collection of general (ad valorem) taxes of the County sufficient, together with other legally available moneys, to pay the principal of and interest on the Bonds. General Terms The Bonds shall be issued in fully registered form in the denomination of $5,000 each or integral multiples thereof, provided that no Bond shall be issued in any denomination larger than the aggregate principal amount maturing on the maturity date thereof, and no Bond-may be payable on more than one maturity date; shall bear interest at a net effective interest rate not exceeding 10% per annum, payable December 1, 1989, and semiannually thereafter on June 1 and December 1 of each year; and shall mature on December 1, as follows: Aggregate Maturity Aggregate Maturity Principal Date Principal Date Amount (December 1) Amount (December 1) 195,000 1992 370,000 2001 210,000 1993 400,000 2002 225,000 1994 430,000 2003 240,000 1995 460,000 2004 260,000 1996 495,000 2005 275,000 1997 535,000 2006 295,000 1998 575,000 2007 320,000 1999 620,000 2008 345,000 2000 Redemption Prior to Maturity Bonds maturing December 1, 1997, and thereafter are subject to redemption prior to maturity as a whole or in part on December 1, 1996, and on any interest payment date thereafter in inverse order of maturity and by lot within a maturity, upon payment of the principal amount thereof, accrued interest, and premiums as follows: Redemption Dates Redemption Premium December 1, 1996 and June 1, 1997 2% December 1, 1997 and June 1, 1998 1% December 1, 1998 and June 1, 1999 1/2% December 1, 1999 and thereafter none If upon presentation at maturity the principal of any Bond is not paid as provided therein, interest continues at the interest rate stated in such Bond until the principal thereof is paid in full. D74803 3 06/12/89 Paying Agent, Registrar and Transfer Agent - DTC Eligible The County has designated The Colorado National Bank of Denver, Denver, Colorado, as the initial paying agent, registrar and transfer agent for the Bonds. Payments of interest will be made by check mailed to the address of the registered owner of each Bond as of the record date as shown by the records of the registrar and transfer agent. Payment of principal will be made upon surrender of the Bond. The County intends to use Depository Trust Company as the securities depository for the Bonds under a book -entry system. Owners of the Bonds will not receive certificates representing ownership unless specifically requested from the Bond registrar. The successful bidder will be responsible for paying any Depository Trust Company fees. Registration; Transfers The County will furnish at its expense a registered Bond or Bonds to each named registered owner designated by the successful bidder. Further, all transfers of the Bonds within 15 days after the initial delivery of the Bonds will be at the expense of the County. Not less than five business days prior to the initial delivery date of the Bonds the successful bidder shall notify the registrar and transfer agent of the names and tax identification numbers of registered owners to be shown at the initial delivery of the Bonds, showing principal amounts for each annual maturity. Otherwise the Bonds will be registered in the name of the successful bidder or in the name of the first participant listed in the Bid. All transfers of the Bonds subsequent to the 15th day after the initial delivery of the Bonds will be at the expense of the transferor. The transfer agent may also require payment of a sum sufficient to defray any tax or other governmental charge that may be imposed in connection with any transfer of the Bonds. Basis of Award Subject to the right of the County to reject any and all bids received, the Bonds will be awarded on the bid representing the lowest net effective interest rate determined by dividing the net interest cost of the Bonds by the sum of the products derived by multiplying the principal amount of the Bonds maturing on each maturity date by the number of years from the date of said proposed bonds to their respective maturities. "Net interest cost" of the Bonds means the total amount of interest to accrue on said Bonds from their date of issuance to their respective maturities, plus the amount of any discount below par or less the amount of any premium above par at which said Bonds are being or have been sold. In all cases the net effective interest rate and net interest cost shall be computed without regard to any option of redemption prior to the designated maturity dates of the Bonds. In no event may the net effective interest rate exceed 10% per annum. It is requested that each Bid be accompanied by a computation of the net interest D74803 4 06/12/89 cost under such Bid, but such computation is not to be considered as part of the Bid and is not binding upon the County. Permitted Interest Rate All Bonds of the same maturity must bear interest at a single uniform rate from their date to maturity, expressed as an integral multiple of twentieths or eighths of one percent (1 %) per annum. A rate of interest based upon the use of split or supplemental interest payments or a zero rate will not be permitted. Discount bids will be permitted, but the discount shall not exceed 2.5%. No rate of any maturity may be lower than the highest rate carried by any of the preceding maturities, commencing with the first maturity. The maximum differential between the lowest and the highest interest rate stated in the bid from the first maturity through the last maturity may not exceed 2.5%. Bidders" Option as to Bond Insurance The County has applied to AMBAC Indemnity Corporation, Municipal Bond Investors Assurance Corporation, Bond Investors Guaranty Insurance Company, Capital Guaranty and Financial Guaranty Insurance Company for an insurance commitment guaranteeing the payment of principal and interest on the Bonds. If the Bonds qualify for issuance of any policy of municipal bond insurance or commitment therefor, the bidder has the option to bid for insured (in whole or in part) or uninsured Bonds. Any purchase of such insurance or commitment therefor shall be at the sole option and expense of the bidder, and any increased costs shall be paid by such bidder. The amount of such premium, together with copies of any commitment for bond insurance, may be obtained from the County's financial advisors. Bidders' Option As to Term Bonds Bidders on the Bonds have the option of specifying that all the principal amount of Bonds in any two or more consecutive years and bearing the same interest rate from 2000 through 2008 inclusive, as given in the above maturity schedule may, in lieu of maturing in each of such years, be considered to comprise one or more maturities of Bonds (the "Term Bonds ") scheduled to mature in the latest of such years and be subject to mandatory sinking fund redemption by lot at par in each of the years and in the principal amounts as given in the above schedule. Bidders may specify one or more, but no more than two, of such Term Bonds. Submission of Bids Bids must be on the Official Bid form and enclosed in a sealed envelope marked as follows: "Bid for $6,250,000 Eagle County, Colorado General Obligation Bonds, Series 1989." Each envelope when delivered must indicate the name and address of the bidder or, in the case of a group of bidders, of the representative. Each Bid must be for all of the Bonds, and no alterations or amendments of the Official Bid form are permitted, except for those additions specifically provided for. D74803 5 06/12/89 Bid Security A cashier's or certified check drawn on a Colorado bank or trust company, payable to the order of Eagle County, Colorado, in the amount of $125,000 must accompany each bid, and such amount will be retained by the County as liquidated damages in the event the Bonds are not taken up and paid for in accordance with the bid. Checks of unsuccessful bidders will be returned immediately by certified mail at the addresses stated in their Bids or delivered to a representative of such bidder immediately after the award of the Bonds to the successful bidder. The proceeds of the good faith check of the successful bidder will be applied to the payment of the purchase price of the Bonds. Prior to the delivery of the Bonds, the County may cash and invest the proceeds from the good faith check. No interest will be paid to any bidder upon any good faith check. Unconditional Bids Bids shall be conditioned upon receipt of the approving legal opinion of bond counsel, but must in any and all other respects be unconditional. Delivery It is anticipated that the Bonds will be delivered on or about July A, 1989, at a bank or trust company in Denver, Colorado, or elsewhere at the expense of the purchaser. The successful bidder is required to make final payment for the Bonds, including accrued interest calculated on a 360 - day -year basis in federal funds (funds available to the County on the same day in Denver, Colorado, for immediate reinvestment). Closing Documents The printed Bonds, a certified transcript of legal proceedings, and the approving opinion of Ballard, Spahr, Andrews & Ingersoll, Denver, Colorado, as bond counsel, as to validity of the Bonds and exclusion of interest thereon from federal and Colorado income taxes as printed on the Bonds will be furnished upon request at no expense to the purchaser. The form of such bond counsel opinion is contained in the County's Official Statement relating to the Bonds. Such opinion will assume compliance by the County with its covenants with respect to certain federal income tax matters. Failure to comply with certain of such requirements may cause the inclusion of interest on the Bonds in gross income for federal income tax purposes to be retroactive to the date of issuance of the Bonds. Purchaser's Certificate The successful bidder will be required to provide to the County within seven days after the award of the Bonds certain information regarding the reoffering price to the public of each maturity of the Bonds. The successful bidder shall furnish to the County a certificate acceptable to bond counsel, dated as of the day of closing for the Bonds, stating the initial prices at which a bona fide public offering of all of such Bonds was made and stating that 10% or more of such Bonds of each maturity were in fact sold to the D74803 6 06/12/89 J public (excluding bond houses, brokers and other intermediaries) at or below such initial respective public offering prices. Such certificate shall state that it is made on the best knowledge, information and belief of the successful bidder after appropriate investigation. Official Statement Upon the sale of the Bonds, the County will publish an Official Statement in substantially the same form as the Preliminary Official Statement subject to minor additions, deletions and revisions as required to complete the Preliminary Official Statement. A reasonable number of copies of the Official Statement will be made available to the successful bidder at the expense of the County. The County shall deliver, at closing, a certificate, executed by appropriate officers of the County acting in their official capacities, to the effect that the facts contained in the Official Statement relating to the Bonds are true and correct in all material respects, and that the Official Statement does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. CUSIP Numbers It is anticipated that CUSIP numbers will be printed on the Bonds, but the printing of incorrect CUSIP numbers or the failure to print the CUSIP numbers on the Bonds shall not constitute cause for the purchaser to refuse delivery of the Bonds. All expenses in relation to the printing of CUSIP numbers on the Bonds will be paid by the County, but the CUSIP Service Bureau charge for the assignment of said numbers will be the responsibility of and shall be paid by the successful bidder. Waiver of Irregularities; Rejection of Bids The County reserves the right (a) to waive any defect or irregularity in any Bid, (b) to reject any and all Bids for the purchase of said Bonds and (c) thereafter to sell the Bonds at private sale. The Board of County Commissioners will meet in regular session at 4:00 p.m. on Monday, June 26, 1989, to award the Bonds, or to reject any and all bids for the purchase thereof. Additional information concerning the County and this issue can be obtained from Stan Bernstein and Associates, Inc., 1660 Lincoln Street, Suite 1420, Denver, Colorado 80202, telephone (303) 832 -9423; or from Kelling, Northcross & Nobriga, Inc., 595 Market Street, Suite 1350, San Francisco, California 94105, telephone (415) 362 -4110. D74803 7 06/12/89 BY ORDER OF THE BOARD OF COUNTY COMMISSIONERS this 12th day of June, 1989. EAGLE COUNTY, COLORADO By: James R. Fritze County Manager Section 2 . The County's financial consultants are hereby authorized to cause a Notice of Intention to Sell Bonds in the following form to be published at least one time in The Bond Buyer FORM OF NOTICE OF INTENTION TO SELL BONDS $6,250,000 EAGLE COUNTY, COLORADO GENERAL OBLIGATION BONDS SERIES 1989 (Bank Qualified) NOTICE IS HEREBY GIVEN that the County Manager of Eagle County, Colorado will accept bids until 11:00 o'clock a.m. M.D.T. on Tuesday, JUNE 27, 1989 at the offices of Ballard, Spahr, Andrews & Ingersoll, 1225 17th Street, Suite 2300, Denver, Colorado 80202, for the purchase of $6,250,000 principal amount of General Obligation Bonds, Series 1989. The Bonds are offered for sale subject to the terms and conditions of the Official Notice of Sale. An Official Statement relating to the Bonds, together with the Official Notice of Sale and the Official Bid form, will be furnished upon request made to Stan Bernstein and Associates, Inc., 1660 Lincoln Street, Suite 1420, Denver, Colorado 80202, telephone (303) 832 -9423 or to Kelling, Northcross & Nobriga, Inc., 595 Market Street, Suite 1350, San Francisco, California 94105, (415) 362 -4110, the financial advisors to the County for the Bonds. Section 3 . In addition to the publication of the Notice of Intention to Sell Bonds, the County Manager, with Stan Bernstein and Associates, Inc. and Kelling, Northcross & Nobriga, D74803 8 06/12/89 County Richard Inc., financial advisors to the County, are authorized to forward a copy of the Preliminary Official Statement and Official Notice of Sale to those investment banking firms, banks, and others who might be interested in bidding on the Bonds. Section 4 . The Official Bid form to be used in connection with the sale of the Bonds shall be substantially in the form submitted to this meeting and attached to this Resolution as Exhibit A, with such changes therein as shall be recommended by the County's financial advisors and approved by the County Manager. Section 5 . The form of Preliminary Official Statement submitted to this meeting (a copy of which shall be filed with the records of the meeting) and its use in connection with the offering of the Bonds to the public are hereby approved. The Chairman of the Board of County Commissioners is authorized to execute and deliver the Preliminary Official Statement in substantially such form, with such changes thereon as shall be approved by the Chairman. ADOPTED AND APPROVED this 12 4 County Clerk nd Rec rder i of June, 1989. f of `� vv M —mil - Donald H. Welch eorge Gates D74803 9 06/06/89 3 County Manager Eagle County, Colorado Exhibit A OFFICIAL BID FORM Sale Date: June _, 1989 For all but not less than all of the principal amount of $6,250,000 General Obligation Bonds, 1989 Series, of your County, legally issued and as described in the Official Notice of Sale, we will pay the County $ (not less than $6,093,750) plus accrued interest on the total principal of $6,250,000 to date of delivery, provided the Bonds bear the following interest rates: The Bonds mature on December 1 in each of the years as indicated above and interest is payable December 1, 1989, and semiannually thereafter on June 1 and December 1 of each year. We hereby elect to have the following maturities insured by (circle choice) AMBAC/MBIA /BIG /CG /FGIC: The cost of such insurance will be paid by us if we are the winning bidder. We hereby elect to have the following maturities as subject to mandatory sinking fund redemption by lot years and amounts listed above (may specify not more Term Bonds for the years 2000 through 2008) This bid is made for prompt acceptance and subject to the terms and conditions of the Official Notice of Sale. A cashier's or certified check, drawn on a Colorado bank or trust company, payable to the order of Eagle County, Colorado, in the amount of $125,000, must accompany each bid. The good faith check will be deducted from the purchase price at the time of closing and will Term Bonds at par in the than two D74803 10 06/12/89 Interest Interest Year Amount Rate Year Amount Rate 1992 $195,000 % 2001 $370,000 1993 210,000 % 2002 400,000 1994 225,000 % 2003 430,000 1995 240,000 % 2004 460,000 1996 260,000 % 2005 495,000 1997 275,000 % 2006 535,000 1998 295,000 % 2007 575,000 1999 320,000 % 2008 620,000 2000 345,000 The Bonds mature on December 1 in each of the years as indicated above and interest is payable December 1, 1989, and semiannually thereafter on June 1 and December 1 of each year. We hereby elect to have the following maturities insured by (circle choice) AMBAC/MBIA /BIG /CG /FGIC: The cost of such insurance will be paid by us if we are the winning bidder. We hereby elect to have the following maturities as subject to mandatory sinking fund redemption by lot years and amounts listed above (may specify not more Term Bonds for the years 2000 through 2008) This bid is made for prompt acceptance and subject to the terms and conditions of the Official Notice of Sale. A cashier's or certified check, drawn on a Colorado bank or trust company, payable to the order of Eagle County, Colorado, in the amount of $125,000, must accompany each bid. The good faith check will be deducted from the purchase price at the time of closing and will Term Bonds at par in the than two D74803 10 06/12/89 be forfeited as fully liquidated damages should we fail or refuse to take up and pay for the Bonds. Said check is to be returned to us if this proposal is not accepted or if the County fails to issue the Bonds. NOT A PART OF THE BID Explanatory Note: According to our computation, this bid results in the following: Net Interest Cost Net Effective Interest Rate I hereby acknowledge receipt of the above - described good faith check. Respectfully submitted, Syndicate Manager Lo (A list of the firms associated with us in this bid appears on the reverse side of this proposal.) The foregoing offer is hereby accepted by and on behalf of Eagle County, Colorado, this day of June, 1989. Eagle County, Colorado By: Title: Attest: Title: D74803 11 06/12/89 Commissioner Iak moved that the foregoing Resolution heretofore introduced be adopted. Commissioner a A2 seconded the motion. The question being upon the adoption of the Resolution, the roll was called with the following results: Commissioners voting "YES ": A Commissioners voting "NO ": The Chairman thereupon declared that, a majority of the Commissioners present having voted in favor thereof, the motion was carried and the Resolution duly adopted. After consideration of other business to come before the Board of County Commissioners, the m�g was adjourned. rman C ounty �. Recorder D74803 12 06/12/89 STATE OF COLORADO ) ) ss. COUNTY OF EAGLE ) I, Johnnette Phillips, County Clerk and Recorder of Eagle County, Colorado, do hereby certify that the attached copy of Resolution No. V ? 3 is a true and correct copy; that said Resolution was introduced and adopted by the Board of County Commissioners of Eagle County, Colorado, at a regular meeting thereof held at the County Courthouse, 551 Broadway, Eagle, Colorado, the regular meeting place thereof, on Monday, the 12th day of June, 1989; and that a true copy of said Resolution has been authenticated by the signatures of the Chairman of said Board of County Commissioners and myself as County Clerk and Recorder thereof, sealed with the seal of said County, and numbered and recorded in the official records of the County kept in my office. I further certify that the foregoing pages 1 through _, inclusive, constitute a true and correct copy of the record of the proceedings of said Board of County Commissioners at its regular meeting of June 12, 1989, insofar as said proceedings relate to said Resolution; that said proceedings were duly had and taken; that the meeting was duly held; and that the persons were present at said meeting as therein shown. IN WITNESS WHEREOF, I have hereunto set my1hand and the seal of Eagle County, Colorado, this day of 1989. " L(:�)i ap"L') unty Clerk an Record 6r agle County, Colorado D74803 13 06/12/89