HomeMy WebLinkAbout04-100)4-100
RESOLUTION OF THE BOARD OF SUPERVISORS OF THE COUNTY OF BUTTE,
STATE OF CALIFORNIA, PROVIDING FOR THE ISSUANCE AND SALE OF
GENERAL OBLIGATION BONDS, ELECTION OF 2002, SERIES B, OF OROVILLE
UNION HIGH SCHOOL DISTRICT IN AN AGGREGATE PRINCIPAL AMOUNT
OF NOT TO EXCEED $4,402,566.05
WHEREAS, an election was duly called and regularly held in the Oroville Union High
School District (the "District"), County of Butte (the "County"), State of California, on
November 5, 2002 (the "Election"), and thereafter canvassed pursuant to law; and
W~~EREAS, at such Election there was submtted to and approved by the reduisite 55 ~6
vote of the qualified electors of the District a question as to the issuance and sale of general
obligation bonds of the District for various purposes set forth in the ballot submitted to the
voters, in the maximum principal amount of $10,400,000, payable from the levy of an ad z~zzlorern
tax against the taxable property in the District (the "Bonds"); and
WHEREAS, Section 15140 of the Education Code of t11e State of California (the
"Education Code") requires that general obligation bonds of a district shall be offered for sale
by the Board of Supervisors of the County, the County Superintendent of which has jurisdiction
over such district, as soon as possible following receipt of a resolution adopted by the
governing board of such district; and
WHEREAS, the Butte County Superintendent has jurisdiction over the District; and
WHEREAS, the District issued the first series of the Bonds, Series A, in the priiZCipal
amount of $5,997,433.95, on August 14, 2003; and
WHEREAS, the District has determined that it is in the best interests of the District to
issue and sell the second series of the Bonds, in the amount of not to exceed $4,402,566.05;
WHEREAS, the Board of Trustees of the District (the "Board of Trustees") has duly
adopted and submitted to this Board of Supervisors of the County of Butte (the `Board of
Supervisors"), State of California, a resolution (the "District Pesolution') requesting the Board
of Supervisors to sell, in the name and on behalf of the District, bonds in the aggregate principal
amount of net to exceed $4,402,566.05 (the "Series B Bonds"); and
WHEREAS, this Board of Supervisors desires to make certain determinations and to
authorise the issuance of said Series B Bonds.
NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF SUPERVISORS OF
THE COUNTY OF BUTTE, STATE OF CALIFORNIA, AS FOLLOWS:
SECTION 1. Purpose of Issue. The District Resolution, adopted on May 20, 2004,
together with the exhibits thereto, is incorporated herein by reference, and all of the provisions
thereof are made a part hereof and shall be applicable to the Series B Bonds herein provided for,
except only as otherwise specified herein.
SECTION 2. Purpose of the Bonds. Series B Bonds of the Dish•ict shall be issued i1 the
name and on behalf of the District in an aggregate principal or issue amount of not to exceed
$4,402,566.05 to construct a library% media center, shop classrooms and 6 permanent
classrooms at Oroville High, a ~rymnasium, Ag Science classrooms, labs and 6
permanent classrooms at Las Plumas High, amulti-purpose building at Prospect High,
modernize electrical and communication systems at Oroville, Las Plumas and Prospect
High, acduire a school site and construct a portable campus at OUHSI~ Community
Day, and for related purposes (the "Project").
SECTION 3. Certain Definitions. As used in this resolution (the "Pesolutioti'), the
terms set forth below shall have the following meanings ascribed to them:
"Accreted Interest" means, with respect to any Capital Appreciation Bond, Accreted
Value as of the date of its calculation, less the Denominational Amount of such Capital
Appreciation Bond.
"Accreted Value" means (a) on any Compounding Date, the amount set forth opposite
such Compounding Date on the Table of Accreted Values which is included in Exhibit B hereto
as part of the form of Capital Appreciation Bond, (b) on any date between the Closing Date and
the first Compounding Date, the amount determined on the basis of straight-line interpolation
between the Closing Date and such Compounding Date (based on a 360-day year and twelve
30-day months), and (c) on any date which is between two Compounding Dates (based on a
360-day year and twelve 30-day months), the amount determined on the basis of straight-laze
interpolation between such date and such Compounding Date.
"Bond Insurer" means any insurance company which issues a municipal bond
insurance policy insuring the payment of principal and interest on the Series B Bonds.
"Bond Register" means the listing of names and addresses of the current registered
owners of the debt, as maintained by the Paying Agent in accordance with Section 10 hereof.
"Building Fund" shall have the meaning set forth in Section 5 hereof.
"Capital Appreciation Bond" means Series B Bonds, the interest component of which is
compounded semiannually on each Interest Payment Date to maturity, as shown in the table of
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Accreted Value for such Bonds in the Purchase Contract and/or the Official Statement for the
Bonds.
"Capital Appreciation Term Bonds" means those Capital Appreciation Bonds for which
mandatory redemption dates have been established in accordance with Section 6(b).
"Code" means the Internal Revenue Code of 1986 as in effect on the date of issuance of
the Bonds or (except as otherwise referenced herein) as it may be amended to apply to
obligations issued on the date of issuance of the Bonds, together with applicable proposed,
temporary and final regulations promulgated, and applicable official public guidance
published, under the Code.
"Compounding Date" means, with respect to any Capital Appreciation Bond, February
1, 2005 (unless otherwise specified in the Purchase Contract) and each August 1 and February 1
thereafter, to and including the date of maturity of such Bond.
"Current Interest Bonds" means the Series B Bonds, the interest on which is payable on
each Interest Payment Date specified for each such Bond as designated and maturing in the
" ~~r~ ~litd in the ai71ili1ntS SCt fC7rtiii iii ti ic:~ i~LiTCi1~tSC C iri itr iiCt.
"Current Interest Term Bonds" means those Current Interest Bunds fur which
mandatory redemption dates have been established pursuant to Section 6(b).
"Debt Service Fund" shall have the meaning set forth in Section 5 hereof.
"Denominational Amount" means, with respect to any Capital Appreciation Bond, the
initial principal amount thereof.
"Depository" means (a) initially, DTC, and (b) any other Securities Depository acting as
Depository.
"Depository System Participant" means any participant in the Depository's book-entry
system.
"DTC" means the Depository Trust Company, New York, New York, a limited purpose
trust company organized under the laws of the State of New York in its capacity as securities
depository for the Bonds.
"Fair Market Value" means the price at which a willing buyer would purchase the
investment from a willing seller in a bona fide, arm's length transaction (determined as of the
date the contract to purchase or sell the investment becomes binding) if the investment is traded
on an established securities market (within the meaning of Section 1273 of the Code) and,
otherwise, the term "Fair Market Value" means the acquisition price in a bona fide arm's length
transaction (as referenced above) if (i) the investment is a certificate of deposit that is acquired
in accordance with applicable regulations under the Code, (ii) the investment is an agreement
with specifically negotiated withdrawal or reinvestment provisions and a specifically
negotiated interest rate (for example, a guaranteed investment contract, a forward supply
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contl•act or other investment agreement) that is acquired in accordance with applicable
regulations under the Code, (iii) the investment is a United States `T'reasury Security--State and
Local Government Series that is acquired in accordance with applicable regulations of the
United States Bureau of Public Debt, or (iv) any commingled investment fund in which the
Dishict and related parties do not own more than a ten percent (10%) beneficial interest therein
if the return paid by the fund is without regard to the source of the investment.
"Informational Services" means Financial Information, Inc.'s Financial Daily Called
Bond Service; Interactive Data Corporation's Bond Service; Kenny Information Service's Called
Bond Service; Moody's Municipal and Government; or Standard & Poor's Called Bond Record;
and in accordance with then current guidelines of the Securities and Exchange Commission,
such other services providing information with respect to Called bonds as the District may
designate in a Written Request of the District delivered to the Paying Agent.
,. ,. ~„
Interest Payment Date mcar~s , ~bruar~- ~ and ..ugust ,, commencing ~ ~~ ~ru~~r;- ,,
2005 with respect to interest payments on the Bonds, or such other dates as shall be specified in
the Purchase Contract.
"Letter of Representations" shall have the meaning set forth in Section "12 hereof.
"Maturity Value" means the Accreted Value of a Capital Appreciation Bond on the date
such Bond matures.
"Official Statement" shall have the meaning set forth in Section 4 hereof.
"Owner" means the current registered holder of a Bond or Bonds to whom payments of
principal and interest are made.
"Participants" means those broker-dealers, banks and other financial institutions from
time to time for which the Depository holds book-entry certificates as securities depository.
"Paying Agent" shall mean U.S. Bank National Association, or its successrn•s or assigl~s,
acting in the capacity of paying agent, registrar, authenticating agent and transfer agent.
"Principal" or "Principal Amount" means, with respect to any Bond, the principal
amount thereof.
"Purchase Contract" shall have the meaning set forth in Section 14 hereof.
"Record Date" means the close of business on the fifteenth day of the month preceding
each Interest Payment Date.
"Securities Depositories" means the following: Depository Trust Company, 711 Stewart
Avenue, Garden City, New York, 11530, Facsimile transmission: (516)227-4039, (516) 227-4190;
Midwest Securities Trust Company, Capital Structures-Call Notification, 440 South LaSalle
Street, Chicago, Illinois 60605, Facsimile transmission: (312) 663-2343; and Philadelphia
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Depository Trust Company, P.eorganization Division, 1900 Market Sheet, Philadelphia,
Pennsylvania 19103, Facsimile transmission: (215) 496-5058.
"Term Bonds" means the Capital Appreciation Term Bonds and Current Interest Term
Bonds.
"Treasurer" means the Treasurer-Tax Collector of the County, or any authorized deputy
thereof.
SECTION 4. Terms of Series B Bonds. (a) Porm; Numbering. The Series B Bonds shall
be issued as fully registered bonds, without coupons. Series B Bonds shall be lettered and
numbered as the Paying Agent shall prescribe. The Current Interest Bonds shall be issued in
the denomination of $5,000 each or any integral multiple thereof, but in an amount not to
exceed the aggregate principal amount of Current Interest Bonds maturing in the year of
maturity of the Current Interest Bond for which the denomination is specified. The Capital
Appreciation Bonds shall be issued in the Maturity Value of $5,000 each or any integral multiple
thereof, but in an amount not to exceed the aggregate Maturity Value of Capital Appreciation
Bonds maturing in the year of maturity for the Capital Appreciation Bonds for which the
denomination is specified; provided that one Capital Appreciation Bond may have a Maturity
Value not equal to $5,000 or an integral multiple of $5,000.
(b) Date of Series B Bonds. The Current Interest Bonds shall be dated July 1, 2004, or
such other date as shall be specified in the Purchase Contract. The Capital Appreciation Bonds
shall be dated the Closing Date.
(c) CUSIP Identification Numbers. "CUSIP" identification numbers shall be imprinted
on the Series B Bonds, but such numbers shall not constitute a part of the contract evidenced by
the Series B Bonds and any error or omission with respect thereto shall not constitute cause for
refusal of any purchaser to accept delivery of and pay for the Series B Bonds. In addition, failure
on the part of the District to use such CUSIP numbers in any notice to Owners of the Series B
Bonds shall not constitute an event of default or any violation of the District's contract with
such Owners and shall not impair the effectiveness of any such notice.
(d) MatUrltleS; Interest. The Series B Bands Shall. mature e~r'i .~~iti~ilSt i ilr jLti~' i ~(~T SUCii
other dates as shall be specified in the Purchase Contract) in the years and amounts set forth in
the Official Statement for the Series B Bonds.
The Maturity Value of any Capital Appreciation Bond shall be payable only upon the
maturity of such Capital Appreciation Bond. The total amount of principal of and interest
payable on the Capital Appreciation Bonds as of any date other than its maturity date shall be
the Accreted Value thereof determined as of such date.
The Current Interest Bonds shall bear interest at such rate as shall be determined upon
the sale thereof in accordance with Section 4.01 hereof, payable semi-annually on each Interest
Payment Date, commencing February 1, 2005 (unless otherwise specified in the Purchase
Contract).
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The Capital Appreciation Bonds shall bear interest at such rate or rates as shall be
determined upon the sale thereof in accordance with Section 14 hereof.
Pach Current Interest Bond shall bear interest from the Interest Payment Date next
preceding the date of registration and authentication thereof unless (i) it is registered and
authenticated as of an Interest Payment Date, in which event it shall bear interest from such
date, or (ii) it is registered and authenticated prior to an Interest Payment Date and after the
close of business on the fifteenth (15th) day of the month preceding such Interest Payment Date,
in which event it shall bear interest from such an Interest Payment Date, or (iii) it is registered
and authenticated prior to January 15, 2005, in which event it shall bear interest from the date
described in paragraph (b) of this Section 4; proz~idec~, hoz~~ez~er, that if at the time of
authentication of a Series B Bond, interest is in default thereon, such Series B Bond shall bear
interest from the Interest Payment Date to which interest has previously been paid or made
available for payment thereon.
Interest on the Series B Bonds shall be calculated on the basis of a 360-day year
comprised of twelve 30-day months.
(e) Pavinent. Interest on the Current Interest Bonds, including t11e final interest payment
upon maturity, is payable by check of the Paying Agent mailed on the Interest Payment Date
via first-class mail to the Owner thereof at such Owner's address as it appears on the bond
register maintained by the Paying Agent at the close of business on the fifteenth (15th) day of
the month preceding the Interest Payment Date (the "Record Date"), or at such other address as
the Owner may have filed with the Paying Agent for that purpose, or upon written request filed
with the Paying Agent as of the Record Date by an Owner of at least $1,000,000 i1 aggregate
principal amount of Current Interest Bonds, by wire transfer.
The interest portion of the Accreted Value of any Capital Appreciation Bond which is
payable on the date of maturity shall represent interest accrued and coming due on such date.
The Accreted Value of any Capital Appreciation Bond at maturity shall be payable, except as
provided below, by check mailed by first-class mail, in lawful money of the United States of
America, upon presentation and surrender of such Bond at the office of the Paying Agent.
ShCTION 5. DeliverXof Bonds, Disposition of Proceeds of the Bonds, Security for the
Bonds. The proper officials of the County shall cause the Series B Bonds to be prepared and,
followilg their sale, shall have the Series B Bonds signed and delivered to the original
purchaser upon payment of the purchase price in immediately available funds.
The proceeds fiom the sale of the Series B Bonds, to the extent of the principal amount
thereof, shall be paid and credited to the fund established and designated as the "Oroville
Union High School Dishict General Obligation Bond, Series B Building rund" (the "Building
Fund") of the District, and shall be kept separate and distinct from all other District and County
funds, and those proceeds shall be used solely for the Project and for payment of permissible
costs of issuance. The County shall have no obligation to ensure that the proceeds are applied in
accordance with the preceding sentence. The interest earned on the monies deposited to the
Building Fund shall be deposited to said Fund and such monies shall be used for any lawful
purpose of the District at the direction of the District.
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The accrued interest and any premium received from the sale of the Series B Bonds (if
any after all or a portion of Underwriter's discount or costs of issuance are paid) shall be kept
separate and apart in the fund established and designated as the "Oroville Uiuon High School
District General Obligation Bond, Series B Debt Service Fund" (the "Debt Service Fund") for the
Bonds and used only for payments of principal and interest on the Series B Bonds. Interest
earned on investments of monies held in the Debt Service Fund shall be retained in the Debt
Service Fund and used to pay principal and interest when due.
Any excess proceeds of the Series B Bonds not needed for the authorized purposes set
forth herein for which Series B Bonds are being issued shall, at the direction of the District, be
transferred to the Debt Service Fund and applied to the payment of principal and interest on the
Series B Bonds. If, after payment in full of the Series B Bonds, there remain excess proceeds, any
such excess amounts shall be transferred to the general fund of the District.
Proceeds of the Series B Bonds held by the Treasurer shall be uwested at the Treasurer's
discretion pursuant to law and the investment policy of the County.
At the written request of the District, given by the Superintendent of the District, the
ri~reasurer may invest all or any portion of the Building Fund in the Local Agency Investment
Fund in the treasury of the State of California.
The County covenants that all investments of amounts deposited in any fund or account
created by or pursuant to this Resolution, or otherwise containing gross proceeds of the Series B
Bonds (v.-ithin thc~ meaning of Section ~~g of the Cod.) shall be acduirc~d, ~isposcd of, and
valued (as of the date that valuation is required by this Indenture or the Code) at Fair Market
Value.
There shall be levied on all the taxable property in the District, in addition to all other
taxes, a continuing direct ad valorem tax annually during the period the Series B Bonds are
outstanding in an amount sufficient to pay the principal of and interest on the Series B Bonds
when due, which monies when collected will be placed in the Debt Service Fund, which fund is
irrevocably pledged for the payment of the principal of and interest nn the Series B Bonds when
and as the same fall due. The monies in the Debt Service Fund, to the extent necessary to pay
the principal of and interest on the Series B Bonds as the same becomes due and payable, shall
be transferred by the Treasurer to the Paying Agent for subsequent disbursement to the
beneficial owners of the Series B Bonds. No part of any fund of die County is pledged or
obligated to the payment of the Series B Bonds. Any monies remaining in the Debt Service
Fund one ~-~ar aft r th.^ S~ rigs B Bonds and thc~ int~r~ st therCOn have been paid. at mat•«ritt•, or
provision for such payment has been made, shall be transferred to the general fund of the
District.
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SECTION 6. Redemption Provisions.
(a) Optional Redemption. The Series B Bonds maturing on or after the date as specified
in the Purchase Contract are subject to redemption at the option of the District, as a whole or in
part by inverse order of maturity and by lot within each maturity, from any source of available
funds, on the date specified in the Purchase Contract, or on any date thereafter, at a percentage
of the principal amount to be redeemed, plus accrued interest to the redemption date.
(b) Mandatory Sinking; Fund Redemption Of Term Bonds. The Term Bonds are subject
to mandatory sinking fund redemption prior to their maturity, by lot, without premium, on
each August 1, iiz the years and in the amounts as specified u1 the Official Statement or as
otherwise specified in the Purchase Contract.
(c) Selection of Bonds for Redemption. Whenever less than all of the outstanding Series
B Bonds are to be redeemed, the Paying Agent shall select the Series B Bonds to be redeemed in
inverse order of maturity, and within a maturity, the Paying Agent shall select Series B Bonds
for redemption by lot. Redemption by lot shall be in such a manner as the Paying Agent shall
determine; provided, however, that the portion of any Series B Bond to be redeemed in part
shall be in the Principal Amount of $5,000 or any integral multiple thereof. T'he Paying Agent
shall promptly notify the District of the Series B Bonds so selected for redemption on such date.
(d) Notice of Redemption. Notice of redemption shall be mailed, by first class postage
prepaid, to the respective owners of any Series B Bonds designated for redemption, at their
address appearing on the books required to be kept by the Paying Agent, not less than thirty
(30) nor more than sixty (60) days prior to the redemption date, which notice shall specify: (a)
the Series B Bonds or designated portioi~.s thereof (in the case of redemption of the Series B
Bonds in part but not in whole) which are to be redeemed, (b) the date of redemption, (c) the
place or places where the redemption will be made, including the name and address of the
Paying Agent, (d) the redemption price, (e) the CUSIP -numbers (if any) assigned to the Series B
Bonds to be redeemed, (f) the Bond numbers of the Bonds to be redeemed in whole or in part
and, in the case of any Series B Bond to be redeemed in part only, the Principal Amount of such
Bond to be redeemed, and (g) the original issue date, interest rate and stated maturity date of
each Bond to be redeemed in whole or in part.
In of the event that all the outstanding Series B Bonds of any one maturity, then
outstanding, are redeemed as permitted herein, notice of redemption shall be given by mailing
as herein provided, except that the notice of redemption need not specify the serial numbers of
the Series B Bonds of such maturity.
Neither the failure to receive such notice nor and defect in any notice so mailed shall
affect the sufficiency of the proceedings for the redemption of such Series B Bonds or the
cessation of accrual of interest represented thereby from and after the redemption date.
Upon the payment of the redemption price of Series B Bonds being redeemed, each
check or other transfer of funds issued for such purpose shall bear the CUSIP number
identifying, by issue and maturity, the Series B Bonds being redeemed with the proceeds of
such check or other transfer.
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(f) Payment of P.edeemed Series B Bonds. When notice of redemption has been given
substantially as provided for herein, and, when the amount necessary for the redemption of the
Series B Bonds called for redemption (principal and premium, if any} is set aside for that
purpose in the Debt Service Fund, as provided herein, the Series B Bonds designated for
redemption shall become due and payable on the date fixed for redemption thereof and upon
presentation and surrender of said Series B Bonds at the place specified in the notice of
redemption with the form of assigiunent endorsed thereon executed nz blank, said Series B
Bonds shall be redeemed and paid at the redemption price out of the Debt Service Fund.
All unpaid interest payable at or prior to the redemption date shall continue to be,
payable to the respective Owners, but without interest thereon.
(g} Partial Redemption of Series B Bonds. Upon surrender of any Series B Bond
redeemed in part only, the Paying Agent shall authenticate and deliver to the Owner thereof a
new Series B Bond or Series B Bonds of like tenor and maturity and of authorized
denominations equal in Transfer Amounts to the unredeemed portion of the Series B Bond
surrendered. Such partial redemption shall be valid upon payment of the amount required to
be paid to such Owner, and the District shall be released and discharged thereupon from all
liability to the extent of such payment.
(h) Defeasance of Series B Bonds. If at any time the District shall pay or cause to be paid
or there shall otherwise be paid to the O~nmers of any or all outstanding Series B Bonds all of the
principal, interest and premium, if any, represented by such Series B Bonds at the time and in
the manner provided herein and in the Series B Bonds, or as provided in the following
paragraph, or as otherwise provided by law consistent herewith, then such shall cease to be
entitled to the obligation of the District as provided in Section 5 hereof, and such obligation and
all agreements and covenants of the District and the County to such Owners hereunder and
under the Series B Bonds shall thereupon be satisfied and discharged and shall terminate,
except only that the District shall remain liable for payment of all principal interest and
premium, if any, represented by the Series B Bonds, but only out of monies on deposit in the
interest and sinking fund or otherwise held in bust for such payment; provided further,
however, that the provisions of Section 6 (i) hereof shall apply in all events.
All or any portion of the outstanding maturities of the Series B Bonds may be defeased
prior to maturity in the following ways:
(i) by irrevocably depositing with the Paying Agent an amount of cash which
together with amounts then on deposit in the Debt Service Fund, is sufficient to pay all Series B
Bonds outstanding and designated for defeasance, including all principal and 'interest and
redemption premium, if any; or
(ii) by irrevocably depositing with the Paying Agent, noncallable United States
Obligations (as defined below) together with cash, if required, in such amount as will, in the
opinion of an independent certified public accountant, together with interest to accrue thereon
and monies then on deposit in the Debt Service Fund together with interest to accrue thereon,
be fully sufficient to pay and discharge all Series B Bonds outstanding and designated for
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defeasance (ii~cludillg all principal thereof and interest and prepayment premiums, if any,
thereon) at or before their maturity date.
For purposes of this Section United States Obligations shall mean:
Direct and general obligation of the United States of America (including state and local
government series), or obligations that are unconditionally guaranteed to principal and interest
by the United Stated of America, including (in the case of direct and general obligations of the
United States of America) evidences of direct ownership of proportionate interests must be
limited to circumstances wherein (a) a bank or trust company acts as custodian and holds the
underlying United States obligation; (b) the owner of the investment is the real party in interest
and has the right to proceed directly and individually against the obligor of the underlying
United Stated obligations; and (c) the underlying United States obligations are held in a special
account, segregated from the custodian's general assets, and are not available to satisfy any
claim of the custodian, any person claiming through the custodian, or any person to whom the
custodian may be obligated; provided that such obligation are rated or assessed "AAA" by
Standard & Poor' and "Aaa" by Moody's Investors Service.
In the event that Series B Bonds are being defeased pursuant to paragraph (ii) of this
Section 6(h), the independent certified public account referred to therein and any escrow agent
selected in connection with said defeasance shall both be subject to County approval.
(i) Unclaimed Monies. Any money held in any fund created pursuant to this Resolution,
or by the Paying Agent in trust, for the payment of the principal of, redemption premium, if
any, or interest on the Series B Bonds and remaining unclaimed for one year after the principal
of all of the Series B Bonds has become due and payable (whether by maturity or upon prior
redemption) shall be transferred and sinking fund of the District for payment of outstanding
bond of the District payable from that fund; or if no such bonds of the District are at such time
outstandu1g, the monies shall be hansferred to the general funds of the district as provided and
permitted by law.
SECTION 7. Payment of Principal and Interest. The principal of and interest on the
Series B Bonds shall be payable in lawful money of the United States of America without
deduction for the services of the Paying Agent as paying agent. Interest on Series B Bonds shall
be paid on each Interest Payment Date by check mailed by first class mail to the person in
whose name the Series B Bond was registered, and to that person's address appearing on the
Bond Register (as described in Section 10 below) at the close of business on the Record Date.
The Owner of an aggregate Principal Amount of Series B Bonds of $1,000,000 or more may
request in writing to the Paying Agent that such Owner be paid interest by wire transfer to the
bank and account number on file with the Paying Agent as of any Record Date.
Payments of Principal and redemption premiums, if any, with respect to the Series B
Bonds, shall be payable at maturity or redemption upon surrender at the principal corporate
trust office of the Paying Agent. The Paying Agent is hereby authorized to pay the Bonds when
duly presented for payment at maturity, and to cancel all Series B Bonds upon payment thereof.
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The Series B Bonds are the general obligations of the District, and do not constitute an
obligation of the County. No part of any fund or moneys of the County is pledged or obligated
to the payment of the Series B Bonds.
SECTION 8. Form of Series B Bonds. The Current Interest Bonds shall be substantially
in conformity with Exhibit "A" attached hereto, and incorporated herein by this reference as if
set forth in full, with necessary or appropriate variations, omissions and insertions as may be
permitted or required by this Resolution. The Capital Appreciation Bonds shall be substantially
in conformity with Exhibit "B" attached hereto, and incorporated herein by this reference as if
set forth in full, with necessary or appropriate variations, omissions and insertions as may be
permitted or required by this Resolution.
SECTION 9. Execution of Series B Bonds. The Series B Bonds shall be executed by the
manual or facsimile signatures of the Chair of the Board, the Executive Officer-Clerk of the
Board and the Treasurer and countersigned by the manual or facsimile signature of the
Executive Officer-Clerk of the Board of Supervisors. The Paying Agent shall manually
authenticate each Series B Bond in the space provided, and no Series B Bond shall be valid or
obligatory for any purpose until so authenticated.
SECTION 10. Bond Registration; Transfers. As hereinafter provided, the Series B
Bonds shall be delivered in a form and with such terms as will permit them to be in book-entry
only form, immobilized with DTC. If the book-entry only system is no longer in effect, the
District will cause the Paying Agent to maintain and keep at its principal corporate trust office
all books and records necessary for the registration, exchange and transfer of certificated Bonds
as provided in this Section (the "Bond Register"). While the book-entry only system is in effect,
such books need not be kept, as the Bonds will be represented by one Series B Bond for each
maturity registered in the name of Cede & Co., as nominee for DTC.
The person in whose name a Series B Bond is registered on the Bond P.egister shall be
regarded as the absolute Owner of that Bond for all purposes of this Resolution. Payment of or
on account of the principal of and interest on any Series B Bond shall be made only to or upon
the order of the Owner thereof; neither the District, the County nor the Paying Agent shall be
affected by any notice to the contrary, but the registration may be changed as provided in this
Section. All such payments shall be valid and effectual to satisfy and discharge the District's
liability upon the Series B Bonds, including interest, to the extent of the amount or amounts so
paid.
Any Series B Bond may be exchanged for Series B Bonds of the same series of airy other
authorized denomination upon presentation and surrender at the principal corporate trust
office of the Paying Agent, together with a request for exchange signed by the Owner or by a
person legally empowered to do so in a form satisfactory to the Bond Registrar. Any Series B
Bond may, in accordance with its terms (but only if the District determines no longer to
maintain the book-entry only status of the Series B Bonds, DTC determines to discontinue
providing such services and no successor securities depository is named or DTC requests the
District to deliver certificated securities to particular DTC Participants) be transferred, upon the
books required to be kept pursuant to the provisions of this Section, by the Owner, in person or
by his duly authorized attorney, upon surrender of such Series B Bond for cancellation at the
11
office of t11e Paying Agent, accompanied by delivery of a written instrument of transfer in a
form approved by the Paying Agent, duly executed.
Neither the District, the County nor the Paying Agent will be required to: (a) issue or
transfer any Series B Bonds during a period beginning with the opening of business on the 16th
day of the month next preceding either any Interest Payment Date or any date of selection of
Series B Bonds to be redeemed and ending with the close of business on the Interest Payment
Date or day on which the applicable notice of redemption is given, or (b) transfer any Series B
Bonds which have been selected or called for redemption in whole or in part.
SECTION 11. Paying Agent.
(A) A~'1~7pliltllleilf Of Payillg Agetlt. U.S. Bank National Association is hereby appointed to
act as Paying Agent for the Series B Bonds and, in such capacity, shall also act as registration
agent and authentication agent for the Series B Bonds. The District is authorized to contract
with any third party to perform the services of Paying Agent hereunder. The Paying Agent
undertakes to perform such duties, and only such duties, as are specifically set forth in this
Resolution, and even during the continuance of an event of default with respect to the Series B
Bonds, no implied covenants or obligations shall be read into this Resolution against the Paying
Agent. The Paying Agent shall signify its acceptance of the duties and obligations imposed
upon it by this Resolution by executing and delivering to the District a certificate to that effect.
The District may remove the Paying Agent initially appointed, and any successor
thereto, and may appoint a successor or successors thereto, but any such successor shall be a
bank or h•ust company doing business and having an office in the State of California, having a
combined capital (exclusive of borrowed capital) and surplus of at least One Hundred Million
Dollars ($100,000,000), and subject to supervision or examination by federal or state authority.
If such bank or trust company publishes a report of condition at least annually, pursuant to law
or to the requirements of any supervising or examining authority above referred to, then for the
purposes of this Section the combined capital and surplus of such bank or trust company shall
be deemed to be its combined capital and surplus as set forth in its most recent report of
condition so published.
The Paying Agent may at any time resign by giving written notice to the District and the
Bond Owners of such resignation. Upon receiving notice of such resignation, the District shall
promptly appoint a successor Paynig Agent by an insh•ument in writnlg. Any resignation or
removal of the Paying Agent and appointment of a successor Paying Agent shall become
effective upon acceptance of appointment by the successor Paying Agent.
(B) Payillg Ageltt May 1(oId Series 6 Bollds. The Paying Agent may become the owner of
any of the Series B Bonds in its own or any other capacity c~~ith the same rights it would have if
it were not Paying Agent.
(c) Linhrlity of Agexts. The recitals of facts, covenants and agreements herein and in the
Bonds contained shall be taken as statements, covenants and agreements of the District, and the
Paying Agent assumes no responsibility for the correctness of the same, nor makes any
representations as to the validity or sufficiency of this Resolution or of the Series B Bonds, nor
12
shall incur any responsibility in respect thereof, other than as set forth in this Resolution. The
Paying Agent shall not be liable in connection with the performance of its duties hereunder,
except for its own negligence or willful default.
In the absence of bad faith, the Paying Agent may conclusively rely, as to the truth of the
statements and the correctness of the opinions expressed therein, upon certificates or opinions
furnished to the Paying Agent and conforming to the requirements of this Resolution.
The Paying Agent shall not be liable for any error of judgment made in good faith by a
responsible officer in the absence of the negligence of the Paying Agent.
No provision of this Resolution shall require the Paying Agent to expend or risk its own
funds or otherwise incur any financial liability in the performance of any of its duties
hereunder, or in the exercise of any of its rights or powers, if it shall Have reasonable grounds
for believing that repayment of such funds or adequate indemnity against such risk ar liability
is not reasonably assured to it.
The Paying Agent may execute any of the powers hereunder or perform any duties
hereunder either directly or by or through agents or attorneys and the Paying Agent shall not be
responsible for any misconduct or negligence on the part of any agent or attorney appointee
ti~ith due care by it hereunder.
(~) Notire to Paying Agelit. The Paying Agent may rely and shall be protected in acting
or retraining from acting upon any notice, resolution, request, consent, order, certificate, report,
warrant, bond or other paper or document believed by it to be genuine and to have been signed
or presented by the proper party or proper parties. The Paying Agent may consult with
counsel, who may be counsel to the District, with regard to legal questions, and the opinion of
such counsel shall be full and complete authorization and protection in respect of any action
taken or suffered by it hereunder in good faith and in accordance therewith.
Whenever in the administration of its duties under this Resolution the Paying Agent
shall deem it necessary or desirable that a matter be proved or established prior to taking or
suffering any action hereunder, such matter (unless other evidence in respect thereof be herein
specifically prescribed) may, in the absence of bad faith on the part of the Paying Agent, be
deemed to be conclusively proved and established by a certificate of the District, and such
certificate shall be full warrant to the Paying Agent for any action taken or suffered under the
provisions of this Resolution upon the faith thereof, but in its discretion the Paying Agent may,
in Lieu thereof, accept other evidence of such matter or may require such additional evidence as
to it may seem reasonable.
(E) Comperlsatioia; Indernriificatiofz. The District shall pay to the Paying Agent from time
to time reasonable compensation for all services rendered under this Resolution, and also all
reasonable expenses, charges, counsel fees and other disbursements, including those of their
attorneys, agents and employees, incurred in and about the performance of their powers and
duties under this Resolution. The District further agrees to indemnify and save the Paying
Agent harmless against any liabilities which it may incur in the exercise and performance of its
powers and duties hereunder which are not due to its negligence or bad faith.
73
SECTION 12. Book-Entry System. The Series B Bonds will be issued in book-enhy form
by appointing DTC, 55 Water Street, 19th Floor, New York, New York 10041, to act as securities
depository for the Bonds. A single certificate, representing the aggregate principal amount of
each maturity of Bonds, will be executed and delivered on the day of the closing to DTC. Upon
closilzg, the County shall notify DTC that it has accepted payment of the purchase price of the
Bonds, at which time DTC (in accordance with the Letter of Representations defined below) will
credit the account of the Underwriter, and process the book-entry deliveries to the accounts of
the subsequent purchasers of interests in the Series B Bonds. The Series B Bonds will be lodged
with DTC until the maturity of each Bond. On the Business Day prior to each date of maturity
of a Bond, the Treasurer shall remit to the Paying Agent from the Debt Service Fund sufficient
moneys for the Paying Agent to pay all outstanding principal of and interest on such Series B
Bona.
To induce DTC to accept the Series B Bonds as eligible for the book-enhy form of
issuance, the District will enter into a Letter of Representations with DTC (the "Letter of
Representations") setting forth the terms and conditions of, and procedures for, the book-entry
only form of issuance.
SECTION 13. Arbitrage and Other Tax Matters.
Private Activity Bond Limitation. The District has covenanted that it shall assure that the
proceeds of the Series B Bonds are not so used as to cause the Series B Bonds to satisfy the
private business tests of Section 141 (b) of the Code or the private loan fiilanculg test of Section
141(c) of the Code.
Federal Guarantee Prohibition. The District has covenanted that it shall not take any
action or permit or suffer any action to be taken if the result of the same would be to cause any
of the Series B Bonds to be "federally guaranteed" within the meaning of Section 149(b) of the
Code.
Rebate Requirement. The District has covenanted (which covenant shall survive
payment in full of the Series B Bonds) that it shall take any and all actions necessary to assure
compliance with Section 148(f) of the Code, relating to the rebate of excess investment earnings,
if any, to the federal government, to the extent that such section is applicable to the Series B
Bonds, and shall calculate, or cause to be calculated, any amounts required to be rebated to the
Federal Government under Section 148(f) of the Code.
No Arbiha~e. The District has covenanted that it shall not take, or permit or suffer to be
taken any action with respect to the proceeds of the Series B Bonds which, if such action had
been reasonably expected to have been taken, or had been deliberately and intentionally taken,
on the date of issuance of the Series B Bonds would have caused the Bonds to be "arbitrage
bonds" within the meaning of Section 148 of the Code.
Maintenance of Tax-Exemption. The District has covenanted that it shall take all actions
necessary to assure the exclusion of interest on the Bonds from the gross income of the O~nmers
14
of the Series B Bonds to the same extent as such interest is permitted to be excluded from gross
income under the Code as in effect on the date of issuance of the Series B Bonds.
SECTION 14. Approval of Purchase Contract. The Series B Bonds will be sold at
negotiated sale by the Treasurer pursuant to the terms and conditions set forth in the Purchase
Contract substantially ill the form on file with the Clerk of the Board and incorporated by
reference herein, (the "Purchase Contract"). The form of the Purchase Contract is hereby
approved and the Treasurer, or any designee thereof, is hereby authorized to execute and
deliver the Purchase Contract and the Superintendent, the Assistant Superintendent of
Business, or other authorized representative of the Dish•ict and Stone & Youngberg LLC, as
Underwriter, are hereby requested to execute the Purchase Contract, with such changes therein,
deletions therefrom and modifications thereto as the Treasurer, or designee thereof, and the
District and Stone & Youngberg LLC may approve, such approval to be conclusively evidenced
by the execution and delivery thereof; provided, however, that the maximum true interest cost
on the Series B Bonds shall not exceed seven percent (7.0%) and the Underwriter's discount may
not exceed three percent 3.0%) of the aggregate principal or issue amount of Series B Bonds sold
thereunder. The Treasurer, or designee thereof, is further authorized to determine the principal
or issue amount of the Series B Bonds to be specified in the Purchase Conhact for sale by the
County, up to an aggregate principal or issue amount of $4,402,566.05, to modify redemption
terms and to enter into and execute the Purchase Contract, if the conditions set forth in this
Resolution are met.
If, upon consultation with the authorized representative of the Dish•ict, it appears in the
best interests of the District to acquire municipal bond insurance to secure the Series B Bonds,
the Treasurer may so provide in the Purchase Contract.
SECTION 15. Continuing Disclosure. The District has covenanted and agreed that it
will comply with and carry out all of the provisions of the Continuing Disclosure Certificate (as
defused below). Any Bondholder may take such actions as may be necessary and appropriate,
including seeking mandate or specific performance by court order, to cause the District to
comply with its obligations under this Section.
"Contonuong Disclosure Certificate" shall mean that certain Continuing Disclosure
Certificate executed by the District and dated the date of issuance and delivery of the Series B
Bonds, as originally executed and as it may be amended from time to time in accordance with
the terms thereof.
SECTION 16. Conditions Precedent. This Board determines that all acts and conditions
necessary to be performed by the Board or to have been met precedent to and in the issuing of
the Bonds, in order to make them legal, valid and bolding general obligations of the District
have been performed and have been met, or will at the time of delivery of the Bonds have been
performed and have been met, in regular and due form as required by law, that the full faith,
credit and revenues of the District are pledged for the timely payment of the principal of and
interest on the Series B Bonds; and that no statutory or Constitutional limitation of indebtedness
or taxation will have been exceeded in the issuance of the Series B Bonds.
15
SECTION 17. Approval of Actions. County officials and staff, including the Treasurer
or his desifinee, are hereby authorized and directed, jointly and severally, to do any and all
things and to execute and deliver any and all documents which they may deem necessary or
advisable in order to proceed with the issuance and sale of the Series B Bonds and otherwise
cant' out, give effect to and comply with the terms and intent of this Resolution. Such actions
heretofore taken by such officials and staff are hereby ratified, confirmed and approved.
SECTION 18. Furnishing of Clerk Certification. The Executive Officer-Clerk of the
Board of Supervisors is hereby authorized to furnish at least one certified copy of this
Resolution to Jones Hall, A Professional Law Corporation, Bond Counsel, at or prior to closing.
SECTION 19. Effective Date. This Resolution shall take effect immediately upon its
passage.
PASSED AND ADOPTED by the Butte County Board of Supervisors this Sth day of June 2004 by
the following vote:
AYrS; Supervisors Dolan, Houx, Josiassen, Yamaguchi and Chair Beeler
Noes: None
n ~,c~rTrr.
~. ~ . ~~ .: ~ ~ . None
NOT VOTING: None
By: ~ ,
R.J. BEELER, Chair
ATTEST:
PAUL MCINTOSH, Chief Administrative
Officer and Clerk of the Board of
Supervisors
,-, - ~,
BV~ fi ~/~~~~ •'s'1 ~-
,~ Deputy ~'
16
The attached Exhibits A and B are for informational purposes only
and are not to be signed at this time.
EXHIBIT A
[Current Interest Bond]
No. R-
UNITED STATES OF AMERICA
STATE OF CALIFORNIA
~~~$ ~~~
OROVILLE UNION HIGH SCHOOL DISTRICT
(County of Butte, California)
GENERAL OBLIGATION BOND, ELECTION OF 2002, SERIES B
INTEP.EST RATE: MATURITY DATE: DATED AS OF: CUSIP:
August 1, July 1, 2004
RI1GI~iTI~I~ D i~ ti ~"~v i~: ~ i'Di' ~~ C~.
PRINCIPAL AMOUNT:
The OP.OVILLE UNION HIGH SCHOOL DISTRICT (the "Distr•ict") in Butte County,
California (the "County"), for value received, promises to pay to the Registered Owner named
above, or registered assigns, the Principal Amount on the Maturity Date, each as stated above,
and interest thereon until the Principal Amount is paid or provided for at the Interest Rate
stated above, on August 1 and February 1 (the "Interest Payment Dates"), commencing
February 1, 2005. This Bond will bear interest from the Interest Payment Date next preceding
the date of authentication hereof unless it is authenticated as of a day during the period from
the 16th day of the month next preceding any Interest Payment Date to the Interest Payment
Date, inclusive, in which event it shall bear interest from such Interest Payment Date, or unless
it is authenticated on or before January 15, 2005, in which event it shall bear interest from July 1,
2004. Principal and interest are payable in lawful money of the United States of America
without deduction for the paying agent services, to the person in whose name this Bond (or, if
applicable, one or more predecessor bonds) is registered (the "Registered Owner") on the
Register maintained by the Paying Agent, initially U.S. Bank National Association. Interest
shall be calculated on the basis of a 360-day year comprised of twelve 30-day months. Principal
is payable upon presentation and surrender of this Bond at the principal office of the Paying
Agent in ,California. Interest is payable by check or draft mailed by the Paying
Agent on each Interest Payment Date to the Registered Owner of this Bond (or one or more
predecessor bonds) as shown and at the address appearing on the Register at the close of
business on the 15th day of the calendar month next preceding that Interest Payment Date (the
Record Date"). The Owner of Bonds in an aggregate Principal Amount of $1,000,000 or more
may request in writing to the Paying Agent that such Owner be paid interest by wire transfer to
the bank and account number on file with the Paying Agent as of the Record Date.
This Sond is one of an aggregate amount of $_ of Sonds issued to be used for
the addition and modernization of school facilities to serve the District under authority of and
pursuant to the laws of the State of California, and the requisite 55°o vote of the electors of the
District obtained at an election held on November 5, 2002, upon the question of issuing bonds in
the amount of $10,400,000, the resolution of the Board of Trustees of the District adopted on
May 20, 2004 (the "District Resolution"), and the resolution of the County Board of Supervisors
adopted on June 8, 2004 (the "County Resolution'). This Sond and the issue of which this Bond
is one are payable as to both principal and interest from the proceeds of the levy of rid z~aloreni
taxes on all property subject to such taxes in the District, which taxes are unlimited as to rate or
amount. The Bonds of this issue are general obligations of the District and do not constitute an
obligation of the County. No part of any fund of the County is pledged or obligated to the
payment of the Bonds of this issue.
The Sonds of this issue are issuable only as fully registered bonds in the denominations
of $5,000 or any integral multiple thereof. This Bond is exchangeable and transferable for bonds
of other authorized denominations at the principal corporate trust office of the Payuig Agent,
by the Registered Owner or by a person legally empowered to do so, upon presentation and
surrender hereof to the Paying Agent, together with a request for exchange or an assignment
signed by the Registered Owner or by a person legally empowered to do so, in a form
satisfactory to the Paying Agent, all subject to the terms, limitations and conditions provided u1
the County Resolution. All fees and costs of transfer shall be paid by the transferor. The
District, the County and the Paying Agent may deem and treat the Registered Owner as the
absolute owner of this Bond for the purpose of receiving payment of or on account of principal
or interest and for all other purposes, and neither the District, the County nor the Paying Agent
shall be affected by any notice to the contrary.
Neither the District, the County nor the Paying Agent will be required to issue or
transfer any bond during a period beginning with the opening of business on the 16th day of the
month next preceding any Interest Payment Date.
The Bonds maturuig on or before August 1, 2013 are not subject to redemption prior to
their respective stated maturities. The Bonds maturing on or after August 1, 2014 are subject to
redemption prior to maturity, as a whole or in part, by inverse order of maturity and by lot
within each maturity, from any source of available funds, on August 1, 2013 and on any Interest
Payment Date thereafter, at a redemption price equal to the principal amount of iionds to be
redeemed, together with accrued interest thereon to the date fixed for redemption, without
premium.
The Term Bonds maturing on August 1, and August 1, are subject to
mandatory sinking fund redemption in part by lot on August 1 in each year commencing
Exhibit A
Page 2
August 1, ___ and August 1, _, in accordance with the schedule set forth below. The Bonds
so called for mandatory sinking fund redemption shall be redeemed at the principal amount of
SUCI'i Bi~iiC~.S tC~ be reC~etYT1eC~, p1~1S aCCrUeCi bUt i1nj~~lil interest, DPith(liit ~'lrcmiUnl.
Term Bonds of
Sinking Fund Payment Date
Au st 1
Term Bonds of
Sinking Fund Payment Date
Au ust 1
Principal Amount
to be Redeemed
Principal Amount
to be Redeemed
If less than all of the Bonds of any one maturity shall be called for redemption, the
particular Bonds or portions of Bonds of such maturity to be redeemed shall be selected by lot
by the District in such manner as the Dishict in its discretion may determine; provided,
however, that the portion of any Bond to be redeemed shall be in the principal amount of $5,000
or some multiple thereof and that, in selecting Bonds for redemption, the Paying Agent shall
treat each Bond as representing that number of Bonds which is obtained by dividing the
principal amount of such Bond by $5,000. If less than all of the Bonds shall be called for
redemption, the particular Bonds or portions thereof to be redeemed shall be called by lot in
any manner which the District in its discretion shall determine.
Notice of redemption shall be mailed, first class postage prepaid to the respective
owners of any Bonds designated for redemption at their address appearing on the books
required to be kept by the Paying Agent, not less than thirty (30) nor more than sixty (60) days
prior to the redemption date, which notice shall specify: (a) the Bonds or designated portions
thereof (in the case of redemption of the Bonds in part but not in whole) which are to be
redeemed, (b) the date of redemption, (c) the place or places where the redemption will be
made, including the name and address of the Paying Agent, (d) the redemption price, (e) the
CUSIP numbers (if any) assigned to the Bonds to be redeemed, (f) the Bond numbers of the
Bonds to be redeemed in whole or n1 part and, n1 the case of any Bond to be ~°edeemed in part
only, the Principal Amount of such Bond to be redeemed, and (g) the original issue date,
interest rate and stated maturity date of each Bond to be redeemed in whole or in part.
In case of the redemption as permitted herein of all the outstanding Bonds of any one
maturity, then outstanding, notice of redemption shall be given by mailing as herein provided,
except that the notice of redemption need not specify the serial numbers of the Bonds of such
maturity.
Exhibit A
Page 3
Neither the failure to receive such notice nor any defect in any notice so mailed shall
affect the sufficiency of the proceedings for the redemption of such Bonds or the cessation of
accrual of interest represented thereby from and after the redemption date.
Neither the District, the County nor the Paying Agent will be required (a) to issue or
transfer any Bond during a period beginning with the opening of business on the 16th day of the
month next preceding either any Bond Payment Date or any date of selection of Bonds to be
redeemed and ending with the close of business on the Bond Payment Date or day on which the
applicable notice of redemption is given, or (b) to transfer any Bond which has been selected or
called for redemption in whole or in part.
Reference is made to the County Resolution for a more complete description of the
provisions, among others, with respect to the nature and extent of the security for the Bonds of
this series, the rights, duties and obligations of the District, the County, the Paying Agent and
the Registered owners, and the terms and conditions upon which the Bonds are issued and
secured. The registered owner of this Bond assents, by acceptance hereof, to all of the
provisions of the County Resolution.
Unless this Bond is presented by an authorized representative of The Depository Trust
Company to the issuer or its agent for registration of transfer, exchange or payment, and any
certificate issued is registered in the name of Cede & Co. or such other name as requested by an
authorized representative of The Depository Trust Company and any payment is made to Cede
K Co., ANY TR,4NSFEP., PLFF)CF CAP. OTHEP. USF HEREOF FC?P. ~'AI.UF OR OTHF.R~ ~'ISF
BY OR TO ANY PERSON IS WRONGFUL since the registered owner hereof, Cede & Co., has
an interest herein.
IT IS CERTIFIED AND RECITED that all acts and conditions required by the
Constitution and laws of the State of California to exist, to occur and to be performed or to have
been met precedent to and in the issuing of the Bonds in order to make them legal, valid and
binding general obligations of the District, have been performed and have been met in regular
and due form as required by law; that payment in full for the Bonds has been received; that no
statutory or constitutional limitation on indebtedness or taxation has been exceeded in issuing
the Bonds; and that due provision has been made for levying and collecting ad valorem
property taxes on all of the taxable property within the District in an amount sufficient to pay
principal and interest when due, and for levying and collecting such taxes the full faith and
credit of the District are hereby pledged.
This Bond shall not be valid or obligatory for any purpose and shall not be entitled to
any security or benefit under the County Resolution until the Certificate of Authentication
below has been signed.
Exhibit A
Pagc 4
IN WITNESS WHEP.EOP, the County of Butte, California, has caused t11is Bond to be
executed on behalf of the District and in their official capacities by the manual or facsimile
signatures of the Chair of the Board of Supervisors of the County and the Treasurer and Tax
Collector of the County, and to be countersigned by the manual or facsimile signature of the
Executive Officer-Clerk of the Board of Supervisors of the County, and has caused the seal of
the County to be affixed hereto, all as of the date stated above.
[SEAL]
COUNTY OF BUTTE, CALIFORNIA
By
By
gy
COUNTERSIGNED:
By
Executive Officer-Clerk of the
Board of Supervisors
Treasurer-Tax Collector
CERTIFICATE OF AUTI IENTICATION
This Bond is one of the Bonds described in the County Resolution referred to herein.
~8te Cif i~P~iiir~~tii~n and ~1LitheililCi~tiC~n: Jtih' i, 7i~~~
U.S. BANK NATIONAL ASSOCIATION
ns Paying Agent
Chair, Board of Supervisors
Authorized Signatory
Exhibit A
Page 5
ASSIGNMENT
For value received, the undersigned sells, assigns anti transfers unto
(print or type name, address, zip code, tax identification or Social Security number of
assignee) the within Bona and do(es) irrevocably constitute and appoint attorney, to transfer the
same on the registration books of the Paying Agent, with full power of substitution in the
premises
Dated:
Signature Guaranteed:
Notice: Signature must be guaranteed by an
eligible guarantor institution.
Notice: The assignor's signature to this
assignment must correspond with the name
as it appears upon the face of the within
Bond in every particular, vt~ithout alteration
of any change whatever.
F,xhibit A
Pagc 6
EXHIBIT B
[Form of Capital Appreciation Bond]
UNITED STATES OF AMERICA
STATE OF CALIFORNIA
OROVILLE UNION HIGH SCHOOL DISTRICT
(County of Butte, California)
GENERAL OBLIGATION BOND, ELECTION OF 2002, SERIES B
YIELD TO MAT'URIrI'Y: MATURITY DATE: ISSUE DATE: CUSIP:
July 1, 2004
"~r'r~T~"F.~'~[ti'NF.P•
DENOMINATIONAL AMOUNT:
MATURITY VALUE:
DOLLARS
DOLLARS
Tl1e OROVILLI; UNION HIGH SCHOOL DISTP.ICT, a unified school district duly
organized and existing under and by virtue of the Constitution and laws of the State of
California (the "District"), for value received hereby promises to pay to the Registered Owner
stated above, or registered assigns (the "Owner"), on the Maturity Uate stated above, the
Maturity Value stated above, constituting the Denominational Amount stated above, in lawful
money of the United States of America, and interest on said Denominational Amount from
until payment of such Denominational Amount at the Yield to Maturity stated
above per annum, compounded semiannually on each February 1 and August 1, commencing
February 1, 2005, and payable on the Maturity Date specified above; provided, however, that
the amount of principal and interest payable on any date shall be determined solely by
reference to the Table of Compounded Amounts on Page [5] hereof. Principal hereof and
interest herein is payable at the corporate trust office of U.S. Bank National Association (the
"Paying Agent"), in ,California. Payment of the principal of and interest on the
Bonds shall be payable by check representing the coin or currency of the United States of
America as, at the times of payment, shall be legal tender for the payment of public or private
debts.
This Bond is one of an aggregate amount of $ of Bonds issued to be used for
the addition and modernization of school facilities to serve the District under authority of and
pursuant to the laws of the State of Califoriua, and the requisite 55% vote of the electors of the
District obtained at an election held on November 5, 2002, upon the question of issuing bonds in
the amount of $10,400,000, the resolution of the Board of Trustees of the District adopted on
May 20, 2004 (the "District Resolution"), and the resolution of the County Board of Supervisors
adopted on June 8, 2004 (the "County Resolution'"). This Bond and the issue of which this Bond
is one are payable as to both principal and interest from the proceeds of the levy of ad valorem
taxes on all property subject to such taxes vi the Dishict, which taxes are unlimited as to rate or
amount. The Bonds of this issue are general obligations of the District and do not constitute an
obligation of the County. No part of any fund of the County is pledged or obligated to the
payment of the Bonds of this issue.
The Bonds are issuable as fully registered Bonds, without coupons, in denominations of
$5,000 Maturity Value and any integral multiple thereof. Subject to the limitations and
conditions and upon payment of the charges, if any, as provided in the Resolution, Bonds may
be exchanged for a like aggregate Maturity Value of Bonds of other authorized denominations
and of the same maturity, at the principal corporate trust office of the Payuig Agent, by the
Registered Owner or by a person legally empowered to do so, upon presentation and surrender
hereof to the Paying Agent, together with a request for exchange or an assignment sigYied by the
Registered Owner or by a person legally empowered to do so, in a form satisfactory to the
Paying Agent, all subject to the terms, limitations and conditions provided in the County
Resolution. All fees and costs of transfer shall be paid by the transferor. The District, the
County and the Paying Agent may deem and treat the Registered Owner as the absolute owner
of this Bond for the purpose of receiving payment of or on account of principal or interest and
for all other purposes, and neither the District, the County nor the Paying Agent shall be
affected by any notice to the contrary.
Neither the Dishict, the County nor the Paying Agent will be required to issue or
transfer any bond during a period beginning with the opening of business on the 16t~ day of the
month next preceding any Bond Payment Date.
The Bonds are not subject to redemption prior to their respective stated maturities.
The Team Bonds maturing on August 1, and August 1, are subject to
mandatory sinking fund redemption in part by lot on August 1 in each year commencing
August 1, and August 1, , in accordance with the schedule set forth below. The Bonds
so called for mandatory sinking fund redemption shall be redeemed at the principal amount of
SiTCii BOndS iii ~~C i"C•~ieerYlCd, plus aCCriiC•d bitt iinp8li~ iilti`1'~St, ~i']th(~tlt~~rC'iiiilii7l_
Term Bonds of
Exhibit B
Page 2
Sinking Fund Payment Date
Au *ust 1
Principal Amount
to be Redeemed
Term Bonds of
Sinking Pund Payment Date
Au Tust 1
Principal Amount
to be Redeemed
If less than all of the Bonds of any one maturity shall be called for redemption, the
particular Bonds or portions of Bonds of such maturity to be redeemed shall be selected by lot
by the District in such manner as the District in its discretion may deternne; provided,
however, that the portion of any Bond to be redeemed shall be in the principal amount of $5,000
or some multiple thereof and that, u1 selecting Bonds for redemption, the Paying Agent shall
treat each Bond as representing that number of Bonds which is obtained by dividing the
principal amount of such Bond by $5,000. If less than all of the Bonds shall be called for
redemption, the particular Bonds or portions thereof to be redeemed shall be called by lot in
any manner which the District in its discretion shall determine.
Notice of redemption shall be mailed, first class postage prepaid to the respective
owners of any Bonds designated for redemption at their address appearing on the books
required to be kept by the Paying Agent, not less than thirty (30) nor more than sixty (60) days
prior to the redemption date, which notice shall specify: (a) the Bonds or desig-Hated portions
thereof (in the case of redemption of the Bonds in part but not in whole) which are to be
redeemed, (b) the date of redemption, (c) the place or places where the redemption will be
made, including the name and address of the Paying Agent, (d) the redemption price, (e) the
CUSIP numbers (if any) assigned to the Bonds to be redeemed, (f) the Bond numbers of the
Bonds to be redeemed in whole or in part and, in the case of any Bond to be redeemed in part
only, the Principal Amount of such Bond to be redeemed, and (g) the original issue date,
interest rate and stated maturity date of each Bond to be redeemed in whole or in part.
In case of the redemption as permitted herein of all the outstanding Bonds of any one
maturity, then outstanding, notice of redemption shall be given by mailing as herein provided,
except that the notice of redemption need not specify the serial numbers of the Bonds of such
maturity.
Neither the failure to receive such notice nor any defect in any notice so mailed shall
affect the sufficiency of the proceedings for the redemption of such Bonds or the cessation of
accrual of interest represented thereby from and after the redemption date.
Neither the District, the County nor the Paying Agent will be required (a) to issue or
transfer any Bond during a period beginning with the opening of business on the 16th day of the
Exhibit B
Pagc 3
month next pi°ece~~ing either any Bona Payment Date or any date of selection of Bonds to be
redeemed and ending with the close of business on the Bona Payment Date or day on which the
applicable notice of redemption is given, or (b) to transfer any Bona which has been selected or
called for redemption in whole or in part.
Reference is made to the County Resolution for a more complete description of the
provisions, among others, with respect to the nature and extent of the security for the Bonds of
this series, the rights, duties and obligations of the District, the County, the Paying Agent and
the Registered owners, and the terms and conditions upon which the Bonds are issued and
secured. The registered owner of this Bond assents, by acceptance hereof, to all of the
provisions of the County Resolution.
Unless this Bond is presented by an authorized representative of The Depository Trust
Company to the issuer or its agent for registration of transfer, exchange or payment, and any
certificate issued is registered in the name of Cede & Co. or such other name as requested by an
authorized representative of The Depository Trust Company and any payment is made to Cede
~~ Co., ,4NY TRA'~TSPT''P., PI.T'"DCr OP OTHT''R LIST' HrP.L~OT' POR ~',1I,UL OP. OTHPI:~;'TSr
BY OR TO ANY PERSON IS WRONGFUL since the registered owner hereof, Cede & Co., has
an interest herein.
IT IS CERTIFIED AND P.ECITED that all acts and conditions required by the
Constitution and laws of the State of California to exist, to occur and to be performed or to have
been met precedent to and in the issuing of the Bonds in order to make them legal, valid and
binding general obligations of the District, have been performed and have been met in regular
and due form as required by law; that payment uZ full for the Bonas has been received; that no
statutory or constitutional limitation on indebtedness or taxation has been exceeded in issuing
the Bonds; and that due provision has been made for leaving and collecting ad valorem
property taxes on all of the taxable property within the District in an amount sufficient to pay
principal and interest when due, and for levynlg and collecting such taxes the full faith and
credit of the District are hereby pledged.
This Bond shall not be valid or obligatory for any purpose and shall not be entitled to
any security or benefit under the County Resolution until the Certificate of Authentication
below has been signed.
F,xhibit B
Page 4
IN WITNESS WHEREOF, the County of Butte, California, has caused this Bona to be
executed on behalf of the District and in their official capacities by the manual or facsimile
signatures of the Chair of the Board of Supervisors of the County and the Treasurer and Tax
Collector of the County, and to be countersigned by the manual or facsimile signature of the
Executive Officer-Clerk of the Board of Supervisors of the County, and has caused the seal of
the County to be affixed hereto, all as of the Gate stated above.
SEAL]
By
COUNTERSIGNED:
By
Clerk of the Board of Supervisors
COUNTY OF BUTTE, CALIFORNIA
Chair, Board of Supervisors
By
Treasurer-Tax Collector
CERTIFICATE OF AUTHENTICATION
This Bond is one of the Bonds described in the County Resolution referred to herein.
D~itP of Pt"„lltl atll!I I ~~T1Cj ,ititlit iliii iiti~:iii: jtii ~" i, ~~ii-~+
By
Exhibit R
Page 5
U.S. BANK NATIONAL ASSOCIATION
as Praying Age-it
Authorized Signatory
ASSIGNMENT
For value received, the undersigned sells, assigns and transfers unto
(print or type name, address, zip cone, tax identification or Social Security number of
assignee) the within Bond and do(esj irrevocably consntute and appoint attorney, to transfer the
same on the registration books of the Paying regent, with full power of substitution in the
nrernlSeS
Dated:
Signature Guaranteed:
Notice: Signature must be guaranteed by an
eligible guarantor institution.
Notice: The assignor's signature to this
assignment must correspond with the name
as it appears upon the face of the withal
Bond in every particular, without alteration
of any change whatever.
Rxhibit R
Page 6
OPpVILLE U/y~~
~ ~ ti
OROVILLE UNION
y/Ch SCHOOL 9155Q'\G'C
May 21, 2004
Butte County Board of Supervisors
25 County Center Drive
Oroville, CA 95965
To Whom It May Concern:
60ARD OF SUPERVISORS
MAY 2 1 2004
OROViLLE CALIFORNIA
Please place a request by the Oroville Union High School District to issue and
sell general obligation bonds, Election of 2002, Series B, in the amount of
$4,402,566.05 on the agenda of the June 8 board meeting. Attached you will
find the resolution approved by the school board on May 19, 2004.
Please call me at 538-2300 ex. 103 with questions.
Sincerely,
.%'
C.
Susan M. Watts
Assistant Superintendent of Business
Attachment
2211 Washington Ave.
Oroville, CA 95966
HIGH SCHOOL DISTRICT
(530) 538-2300 Business
(530) 538-2308 FAX -Dist. Office
(530) 538-2357 FAX -Supt. Office
"Focusing on high stacdent achievement...
and post-secondary success"
RESOLUTION NO. 13-03/04
RESOLUTION OF THE BOARD OF TRUSTEES OF THE
OIZOVILLE UNION HIGH SCHOOL DISTRICT REQUESTING
THE BOARD OF SUPERVISORS OF BUTTE COUNTY TO ISSUE
AND SELL GENERAL OBLIGATION BONDS, ELECTION OF 2002, SERIES B OF
OROVILLE UNION HIGH SCHOOL DISTRICT IN THE AGGREGATE PRINCIPAL
AMOUNT OF NOT TO EXCEED $4,402,566.05
WHEREAS, an election was duly and regularly held in H1e Orcwillr 0111011 I Iigh Schnul
District (Hu' "District"), Butte County, State of California on November 5, 20112 for Hu' purpose
of submitting to the qualified electors of said District the question whether general obligation
bonds should be issued in the principal amou~lt not exceeding X10,-X00,000 (rhe „Bonds") lu
construct a librar~~ /media center, shop classrooms and h permanent classrooms at
C)ro~~illc High, a g~~n~nasium, Ag Science classrooms, labs and h permanent classrooms
at 1.as Plumas Higl1, a multi-poi°pose building at Prospect High, nu~derniie electrical
and communication systems at Oroville, Las Plumas and Prospect I-sigh, acquire a
school site and construct a portable campus at OUHSD Conul~unit~~ Da~~, an~i for
related purposes (the "Project"),
WHEREAS, more HZan 55`%, of the votes cast at said election ~n~ere in favor of Hu'
issuance of the Bonds;
WHEREAS, d1e District issued the first series of the Bonds, Series A, in the princip~~l
anu~unt of `~5,~)~)7,-~3:~.95 oi~ august 1-~, 2003;
WH~?REAS, the District has determined Hlat it is in the best interests ut the District to
issue and sell the second series of du' Bonds, in the amount of not to exceed ~-f,-f02,5(~h.ll5;
WI-IFIZEAS, Section 151~U of the Education Cudc of the Slate of California (th~~
"Education Code") requires that the Bonds of tht: District shell be offered fur sale b~- the Board
of Supervisors of the Cow~ty of Butte as soon as possible following receipt of a resolution
adopted b~- the. Governing Board of the District;
WHEREAS, Section 15"1~0 of the Education Code provides that such resuhition shall
prescribe Hu' total amount of bonds to be sold;
WHEREAS, Section 1510 also provides that such resolution ma~~ prescribe thr
111t1Xllnum acceptabh ll7tC1"CSt fate, nOt to eXCeed elght pCTCCI1t ~~`~~~ ~u1d the tlllle o]' t1111e5 v~`hell
the whole or an~~ part of Hie principal of bonds shall be payable, ~n~hich shall not be morn then
25 ~~ears from Hu' date of the bonds;
WHEREAS, all acts, conditions and things required by law to be dune ur performed
ha~~e been done and performed in strict conformity wiHz H1e laws authorising Hu' issuance of
gl'Ileral (lbllgatl(~71 bonds Of the ~1StP1Ct, and the llldebtl'l{11es5 C)I tI1C DIStI'1Ct~ 1nclUl{IRS' ~~ll'
prupusc~d issue of the Bands, is widlin all limits prescribed by law;
NOW, THEREFORE, IT IS RESOLVED, DETERMINED AND ORDERED by the
Board of Trustees of the Oroville Union High School District, as follo~~s:
Section 1. Recitals. The foregoing recitals are true and correct.
Section 2. Request. The Board of Supervisors of the County of Butte is hereb~°
re~luested to cause to be issued, sold and delivered on behalf of the. District, by negotiated s~~le,
the Bonds in the aggregate principal amount of not to exceed ~~,-~02,5h6.05 to hr desi~;nat~~~i
"C~ruville Union High School Dishict (Butte County, California) General Obligation Bonds,
Hec tiun of 20(12, Series B" (the "Series B Bonds"), as current interest bonds and c apit~l
appreciation bonds, upon the terms and conditions as hereinafter provided, for the purpose ul
paying fur the costs of the Project or a portion thereof. The Series B Bonds shall be issued b~~
the Board of Supervisors of Butte County pursuant to a resolution, a copy of which is un lile
~~~ith the Superintendent of the Dishict, entitled °Resolution of the: Board of Supervisors of the
County of Butte, State of Califor-1ia, Providing for the Issuance and Sale of General Obligation
Bonds, Election of 2UU2, Series B of Oroville Union High School District in the aggregate
principal amuwlt of not to exceed ~~,-X02,566.05 (the "Count' Resolution").
Section 3. Sale. The not to exceed $~,=I02,566.05 principal amount ~~f Series B Boni{s
shall be sold by the Treasurer-Tax Collector of Butte CoLmty (the "Treasurer") by negotiated
sale pursua-~t to the Contract of Purchase. ("Purchase Corlh~act"), a form of which is un file ~~~ith
the Superintendent and which is hereby approved, dated the date cif sale of the Series B Bonds,
by and among the District, the Treasurer (or an authorised deputy), and Stone car Youngbert,
LLC (the "Under~~~riter"). The true interest cost of the Bonds shall not exceed 7.0"~~~ and thc~
~~n~{~~r~-~~rit~~r`s discount on the Bands (~n~ithc~ut rel,ard to an origin~~l issue discount, if ~-n~~, ~~n~i
lusts of issuance paid be the Underwriter), shall not exceed B.0"~~. The Series B Boni{s shell
mature not later than 25 years from their issue date. The Superintendent, the f\ssistant
Superintendent of Business and the President of the Board of Trustees are hereby separah~l~~
authorized to execute the Pw'rhase Contract.
Section 4. Tax Covenants.
~. Private Activity Bond Limitation. The District shall asstiu~e that the proceeds of the
Series B Bonds are not so used as to cause the Series B Bonds to satisfy the private business tests
of section 1-f1(b) of the Code or the private loan financing test of section 1 ~1(c) of the Code.
B. Federal Guarantee Prohit~ition The Dishict shall nut take any actio-1 or permit ur
suffer any action to be taken if the result of the same would be to cause any of the Series B
Bundy to he "federally guaranteed" within the meaning of section 1=f9(b) of the Cude.
C Rebate Re~~uireir-ent The District shall take any and all actions necessary to assure
compliance with section 14~(f) of the Code, relating to the rebate of excess investment earnings,
if any, to the federal government, to the extent that such section is applicable to the Series B
Bundy, and shall calculate, or cause to be calculated, any anunults rc~~luired to be rebated to the
Federal Guvurnment under Suction 1-f8(f) of du' Codu. The covenant of the District under this
Sec lien -t.C. shall stu~vive payment in full of the Series B Bonds.
D. No Arbitrage 'The District shall nut take, or permit or suffer to be taken by the
['axing Agent or otherwise, anv action with respect to the proceeds cif the Buries B Bonds which,
if such action had boon reasonable expected to have been taken, or had been delibrrately and
intentionally taken, on the date of issuance of the Bonds would have caused the Series B Bonds
to be "arbitrage bonds" within the moaning of section 14~ of the Code.
E. Maintenance of Tax-Exemption The Dish•ict shall take all actions necussarv to assure
the exclusion of interest on the Bonds from the gross inco~l~u of the owners of the Series h
Bonds to the same extent as such interest is permitted to be excluded from gross income under
the Code as in effect on the date of issuance of the Series B Bonds.
(F) Small Issuer Exemption Erom Bank Nondedurtibilit~~ Restriction. 'Thu Distric l hereby
designates the Series B Bonds for purposes of paragraph (3) of section 265(b) of the Curie and
represents that nut more than x]0,000,000 aggregate principal amount cif obligations the interest
un whic-h is excludable (under section 703(x) of the Code) from gross inrouu~ fur federal income
lax purposes, including the Series B Bonds, has been or will be issued by the District, dtn~ing the
calendar year 200.
Section 5. Preliminary Official Statement. The Board of T'rustues hereby approves the
Preliminary Official Statement describing the Series B Bonds, in substantially the form un file
with t11e Clerk of the Board of Trustees, together with any changes therein or additions thereto
deemed advisable by the Superintendent, the Assistant Superintendent of Business, or anv
ether qualified officer of the District designated as such by the Superintendent (the "Authorized
Official"). The Board of Trustees approves the agruemcnt for disrlasuru counsel sere°ices, in
regard to preparation of the Preliminary Official Statement and the Official Statement with
dunes Hall on file with the District. The Boru~d of Trustees appcovus and authorizes the
distribution by the Underwriter of the. Official Statement to prospective purl teasers of the Series
B Bonds, and authorizes and directs the Authorize-d Official un behalf of the District to deem
"final" pursuant to Pule 75c2-12 under the Securities Exchange Act of 193 (du' "Pule") the
Olliiial Slatununt prior to its distribution by lhu Underwriter. The execution of the Official
Statement, which shall include such changes and additions thereto deemed advisable by the
,~\uthorizud Official and such information permitted to be excluded from the Official Statenu~nt
pursuant to rile Rule, shall be conclusive uvide~lce of the approval of the Official Statement b~~
the District.
The Authorized Official is authorized and directed to execute thy: Preliminary Official
Statement, 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 fur
the purpusu of such statement) were, at the time of sale of the Series B Bonds, true and correct
in all material respects and that the Official Statement did not, on the date of sale of the Bonds,
and dues not, as of the date of sale of the Series B Bonds, contain anv untrue statenu~nt of ~~
material fact with respect to the District ar omit to state material facts with respect to the
District required to be stated where necessary to make anv statement made therein not
misleading in the light of the circumstances under which it was made. Thu Authorized Official
3
shall take sorb further actions prier to the signing of the Official Statenu~nt as are deenu~d
necessary ur appropriate. to verify the accurac~~ thereof.
Section 6. Continuing Disclosure. The District 1lereby covenants and agrees that it ~~ti~ill
comply widZ a~ui carry out all of the provisions cif the Co~ltinuing Disclosure Certificate in
substantially the form attached hereto as Exhibit A. T'hr Superintendent, the Assistant
Superintendent of Business, and President of the Board of Trustees arc hereby autlun~ized and
directed to assist the: Underwriter and Bond Counsel in amzpleting Hie Contiiniing Uisclusure
Certificate, and to execute said Certificate on or prior to the closing of the Series B Bonds.
Section 7. All Other Actions. The Authorized Official is hereby authorized and
directed to du any and all things and take anv and all actions which may be necessary ur
adyisahle in order to consummate die lawful issuance and delivery of the Series B Bonds in
accordance with ibis Resolution and the resolution hereinafter adopted by the Board of
Supervisors cif the County of Butte, including the filing of a certified copy of dZis resolution
~~~ilh the Clerk of the Board of Supervisors and the 'Treastu~er and the execution of dui unu~nls
and agreements.
Section 8. Paying Agent. U.S. Bank National Association is hereby appointed to art as
Paying <<~gent fur the. Series B Bonds and, in such capacity shall ~~lsu ~~ct ~~s registration ae;ent
and authentication agent all pursuant to the. County Pesolution. 'The District is authorized to
~ ontrac t with anv third party to perform the services of Paying Agent fur the Series B Bonds.
111e District shall pay to the Paving Agent fi~om time to time reasonable compensation fur all
services rendered under the County Pesolution, and also all reasonable expenses, charges,
counsel fees and other disbursements, including those of their attorneys, agents and employees,
incurred in and about the performance of their powers and duties under the County
Pesolution. The Dish~ict further agrees to indenulifv and save the Paving Agent harmless
against anv liabilities which it may inctn~ in NZe exercise and performance of its powers and
duties under the County Resolution which are not due to its negligence ur bad faiHz.
Section 9. ~;ffect. This Resolution shall take effect immediately.
-t
PASSED AND ADOPTED by the Boar~j cif Trustees of the. Oroville Union Hir;h School
District at a regular meeting he1~1 on the 19th ~~av of May, 200, 1~~~ the following; vote:
AYES: 5
NOES: ~
ABSEN~1': 0
ABSTAIN: ~
~_
,i
~ , ,~ ., .,
~-~ =-~
Clerk~Secrctarv of die Board of Tres ees
Oroville Union High School District
Butte County, State of California
5
SI~f~~f~E OF CALIFOPNIA
COUNTY OF BUTTE
I, Kathy- N'Iarlntvi'c , ~~u hereb~~ certif~~ that the fc~regc~ing Resoluti~~n N~~. 13-1)3 l)-~,
is ~~ true an~~ r<~rrect cow cif such resoluticm which was ~july adc~pte~~ by the B~~ar~l of 'Trustees
~~t du' Orcwi(le Union High Sch~~~~l District at a meeting thereof help{ cm the 1~~d1 ~~a~~ of ?~1a~~,
2(lU-~.
8~,: i+' ~ ~'~~. ~ 'l
Clerk of the Boar~1 of ~I'rtiist~ ~ of the
Oroville Union High School [district
The attached Exhibits A and B are for informational purposes only
and are intentionally unsigned.
EXHIBIT A
FORM OF CONTINUING DISCLOSURE CERTIFICATE
~hhis Continuing Disclosure Certificate (the "Disclosure Certificate") is executed and
delivered by the C~ro~~illr UIlUI]l Hi4;h School District (the "Issuer") in connection with the
issuance of ~ General Obligation Bonds, Election cif 20[)2, Series B (the "Bonds").
111r Bonds are bring issued pursuant to a Resolution of the Board of Supe-visors of the County
of Butte adopted ~unr ~, 2004 (rile "Rrsoh-tion"). The Issuer covenants and agrees as follo~~~s:
Section 1. Purpose of the Disclosure Certificate. This Disclosure Certificate is being
exrcuh~d and delivered by the Issuer for the benefit of the holders and beneficial o~~~nrrs o[ the
Bundy and in order to assist the Participating Underwriters in complying widz S.E.C. Rule I~r?
l ~(h)(~)
Section 2. Definitions. In addition to the definitions set forth in the Resolution, ~1~hich
apply to anv capitalized term used in this Disclosure Certificate unless otherwise ~{rfin~~~i in this
Sec lion, the following capitalized terms shall have the following meanings:
"nnnunl lZ-~~~ort" shall mean anv Annual Report provided by the Issuer pursuant to, ~u~d
~-s described in, Sections :~ and 4 of dzis Disclosure Certificate.
"I ~rss~rulinntion /1~c-It" shall mean the Issuer, or anv successor Dissemination r~genl
designated in writing bv_ the Issuer and which has filed with the Issuer a written acrrptanc r of
such drsi~;nation.
~~1.ltit('(~ 1_('('17fti~~ Shrill Illeall ally' of the events fisted m SCCtUlI1J~a~ oI thls DISC~oSUrr
cell tic ate.
"Nnti-Innl K-~~IOSrt--rl/° shall mean any Nationally Recognized Municipal Securities
Information Repository for purposes of the Rule.
"1'I-rtrcifuzti-I, U-uf-~r~u~rit~~r" shall mean Stour & YoLmglicrg LLC, or anv of the original
under~~~ritrrs of the Bonds rr~luirrd to comply with the Rule in connection with the offrrin~~ ~~f
the Bands.
'IZh~nlsih-r-~" shall mean each National Repository and each State Repository°.
"I~ulr" shall mean Rule 15c2-"12(b)(5) adopted by the Securities and Exchange
Commission under the Securities Exchange Act of "1934, as the same may be amended from
t1111e to tlme.
ii~f(i~Y' ~~L'~7(>51t01'1~~~ Shall I11ea71 any pLlbhC Ol' p]'IVate rrpoSlt01'y of entlt~' designated b~" the
$tatr of California as a state I•epository for the purpose of the Rule and recognized as such b~~
the Srctu~ities and Exchange Commission. As of the date of this Disclosuhr Certificate, there is
no 5tatr Reposfh~rv.
Section 3. Provision of Annual Reports.
(a) T'hc~ Issuer shall, or shall cause the Dlsseminatloll Agent to, not later than
Illl)ndls a~tCl' the elld l)f the ISSUeI'~S I1SraI ~'l'a]' ~4Vh1rI1 lu2'rend~' W'(1LIId be ~Lll1e ?~)~, Cl)111111enc'ing
~~~ilh the rrpurt for d1e 2003-200=1 Fiscal Year, ~~~hirh is due not later than (\~1ari h 1, 21105, pro~~i~{~~
to the Participating Underwriter and to each Repositor~~ an Annual Report which is ronsislent
with the recluiremcnts of Section ~ of this Disclosure Certificate. Not later than fiftern (15)
Business Day's prior to sari date, the Issuer shall provide. the Annual P.epurl to the
Dissemination Agellt (if odler than the Issuer). The Annual Report may be submitted as ~~ single
dorunu~nt ur as separate documents comprising a package, and may include b~~ rc~ferenrr other
information as provided in Section -1 of this Disclosure Certificate; provided that the audited
financial stah~ments of the Issuer ma~~ be submitted separately from du' balance of the .Annual
Report, and later dean the. date rcyuired above for du' filing of the Annual Report if nul
a~~ailable by that date. If the Issuer's fiscal vear changes, it shell give notice of such rhangr in
the samr manner as for a Listed Event under Section 5(c).
(b) If the Issuer is unable to provide to the Repositories an Annual Report by the
date required in subsection (a), the Issuer shall send a notice to the Municipal Securities
Rulemaking Board and the appropriate State Repository, iE any, in substantially the form
~Ittarhrd as Attacluzu~nt A.
(rj The Dissemination Agent shell:
(i) determine each vetu• prior to the date for providing the Annual Reps>rt
die name and address of carp National Repositc~r~' and each State Repositor~T, it anr;
and
(ii) if the Dissemination Agent is other than du' Issuer, file ~~ report ~~~id1 lhr
Issuer certifying that the Annual Report has been hruvided pursuant to this Disclosure
Certificate, stating the date it was provided and listing all the Repositories to which it
watt provided.
Section 4. Content of Annual Reports. The Issuer's Annual Report shall contain or
incorporate by reference the following:
(a) Audited Financial Statements prepared in arrordanrr widZ gcnerall~~
accepted arroLmting pl'IllrlplCS, aS pro111lllgated to apply to goVCl'mllental entltle5 ~l'llln
t1111e to tlllZl' by the GoVe171111ental ACCOlIIlting Standards Board. II thl' IssLlel'~s all~hted
financial statements are not available by the time the Annual Report is re~Iuired to he
filed pUl'SUal1t to SeCt7011 3(a), the A171111aI Report Shall Colltalll UnaLldlted tlntlnc'la~
statements in a format similar to the financial statements contained in the final Official
Statement, and the audited Financial statements shall be Eiled in the same manner as du'
Annual Report when they become available.
(b) The Issuer's adopted Budget;
A-2
(c) Assessed value of taxable property in the jurisdiction of the Issuer as
shown on the recent e~lualired assessment role;
(~{) Changes, if anv, in the operation of the County of Butte Investment Paul ,
to the extent provided by the County, which wutlld affect the Issuer's across to prupert~°
taxes used to pay debt service on the golllls;
(e) ]f the County Ito longer includes du: tax levy fur paynu~nt of the l3unds in
its 'I~eeter Plan, the property tax levies, collections and delinrluenries for the Distrirl fur
the most recently completed fiscal year; and
(f) Top ten property owners in the jurisdiction of the Issuer fur the then
rul'reIlt fiscal ycal', a5 I1lea5Ln'ed b~' seCUred aSSCSSed ValuatlClIl, the alllollnt C1f thell'
respective taxable value, and their percentage of total secured assessed valor to the
extent provided by the County;
(g) h1 addition to any of the information expressly re~Iuired to be provided
under paragraphs (a) through (f) of this Section, the lssurr shall provide sorb further
information, if anv, as may he necessary to make the specifically re~luired statements, in
the light of the circumstances under which they are. made, not misleading.
Any or all of the items listed above ma_y be included by specific reference to other
ductullrnts, including official statements of debt issues of the Issuer ur related public entities,
~~°hirh have been submitted to each of the pepositorirs or d1e Securities and l~:xrhang~,
Commission. if the document included by reference is a final uffic ial statenu~nt, it must 1~r
available from the Municipal Securities Pulemaking Board. "hhe Issuer shell rlrarly identify
each sorb other document so included by reference.
Section 5. Reporting of Significant Events.
(<~) Prn~suant to the provisions of this Section 5, the Issuer shall give, ur cause to he
~;ivrn, notice of the occurrence of anv of the following events with respect to the Bands, if
material:
(1) Principal and interest payment delinquencies.
(2) Non-paymcllt related defaults.
(~) Unscheduled ~h~aws on debt service reserves reflecting financial difficulties.
(~) Unscheduled draws on credit enhancements reflecting financial difficulties.
(5) Substitution of creditor liyuidit}~ providers, or their failtiu~e to perform.
(h) Adverse tax opinions or events affecting the tax-exempt status of the srrurit~°.
(7) Modifications to rights of security holders.
(R) Contillgrnt or unscheduled bond cells.
(9) Defeasances.
(1 U) Release, substitution, or sale. of property securing repayment of the securities.
(l l) [gating changes.
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(b) YVhenever the Issue]' obtains knowledge of the occurrence cif ~~ Listed Event, the
Issuer shall as soon as possible determine if such event would be material under applicable
Federal securities law.
(r) If the Issuer determines that knowledge of the occurrence of a Listed E:vrnl
t~~ould br material under applicable Federal srruritirs ]aw, the Issuer shell promptly file ~I
notice of such orcurrencr ~~ith the Municipal Securities Rulrmaking Board and each State
Repository. Notwithstanding d1e Foregoing, notice of Listed Events described in subsrrtions
(a)(K) and (9) nerd not be given under this subsection anv earlier than the notice (if any) of the
underlying event is given to holders of affected Bonds pursuant to the Resolution.
Section 6. Termination of Reporting Obligation. The Issuer's obligations under this
Disclosure Certificate shall terminate upon the legal defrasancr, prior redemption or payment
in full of all of the Bonds. Lf such termination occurs prior to the final maturity of the &u~ds,
lhr Issuer shall give notice of such termination in the same maluur as for a Listed Evenl under
~ec tloIl ~~C~.
Section 7. Dissemination Agent. The Issuer may, b~om time to lime, appoint or engage
a Dissemination Agent to assist it in camring out its obligations under this Disclosure
Certificate, anti ulav discharge anv such Agent, with or ti~itlunlt appointing ~~ sec rrssor
Dissrmillation ,~~grnt.
Section 8. Amendment; Waiver. Notwithstanding any other provision of this
Disclosure Certificate, the Issuer may amend this Disclosure Certificate, and any provision of
this Disclosure Certificate may be waived, provided that the following conditions are satisfied:
(a) if the amendment or waiver relates to the provisions of Sections ~(a), -f or ~(~~), it may
~~11I1' br 111adr 111 C(ltlllectloll 1A'lth a Change ltl C11'CUmstances that al']SeS i]'o111 a change In Irga~
rr~ILIITe111rRtS, change 111 IaW, of Clla2lge 111 thl' ldentltV, natLlre, of status of all obligated prl'son
with respect to the Bonds, or type of business conducted;
(b) the undertakings herein, as proposed to be amended or waived, would, in the
opinion of nationally recognized bond counsel, have complied with the rcyuirrments of the
Rule at the time of t11r primary offering of the Bonds, after taking into account any amendments
or intrrprrtations of the Pulr, as vt-ell as anv change. in circumstances, and
(c) the proposed amendment or waiver either (ij is approved by holders of the Bonds in
the manner provided in the Resolution for amendments to the Resohltion with the consent of
holders, or (ii) Mors not, in the opinion of nationally recognized bond counsel, materially impair
the inlrrrsts of d1r holders or beneficial owners of the Bones.
If the annual financial information or operating data to be provided in the i\nnual
Report is amended pursuant to the provisions hereof, tlu: first annual financial information
Illed pLl]'SLlant hel'et0 COIltallling the izmended Operatlllg data o]' hnanrlal lnfol'111atloIl shall
explain, in narrative form, the reasons for the amendment and the impact of the rhanf;r in the
type of operating data or financial information being provided.
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I( an anu~ndment is made h~ the L-ndertaking~ specifying the accounting principles to be
followed in preparing financial statements, the annual financial information for the year in
which the change is made shall present a amlparison between the. financial statements ~~--
information prepared on the basis of Hze new accounting principles and those prepared on the
basis of the former accounting principles. The comparison shall include a qualitative discussion
of the differe~lres in the accounting principles and the impac t of the change in the accounting
print iples un the presentation of the financial information, in order to provide information to
investors to enable diem to evaluate the ability of the Issuer to meet its obligations. ~I~o th~~
extent reasonabh~ feasible, the comparison shall be quantitative. A notice of the change in th~~
~-rrounting principles shall be sent to the Repositories in the same manner as for ~- L.isted Event
Llndel' ~ectlon ~~C~.
Section 9. Additional Information. Nothing in this Disclosure Certificate shall he
deemed to prevent the Issuer fi~om disseminating any other information, using the means of
dissemination scl forth in this Disclosw~e Certificate or anv other means of rommtu~iration, or
including anv other information in anv Annual Report or notice of ucrurrence of ~- Listed l~:vent,
in addition to that which is required by this Disrlostu~e Certificate. If the Issuer chooses lu
include anv information in anv Annual Pt-port or notice of occurrence of a Listed f.veni in
addition to that which is specifically required by this Disclosure Certificate, the. Issuer shill
have no obligation under this Disclosure Certificate to update sorb information or include it in
anv future Annual Report or notice of occurrence of a Listed Event.
Section 10. Default. In the. event of a failure of the Issuer to complti~ with anv prop°ision
of this Disclosure Certificate, anv holder or beneficial owner of the Bonds mati° take such actions
as ma~° be necessary and appropriate, inchding seeking mandate or specific performance b~~
ro~n~t order, to reuse the Issuer to comply with its obligations under this Disclosure Certific~-ie.
:~ default under this Disclosure Certificate shall not be deemed an Event of Default under the
Resolution, and the sole remedy under this Disclosure Certificate in the event of anv failure of
the Issuer to comply with this Disclosure Certificate shall he an action to compel performance.
Section 11. Duties, Immunities and Liabilities of Dissemination Agent. I'he
Dissemination Agent shall have only such duties as are specifically set forth in this Disclosure
Certilicate, and the Issuer agrees to indemnify and save the Dissemination Agent, its ~~fficers,
directors, employees and age-1ts, harmless against any loss, expense and liabilities which it may
incur arising out of or in the exercise or performance of its powers and duties hereunder.
including the costs and expenses (including attorneys fees) of defending against anv claim of
liability, but excluding liaL~ilities due to the Dissemination Agent's negligence or willful
misconduct. The obligations of the Issuer under this Section shall survive resignation or
renewal of the Dissemination Agent and paynu~nt cif the Bonds.
A-5
Section 12. Beneficiaries. This Disclosw~e Certificate shall inw~r soLclti~ to the benefit of
the Issuer, the Dissemination Agent, die Participatin}; Un~icrwriters anti hol~~ers an~1 1~enrficial
~~~~~~ners from time to time of thr Bones, an~i shall create nu rights in am° other person or entil~~.
Datr: Jule I, 2l)O-}
B~~:
OP.OVILLE UNION HIGH SCHOOL
DISTRICT
Superintendent
!~-(i
EXHIBIT A
NOTICE OF FAILURE TO FILE ANNUAL REPORT
Name of Issuer: Oroville lJnlon High School District
Name of Bond Issue: ~ General Obligation Bonds, Election of 2002, Series F3
Dale ul Issuance: ~ul~~ 1, 200
NOTICE IS HEREBY GIVEN that the Issuer has not provided an annual Deport ~~~ith
respect to the above-named Bones as reduired by Section 10 of the Issuer's Resolution adopted
11a~~ 19, 2004. The IssLler anticipates that the Annual Deport will be filed b~°
[)ate{:
OROVILLE UNION f-IIGH SCI 1001.
DISTRICT
B~~
Na211e
I Itle
n-~