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CC RESOLUTION 34710 • RESOLUTION NO. 3471 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF EL SEGUNDO, CALIFORNIA, PROVIDING FOR THE ISSU- ANCE AND SALE OF ITS 1987 TAX AND REVENUE ANTICIPATION NOTES IN THE AMOUNT OF $4,500,000, PLEDGING REVENUES AND ENTERING INTO CERTAIN TAX COVENANTS IN CONNECTION WITH SUCH NOTES June 16, 1987 WHEREAS, the City of E1 Segundo (the "City ") has, by resolution adopted on April 21, 1987, determined that it is necessary for the City to issue negotiable notes pursuant to Article 7.6, Chapter 4, Part 1, Division 2, Title 5 of the Government Code of the State of California; and WHEREAS, in order for the City of E1 Segundo (the "City ") to meet its lawful obligations prior to the receipt of revenue and taxes in fiscal year 1987 -88 it is necessary to issue such notes in the aggregate principal amount of Four Million Five Hundred Thousand Dollars ($4,500,000); and WHEREAS, the City has heretofore authorized the Treas- urer of the City to undertake all appropriate steps to implement the sale of said notes and, in accordance therewith sealed competitive bids for the purchase of said notes were invited by an Official Notice of Sale and bids therefor were received on June 16, 1987 by the financial advisor to the City. 0 6 400 NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of El Segundo, California, (the "City Council ") as follows: Section 1. Negotiable notes in the name of the City in the aggregate principal amount of Four Million Five Hundred Thousand Dollars ($4,500,000) (the "Notes ") shall be issued for any purposes for which the City is authorized to expend moneys, under and subject to the terms of this Resolution and in accordance with the provisions of Article 7.6 of Chapter 4 of Part 1 of Division 2 of Title 5 of the Government Code of the State of California. Section 2. The City Council has reviewed all proceedings heretofore taken relative to the issuance of the Notes and has found, as a result of such review, and hereby finds and determines that all acts, conditions and things required by law to exist, happen and be performed precedent to and in the issuance of the Notes have existed, happened and been per- formed in due time, form and manner as required by law, and the City Council is duly authorized to issue the Notes in the name of the City and to incur indebtedness in the manner and upon the terms provided in this resolution. The Notes shall be dated July 1, 1987 and shall bear interest at such stated rate or rates, not exceeding twelve percent (12 %) per annum, as will be fixed by the City_ Council herein. Such interest shall be payable on maturity, and 6/7/87 5/211/011754- 0001/102 -2- 1046 shall be computed on a 30 -day month and 360 -day year basis. The Notes shall all mature on June 30, 1988, and shall be issued in such denominations of $5,00'0, $25,000, $50,000 or $100,000 as shall be specified by the successful bidder or bidders for such Notes and as hereinafter provided, and shall be numbered from 1 consecutively upward in order of their issuance. The Notes shall be designated "City of El Segundo, 1987 Tax and Revenue Anticipation Notes." Both the principal of and interest on the Notes shall be payable in lawful money of the United States of America upon presentation and sur- render at the office of the Treasurer of the City of E1 Segundo in E1 Segundo, California. Section 4. The Notes, together with the interest thereon, are payable only out of taxes, income, revenues, cash receipts, and other moneys of the City attributable to the fiscal year ending June 30, 1988 and which are legally available for payment thereof (the "Unrestricted Revenues "). Section 5. The Notes shall not be subject to call or redemption before their fixed maturity date. Section 6. The Notes shall be issued without coupons and shall be in substantially the following form, the blanks in said form to be filled in with appropriate words or num- bers to comply with the provisions of this Resolution: 6/7/87 5/211/011754- 0001/102 -3- ti 1 Li No. STATE OF CALIFORNIA CITY OF EL SEGUNDO 1987 TAX AND REVENUE ANTICIPATION NOTE R FOR VALUE RECEIVED, the City of El Segundo, California, a municipal corporation organized and existing under and by virtue of the laws of the State of California (the "City "), promises to pay to BEARER on June 30, 1988, the principal sum of THOUSAND DOLLARS ($ ) in lawful money of the United States of Amer- ica, with interest thereon at the rate of PERCENT (_%) per annum from the date hereof and payable on matur- ity. Interest shall be computed on a 30 -day month and a 360 -day year basis. Both the principal of and the interest on this Note shall be payable only upon surrender of this Note as the same shall become due at the office of Treasurer of the City of E1 Segundo in the City of El Segundo; provid- ed, however, no interest shall be payable for any period after maturity during which the holder hereof fails to properly present this Note for payment. This Note is a "qualified tax - exempt obligation" within it the meaning of Section 265(b)(3) of the Internal Revenue Code of 1986, as amended. This Note is part of an issue of Four Million Five Hundred Thousand Dollar ($4,500,000) aggregate principal amount of notes (the "Notes ") issued by the City Council of the City of E1 Segundo, State of California, in the name and on behalf of the City, under and in accordance with the provisions of Article 7.6 of Chapter 4 of Part 1 of Division 2 of Title 5 of the California Government Code (constituting Sections 53850 to 53858, inclusive, of said Code) and a resolution duly adopted by the City Council on June 16, 1987. Payment of the principal of and interest on this Note are secured by a pledge of and first lien and charge against (a_) the first $1,000,000 of taxes, revenues, cash receipts and other moneys of the City attributable to the fiscal year ending June 30, 1988 and legally available for payment hereof (the "Unrestricted Revenues ") to be received by the City in January 1988; (b) the first $1,000,000 of Unrestricted Revenues to be received by the City in the month of February 1988; (c) the first $1,200,000 of Unrestricted Revenues to be received by the City in the month of April 1988; and (d) the first $1,300,000, plus an amount sufficient to insure payment of all interest on the Notes, of Unrestricted Revenues to be received by the City in the month of June 1988. 6/7/87 5/211/011754- 0001/102 0 This Note and the interest hereon shall be payable from said pledged moneys and from all other income, revenue, cash receipts and moneys of the City lawfully available for the payment of this Note and the interest hereon. However, the Notes are payable only from revenues - received or accrued during the fiscal year in which the Notes are issued. IT IS HEREBY CERTIFIED, RECITED AND DECLARED that the Notes _.are_issued _ in conformity with the laws of_ the _State of California and the proceedings of the City Council of the City of E1 Segundo, California, including a resolution duly and regularly passed and adopted by said City Council on June 16, 1987, authorizing the same, and that all acts, conditions and things required to exist,- happen and be performed precedent to and in the issuance of the Notes have existed.,,_happened_and_been performed-in regular and due time, form and manner as required by law, and that the Notes, together with all other indebtedness and obligations of the City, do not exceed any limit prescribed by the Constitution and statutes of the State of California. IN WITNESS WHEREOF, the City Council of the City of El Segundo, California, has caused this Note to be executed by the Mayor and by the Treasurer of the City, and countersigned by the City Clerk, which signatures may be facsimile signa- tures, except that at least one of such signature shall be manually affixed, and the City Clerk has caused the official seal of the City, or a facsimile thereof, to be affixed or imprinted hereon and has caused this Note to be dated July 1, 1987.- /s/ Jack E. Siadek Mayor of the City of El Segundo Treasurer of the City of E1 Segundo [SEAL] COUNTERSIGNED: /s/ City Clerk of the City of E1 Segundo 6/7/87 5/211/011754- 0001/102 -5- f '0 .16 Section 7. The Mayor and the Treasurer of the City are hereby authorized and directed to sign each of the Notes, and the:City Clerk - -of the City of El Segundo is hereby authorized and directed -to -countersign each of the Notes, and the City Clerk is hereby authorized and directed to cause to be imprinted by facsimile the official seal of the City on each of the Notes. Any. of such - signatures may be printed, litho- graphed or engraved by facsimile signature, but at least one of such signatures shall be manual. Such signing., counter- signing and sealing as herein provided shall be sufficient and binding execution of the Notes in the name and on behalf of the City. Section 8. All proceeds of sale of the Notes shall be deposited into the General. Fund of the City, to be withdrawn and expended for any purposes for which the City is author- ized to expend money, including, but not limited to, current expenses, capital expenditures, and the discharge of any obligation or indebtedness of the City. The City covenants that the City will not make any use of the proceeds of the Notes which will cause the Notes to be "arbitrage bonds" subject to federal income taxation by reason of Sections 103(d) and 148 of the Internal Revenue Code of 1986, as amended (the "Code "). To that end, so long as any of the Notes are outstanding, the City and its appro- priate officers and employees shall comply with all require- 6/7/87 5/211/011754- 0001/102 1 ments of ,_said Sections 103(d) and 148, and all regulations issued thereunder, to the extent that such requirements are, at -the time, applicable and in effect.', 6 Section 9. In_order to maintain the exemption from federal income taxation of interest on the Notes, and for no other purpose, the City covenants to comply with each appli- cable requirement of the Code and specifically covenants: (a) That not in excess of the lesser of five percent (5 %) or Five Million Dollars ($5,000,000) of the net proceeds of the Notes (as such term is defined in Code Section 150(a)(3)) will be used, directly or indirectly, either to make or finance a loan (other than loans which are used to 6/7/87 5/211/011754 - 0001/102 acquire or carry Nonpurpose Investments) to any person other than a state or local governmental unit; (b) That not in excess of ten percent (10 %) of the net proceeds of the Notes (as such term is defined in Code Sec - tion 150(a)(3)) will be used, directly or indirectly in any activity carried on by anyone other than a state or local governmental unit if, in addition, the payment of more than ten percent. (10%) of the principal or ten percent- (10 %) of the interest due on the Notes during the term thereof is, under the terms of the any resolution or any underlying arrangement, directly or indirectly, secured by any interest in property used or to be used, directly or indirectly, in any activity carried on by anyone other than a state or local -7- 6/7/87 5/211/011754 - 0001/102 U r governmental unit or is to be derived from payments, whether or:not to :the City, in respect. of __property or borrowed money used or .to be used, directly or indirectly, in any activity socarried =on, by anyone other than a.state- or.local governmental unit; (c) That, in the event that both (A) in excess of five percent (5 %): of the net proceeds of the Notes (as such term is defined in Code Section 150(a)(3)), directly or indi- rectly, in any activity carried on by anyone other than a state or local governmental unit, and (B) an amount in excess of five percent (5 %) of the principal or five percent (5 %) of the interest due on the Notes during the term thereof is, under the terms of the Notes or any underlying arrangement, directly or indirectly, secured by any interest in property used or to be used in any activity carried on by anyone other than a state or local governmental unit or in payments in respect of property used or to be used in any activity car- ried on by anyone other than a state or local governmental unit or is to be derived from payments, whether or not to the City,'in respect of property or borrowed money used or to be used in any activity of anyone other than a state or local governmental unit, then said excess over said five. percent (5 %) -of net proceeds of the Notes (as such term is defined in Code Section 150(a)(3)) used in any activity carried on by i0 anyone other than a state or local governmental unit shall be 6/7/87 5/211/011754- 0001/102 ti 1 I • 06 used for uses related to the governmental use of the pro- ceeds, and shall not .exceed the amount of the proceeds of the Notes which are to be -used for the governmental use to which such ... use -by anyone other than a. state or local governmental unit is related. (d) That it shall file such reports or other documents with the Internal_Revenue_Service as is required by the Code and'the Treasury Regulations. (e) That it will invest none of the Gross Proceeds of the Notes in investments which are deemed to be "federally guaranteed" within the meaning of Section 149(b) of the Code. The Finance Director is authorized and directed to ensure compliance with these covenants. Section 10. Representations of City. The City finds, determines and declares: (1) that at least ninety -five percent ( -95 %) of the proceeds of the Notes (including pre- mium, if any) are to be used for local governmental activ- ities of the City; (2) that the aggregate face amount of all tax - exempt bonds (other than private activity bonds as defined in Section 141 of the Code) issued by the City (and all subordinate entities thereof) during the 1987 calendar year is not reasonably. expected to exceed Five Million Dollars ($5,000,000) excluding, however, tax - exempt obli- gations which are not outstanding on the -Closing Date; (3) 6/7/87 5/211/011754- 0001/102 1E M • 0 06 that the Notes are designated to be "qualified tax- exempt obligations" for purposes of Section 265(b)(3) of the Code. Section 11. The Notes and the interest thereon shall be secured by a- pledge of and first lien and charge-against and the City hereby pledges moneys to be received by the City from (a) the first $1,000,000 of Unrestricted Revenues to be received in the month of January 1988; (.b) the first $1,000,000 of Unrestricted Revenues to be received in the month of February 1988; (c) the first $1,200,000 of Unres- tricted Revenues to be received in the month of April 1988; and (d) the first $1,300,000, plus an amount sufficient to insure payment of all interest on the Notes, of Unrestricted Revenues to be received in the month of June 1988 (the "Pledged Revenues "), There is hereby _established and created a special fund designated the "1987 Tax and Revenue Antici- pation Notes Repayment Fund" (the "Note Fund "), into which the Treasurer shall deposit all of the Pledged Revenues promptly at the time of distribution thereof. In the event that there are insufficient Pledged Revenues to permit deposit into the Note Fund of the full amount of the pledge to be deposited in that month, then the amount of any defici- ency 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 Notes and the interest. thereon shall be payable from the Pledged Revenues and from all other 6/7/87 5/211/011754- 0001/102 -10- llppp�F i l California, and the proceeds of any such investments shall be deposited in the Note Fund and shall be part of the above Pledged Revenues. Any moneys in the Note Fund in excess of the amount required to pay the principal of and the interest on the Notes as the same shall become due and payable, may be Is withdrawn by the City on or after June 30, 1988 and released to the General Fund. Section 12. The City Council hereby finds and deter- mines that the aggregate principal amount of the Notes, together with interest thereon, does not exceed 85 percent of the estimated amount of the now uncollected taxes, income, • revenue, cash receipts and other moneys of the City which will be available for the payment of the principal of and the interest on the Notes. Section 13. The Financial Consultant appointed by the City Council has heretofore mailed an official Notice.of Sale to prospective bidders for the Notes. The terms and condi- -11- 6/7/87 5/211/011754- 0001/102 income, revenue, cash receipts and moneys of the City lawful - ly available for _the payment of the Notes and the interest thereon. Moneys. shall be withdrawn from the Note Fund for the sole purpose of paying the principal of and the interest on the Notes as the same shall become due and payable. Any money deposited in the-Note Fund may be invested as permitted by Section 53601 of the Government Code of the State of California, and the proceeds of any such investments shall be deposited in the Note Fund and shall be part of the above Pledged Revenues. Any moneys in the Note Fund in excess of the amount required to pay the principal of and the interest on the Notes as the same shall become due and payable, may be Is withdrawn by the City on or after June 30, 1988 and released to the General Fund. Section 12. The City Council hereby finds and deter- mines that the aggregate principal amount of the Notes, together with interest thereon, does not exceed 85 percent of the estimated amount of the now uncollected taxes, income, • revenue, cash receipts and other moneys of the City which will be available for the payment of the principal of and the interest on the Notes. Section 13. The Financial Consultant appointed by the City Council has heretofore mailed an official Notice.of Sale to prospective bidders for the Notes. The terms and condi- -11- 6/7/87 5/211/011754- 0001/102 tions of the, offering and sale of the Notes shall be as The Treasurer of the City is hereby authorized and directed to deliver the Notes to said purchaser(s) thereof upon payment of the purchase price, namely, the par value thereof plus the premium thereon, as follows: Name of Par Value of Premium on Bidder Notes Bid Upon Notes Bid Upon Security Pacific $4,500,000 $13,365 Merchant Bank Section 15. All bids except the bids accepted pursuant to Section 14 hereof are hereby rejected, and the Treasurer • of the City if hereby directed to return to the unsuccessful bidders their several checks accompanying their respective bids. Section 16. The Treasurer of the City is directed to cause the Notes to be lithographed, printed or engraved, said Notes to show on their face that the same bear interest at the rates aforesaid, and to cause the blank spaces to be -12- 6/7/87 5/211/011754- 0001/102 specified in such official Notice_ of Sale and the terms of the sale and the mailing of the Official Notice of Sale so(attached hereto as Exhibit A) is hereby approved. - Section 14.- The bid by the.following bidder(s) for the following portion of the Notes at the following rate of interest and premium is hereby accepted: Notes Name Numbered Principal Interest Rate of Bidder Inclusive Denomination Amount Per Annum Security Pacific 1 - 100 $ 25,000 $2,500,000 4.25% Merchant Bank 101 - 120 $100,000 $2,000,000 4.25% The Treasurer of the City is hereby authorized and directed to deliver the Notes to said purchaser(s) thereof upon payment of the purchase price, namely, the par value thereof plus the premium thereon, as follows: Name of Par Value of Premium on Bidder Notes Bid Upon Notes Bid Upon Security Pacific $4,500,000 $13,365 Merchant Bank Section 15. All bids except the bids accepted pursuant to Section 14 hereof are hereby rejected, and the Treasurer • of the City if hereby directed to return to the unsuccessful bidders their several checks accompanying their respective bids. Section 16. The Treasurer of the City is directed to cause the Notes to be lithographed, printed or engraved, said Notes to show on their face that the same bear interest at the rates aforesaid, and to cause the blank spaces to be -12- 6/7/87 5/211/011754- 0001/102 C-J, • u filled in to comply with the- provisions of the Resolution, and .to procure their execution by the proper officers, and to -deliver.said Notes when so executes to: the purchaser or purchasers thereof upon the receipt of the purchase price. Section 17. A final form of official statement of the City relating to the Notes having been approved by the City Council, . and. Seidler- Fitzgerald Public Finance having heretofore mailed such official statement to prospective bidders of the Notes, such mailing is hereby. ratified, con- firmed and approved. Section 18. The Mayor of the City or the Treasurer of the City or his authorized deputy are further authorized and directed to make, execute and deliver to the purchaser of the Notes (a) a certificate attesting to the use of the proceeds of the Notes, the investment thereof, and any other matters relating to the tax exemption of the Notes pursuant to the Code; (b) a certificate certifying to the genuineness and due execution of the Notes; and (c) a receipt evidencing the payment of the purchase price of the Notes, which receipt shall be conclusive evidence that said purchase price has been paid and has been received by the City of El Segundo. Any purchaser or subsequent taker or holder of the Notes is hereby authorized to rely upon and shall be justi- fied in relying upon any such certificate or receipt with respect to the Notes executed pursuant to the authority of 6/7/87 5/211/011754- 0001/102 -13- this Resolution. Such officers are hereby authorized to execute any and all other documents required to consummate ® the sale and delivery of the Notes. Section 19. This resolution shall take effect from and after its passage and adoption. APPROVED AND ADOPTED this 16th day of June, 1987. so ayor Pro Tem ayor of the City of E1 Segundo 0 • R-&nald L. Hart City Clerk of the City of E1 Segundo 6/7/87 5/211/011754- 0001/102 -14- ti M 0 OFFICIAL NOTICE OF SALE $4,500,000 CITY OF EL SEGUNDO 1987 TAX AND REVENUE ANTICIPATION NOTES NQTICE_:IS, HEREBY GIVEN that sealed proposals will be received by the City Council of the City of E1 Segundo, c/o Seidler- Fitzgerald Public .Finance, Financial Consultant to the City, 515 South Figueroa, Sixth Floor, Los Angeles, California 90017 -3396, on June 16 1987 at- -the hour of 10:00 A.M., P.D.T., for the purchase of $4,500,000 principal amount of tax and revenue anticipation notes of the City of E1 Segundo (the "City "), more particularly described below. ISSUE AND DENOMINATION: $4,500,000, designated "City of El Segundo 1987 Tax and Revenue Anticipation Notes" (the "Notes "), consisting of non - registrable, negotiable notes, without coupons. The Notes shall be issued in such denomina- tions of $5,000, $25,000, $50,000 or $100,000 as shall be spec- ified by the successful bidder. DATE AND MATURITIES: The Notes will be.. dated July 1, 1987, and will all mature on June 30, 1988. 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 bid upon shall bear, provided that: (i) all Notes bid upon shall bear the same interest rate; (ii) no Note shall bear more than one rate of interest; (iii) each Note bid upon shall bear interest from its date to its stated maturity at the interest rate specified in the bid; (iv) the interest rate specified must be in a multiple of 1/1000 of one percent (1 %). QUALIFIED OBLIGATION: The City as a "qualified tax - exempt of Section 265 (b)(3)(B) of the as amended. Notes will be designated by the obligation" within the meaning Internal Revenue Code of 1986, REDEMPTION: The Notes are not subject to call and redemp- tion prior to maturity. PAYMENT: Both principal and interest are payable in law- ful money of the United States of America at the office of the Treasurer of the City of El Segundo in E1 Segundo, California. 6/6/87 5/211/011754- 0001/102.1 Exhibit "A" Page 1 of 8 P L M t t Ll of PURPOSE OF ISSUE: The Notes are to be issued by the City Council of the City of E1 Segundo, and are authorized pursuant to the provisions of Sections 53850 -53858 of the Government Code of the State of California and:the provisions of a resolu- tion of said City Council, for any purpose for 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.moneys to be received by the City in fiscal year 1987 -88 from (a) the first $1,000,000 of Unrestricted Revenues (as hereinafter defined) in the month of January 1988; (b) the first $ 1,000,000 of Unrestricted Revenues in the month of February 1988; (c) the first $1,200,000 of Unrestricted Revenues in the month of April 1988; and (d) the first $1,300,000 (plus an amount sufficient to insure payment of all interest on the Notes) of Unrestricted Revenues received by the City in June, 1988. Said pledged moneys shall be deposited by the Treasurer of the City in a special account established, created and main- tained within the General Fund of the City. Moneys shall be withdrawn from said account for the sole purpose of paying the principal of and the interest on the Notes as the same shall become due and payable. By_ statute, the. Notes are declared to ,..be a general obli- gation of the City and to the extent not paid from taxes, income, revenues, cash receipts and other moneys of the City attributable to the fiscal year ending June 30, 1988 and legally available for payment thereof (the "Unrestricted Reve- nues"), shall be paid with the interest thereon from any other moneys of the City lawfully available therefor. If the full amount of the Unrestricted Revenues pledged in a particular month to the repayment of the Notes has not been received by the City by the twentieth day of such month, any deficiency must be made up from the other moneys of the City lawfully available for payment of the Notes. However, the Notes are payable only from revenue received or accrued during the fiscal year in which._ssued,: Under provisions of the California Con - stitution, 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. 6/6/87 5/211/011754- 0001/102.1 Exhibit "A" Page 2 of 8 M F NUMBER_9F BIDS: Bidders may submit more than one bid. TERMS OF SALE HIGHEST BID: Bids may be for all or any part of the Notes. The Notes will be awarded on the basis of the lowest net interest cost including premium offered in the proposals. No bi'd-._f_ox,less than :par- and accrued interest .(which interest shall be computed-on a 30 -day month, 360 -day year basis) will be entertained, and the City Council reserves the right to award to any bidder all or any part of the Notes which such bidder offers to purchase in its proposal. If only a part of the Notes bid for in a_ proposal is awarded by the City Council, any premium specified in such proposal shall be prorated. 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 Council reserves the right to exercise its own discretion and judgment in making the award and may award the Notes on a pro rata basis in such denominations as the City Council shall determine. RIGHT OF REJECTION: The City 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 City Council will take, action awarding the Notes or rejecting all bids not later than twenty -six (26) hours after the expiration of the time herein prescribed for the receipt of proposals unless such time of award is waived by the successful bidder. BUYER'S CERTIFICATE: The successful bidder must provide the City, on or before 10:00 A. M., P.D.T., on the second day after the award of the bid, the initial price to the public or final purchasers thereof (not including bond houses and brokers or similar persons or organizations acting in the capacity of • underwriters or wholesalers) at which a substantial amount of -the Notes have been sold. DELIVERY AND PAYMENT: It is estimated that delivery of the Notes will be made to the successful bidder in the City of Los Angeles, California on or about July 1, 1987. Payment of the purchase price (less the amount of the bid check mentioned below) must be made in funds.immediately available to the Trea- surer of the City in El Segundo, California. The cost of printing the Notes will be borne by the City. RIGHT OF CANCELLATION: The successful bidder shall have the right at its option to cancel the contract of purchase if the City Council shall fail to execute the Notes on behalf of Exhibit "A" Page 3 of 8 6/6/87 ' 5/211/011754 - 0001/102.1 ti r� U the City- and,tender the same for delivery within thirty (30) 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 may be for all or any part 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 Council of the City of -E1 Segundo at the address mentioned above not later than 10:00 A.M., P.D.T., on said date of sale, and endorsed "Proposal for the Purchase of City of El Segundo 1987 Tax and Revenue Antici- pation 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, proposal forms - provided by the City Council. Exhibit "A" Page 4 of 8 6/6/87 5/211/011754- 0001/102.1 t'- 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 Council. BID CHECK: A certified or cashier's check (or equivalent) drawn on a responsible bank or trust company in the amount of one percent (11) of the principal amount of Notes bid upon, payable to the order of the Treasurer of the City of El Segundo, 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 deposited by the Treasurer of the City of El Segundo to the General Fund of the City and applied.to_ the purchase price or, if such proposal is accepted but not performed, unless such failure of performance shall be caused by an act or omission of the City Council, the proceeds shall then be retained by the City. The check accompanying • each unaccepted proposal will be returned promptly. If only a part of the Notes bid upon in is a proposal awarded by the City 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--che-ek accompanying the proposal. 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 Fed- Exhibit "A" Page 4 of 8 6/6/87 5/211/011754- 0001/102.1 t'- L M eral income taxes by the terms of any Federal income tax law enacted subsequent to-the date of this notice. - 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 Rutan & Tucker, Costa Mesa, Cali- fornia, Bond Counsel, approving the validity of the Notes and stating that interest on the Notes is exempt from all present State of California personal income taxes, is excluded from the definition of Gross Income for purposes of Federal income taxa- tion and is not a preference item for purposes of the alterna- tive minimum tax, 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 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;..- Ig (c) Certificates on behalf of the City 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 omitted to state any material fact necessary in order to make the statements therein, in light of the circumstances under which they were made, not misleading; (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 Treasurer of the City of E1 Segundo showing that the purchase price of the Notes, including interest accrued to the date of delivery thereof, has been received by such official. Exhibit "A" Page 5 of 8 6/6/87 5/211/011754- 0001/102.1 r ti M Cam' J 0 CALIFORNIA DEBT ADVISORY COMMISSION: The successful bid - der_will be- required, pursuant to State law, to pay any fees to the California Debt Advisory Commission ( "CDAC ") . CDAC will invoice the successful bidder after the closing of the Notes. INFORMATION AVAILABLE: Requests for information con - cerning the City should be-addressed-to: _ Mr. Arthur E. Jones City Manager City of E1 Segundo 350 Main Street E1 Segundo, California 90245 (213) 322 -4670 Mr. John C. Fitzgerald Seidler- Fitzgerald Public Finance 515 South Figueroa Street, 6th Floor Los Angeles, California 90071 -3396 (213) 624 -4232 The City will provide each successful bidder such number of printed copies of the Official Statement for this issue 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 the Notes awarded to such bidder, and any additional copies will be furnished at the expense of the bidder. PRIOR TO, DELIVERY OF THE NOTES, THE SUCCESSFUL BIDDER SHALL FURNISH TO THE CITY A CERTIFICATE ACCEPTABLE TO BOND COUNSEL STATING: (1) THAT THE SUCCESSFUL BIDDER HAS MADE A BONA FIDE PUBLIC OFFERING OF THE NOTES TO THE PUBLIC, AND (2) THE OFFERING PRICE AT WHICH A SUBSTANTIAL AMOUNT OF THE NOTES WAS SOLD TO THE PUBLIC OR FINAL PURCHASER THEREOF (NOT INCLUDING BOND HOUSES AND BROKERS OR SIMILAR PERSONS OR ORGANIZATIONS ACTING IN THE CAPACITY OF UNDERWRITERS OR WHOLESALERS). Dated: May 29, 1987. 6/6/87 5/211/011754- 0001/102.1 Ronald L. City Clerk E1 Segundo Exhibit "A" Page 6 of 8 Hart of the City of L �J n it 06 PROPOSAL FOR - THE ;PURC14ASE OF CITY OF EL SEGUNDO 1987. TAX AND REVENUE ANTICIPATION_NOTES June 16, 1987 .Honorable City Council of the City of E1 Segundo c/o Seidler- Fitzgerald Public Finance 515 South Figueroa, Sixth Floor Los Angeles., California 90017 -3396 Gentlemen: We offer to purchase City of E1 Segundo 1987 Tax and Revenue Anticipation Notes in the principal amount, in such denomination, maturing and bearing interest as follows: Principal Interest Amount Maturity Rate $ June 30, 1988 % and to pay therefor the principal amount there- of plus a premium of $ plus inter- est accrued on such Notes to the date of deliv- ery thereof. DENOMINATIONS at $5,000 at $50,000 at $25,000 at $100,000 This proposal is made subject to all the terms and con - ;ditions of the Official Notice of Sale of said Notes dated May 29, 1987, all of which terms and conditions are made a part hereof _as fully as though set forth in full in this proposal. This proposal is subject to acceptance, in whole or in part, within twenty -six (26) hours after the expiration of the time for. the receipt of proposals, as specified in said Official Notice of Sale. There is enclosed herewith a certified or cashier's check for $ (.one percent (1 %) of the principal amount of Notes bid for hereunder) payable to the order of the Treasurer of the City of El Segundo. We hereby request that printed copies of the Official Statement (not to exceed 50 copies) pertaining to 6/6/87 5/211/011754- 0001/102.1 Exhibit "A" Page 7 of 8 L M t • the Notes be furnished us in accordance 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 pro- posal: _. Gross Interest Cost .................... $ Less Premium ........................... $ Net Interest Cost ...................... $ Effective Rate • o AuthorizedSignature(s): Firm(s). 6/6/87 5/211/011754- 0001/102.1 Exhibit "A" Page 8 of 8 • 1 t STATE OF CALIFORNIA ) COUNTY OF LOS ANGELES ) CITY OF EL SEGUNDO ) SS I, Ronald L. Hart, City Clerk of the City of E1 Segundo, California, DO HEREBY CERTIFY that the whole number of members of the City Council of the said City is five; that the foregoing resolution, being Resolution No. 3471 was duly passed and adopted by the said City Council, approved and signed by the Mayor of said City, and attested by the City Clerk of said City, all at a regular meeting of the said Council held on the 16th day of June, 1987, and that the same was so passed and adopted by the following vote: AYES: Councilmembers Anderson, Jacobson, West, & Mayor Pro Tem Schuldt NOES: None ABSENT: Mayor Siadek WITNESS MY HAND AND THE OFFICIAL SEAL OF SAID CITY this 7th day of July, 1987. RONALD L. HART, City Clerk of the City of E1 Segundo, California (SEAL)