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HomeMy WebLinkAbout04-180~~~ ~'~ •S Up'.~#~~i M r • ~ ~ i • *. . :* •~; ., ~~~~ CQU~' ~i~~• BOARD OF SUPERVISORS COUNTY OF BUTTE, STATE OF CALIFORNIA ~lt'St1~t1t1011 ~~t~. 04-180 RESOLU'T'ION APPROVING THE FORMS OF A SITE LEASE, A FACILITIES LEASE, A TRUST AGREL+'MEN 1, A REMI'T'TANCE AGREEMENT, A PURCHASE CONTRACT AND A CONTINUING DISCLOSURE CERTIFICATE, AUTHORIZING CHANGES THERETO AND EXECUTION AND DELIVERY THEREOF 'I'O THE OTHER PARTIES THERE'1'O; APPROVING A PRELIMINARY OFFICIAL STATEMENT, THE DELIVERY THEREOF TO THE UNDERWRI'T'ER, AND THL+' PREPARATION, EXECUTION AND DELIVERY TO THE UNDERWRITER OF AN OFFICIAL S'T'ATEMENT TO BE SUBSTANTIALLY DERIVED FROM THE PRELIMINARY OFFICIAL STATEMENT; AUTHORIZING AND DIRECTING CERTAIN ACTIONS IN CONNECTION THEREWITH WHEREAS, the County of Butte, Califarnia (the "County") is a member of the California Statewide Communities Development Authority (the "Authority"), a joint exercise of powers authority duly organized and existing under and pursuant to the provisions of Articles 1 through 4 (commencing with Section 6500) of Chapter 5 of Division 7 of Title 1 of the Government Code of the State of California (the "Act") and is authorized pursuant to Article 4 {commencing with Section 6584) and certain other provisions of the Act and other laws of the State of California (collectively, the "Bond Law") and the Amended and Restated Joint Exercise of Powers Agreement, dated as of June 1, 1988 (the "Agreement"), by and among various cities, counties and special districts; and WHEREAS, pursuant to Article 4 of Chapter 5 of Division 7 of Title 1 of the Government Code of the State of California (Section 6500 et seq.) (the "Act") and the Agreement, the Authority is authorized to issue bonds for financing working capital, liability and other insurance needs whenever there are significant public benefits; and WHEREAS, the County is a political subdivision duly organized and existing under and pursuant to the Constitution and laws of the State of California (the "State") and is authorized pursuant such laws to enter into certain agreements for the purpose of implementing the F~mding Program (as defined below); and WHEREAS, the County desires to establish and maintain a program of self-insurance for certain of its employee benefit programs, including worker's compensation insurance benefits; an d nocssri:~s t:>22.3 40929-459 J Y W WHEREAS, the County desires to fund certain worker's compensation claims of eligible County employees and their dependents (the "Employee Claim Payments"), on behalf of the County, for the next forty-two (42) months (the "Funding Program"); and WHEREAS, this Board of Supervisors of the County finds that the financing of the Funding Program results in significant public benefits, in the form of employment benefits from undertaking the financing of the Funding Program in a timely fashion; and WHEREAS, the County has requested the Authority to assist financing the Funding Program by providing for the execution, sale and delivery of the Notes (as defined herein); and WHEREAS, in furtherance of providing financing for the Employee Claim Payments, there has been filed with the Clerk (the "Clerk") of this Board of Supervisors (this `Board") at the meeting at which this Resolution has been adopted forms of the following documents, each dated as of October 1, 2004: a. a Site Lease, between the County and the California Statewide Communities Development Authority (the "Authority") (the "Site Lease"), pursuant to which the County will lease to the Authority the property located on Assessor's Parcel Nos. 031-020-039, 031-020-020, 031-020-023 & 031-020-028 with all improvements and structures thereon (the "Leased Property"}; b. a Facilities Lease, between the County and the Authority {the "Facilities Lease"), pursuant to which the County will agree to lease the Leased Property from the Authority and to pay certain Base Rental Payments and Additional Payments (as defined in the Facilities Lease); c. a Remittance Agreement relating to the California Statewide Communities Development Authority Butte County Taxable Workers' Compensatian Funding Notes, Series 2004 (the "Notes"), between the County and the Authority (the "Remittance Agreement"), pursuant to which the County will pay the Authority Remittance Payments and Additional Payments (as defined in the Remittance Agreement) in order to facilitate the making of Employee Claim Payments; d. a Trust Agreement relating to the Notes (the "Trust Agreement"), between the Authority and a trustee to be determined (the "Trustee"), providing, among other things, for application of the proceeds of sale of the Notes and the application of the Base Rental Payments and Additional Payments under the Facilities Lease and Remittance Payments and Additional Payments under the Remittance Agreement to pay the principal of and the interest on the Notes; e. a Purchase Contract (the "Purchase Contract"), among the Authority, the County and the Underwriter, pursuant to which the Authority will agree to sell and the Underwriter will agree to purchase the Notes, subject to the terms and conditions thereof; f, a Preliminary Official Statement relating to the Notes (the "Preliminary Official Statement"), providing certain information about the Notes and the Trust i~ocssf~i:~s ~~~z :~ 4Q929-459 J Y W 2 agreement, deemed material to an informed investment decision by prospective purchases of the Notes; and g. a Continuing Disclosure Certificate (the "Continuing Disclosure Certificate") to be delivered to the Underwriter concurrently with delivery of the Notes to enable the Underwriter to comply with provisions of Rule 1 Sc(2)-12 of the Securities and Exchange Commission ("Rule i5c(2)-12"); and WHERF,AS, the County desires to provide for appropriation for Base Rental Payments and Additional Payments under the Facilities Lease for Fiscal Year 2004-OS in order to provide for payment of insurance premiums ("Premium Costs") as part of the Funding Program; and WHEREAS, the County and the Authority wish to provide for the implementation of the Funding Program through execution, sale and delivery to the Underwriter of the Notes; and. WHEREAS, all acts, conditions and thins required by the Constitution and laws of the State to exist, to have happened and to have been performed precedent to and in connection with the consummation of the Funding Program authorized hereby do exist, have happened and have been performed in regular and due time, form and manner as required by law, and the County is now duly authorized and empowered, pursuant to each and every requirement of law, to consummate such Funding Program for the purpose, in the manner and upon the terms herein provided; and NOW, THEREFORE, the Board of Supervisors of the County of Butte, California, does hereby resolve, declare and determine as follows: i. Findings. The Board hereby specifically finds and declares that the actians authorized hereby constitute and are true and correct with respect to the public affairs of the County, that the statements, findings and determinations of the County set forth in the preambles of the documents approved herein are true and correct, and that the issuance of the Notes by the Authority and the financing of the Funding Program will result in employment benefits from undertaking the financing of the Funding Program in a timely fashion producing significant public benefits and the Board hereby declares its intention of implementing the Funding Program. 2. Documents Approved. The forms of the Site Lease, the Facilities Lease, the Remittance Agreement, the Trust Agreement, the Purchase Contract and the Continuing Disclosure Certificate, on file with the Clerk, are hereby approved, and the County Administrative Officer {the "County Administrative Officer") or any designee of the County Administrative Officer (the "Authorized Representative"), as the Authorized Representative of the County, shall, for and in the name and on behalf of the County, execute and deliver each of said documents to the other parties thereto in substantially said forms, with such chances therein as such Authorized Representative may require or approve, such approval to be conclusively evidenced by the execution and delivery thereof; provided that, with respect to the Purchase Contract, the true interest cost payable with respect to the Notes does not exceed 4.60°Io and the combined aggregate principal amount of the Notes does not exceed $21,000,000. ixx~ss~~i: f~ i ,a~.; aom~~-a5~ ww 3 3. Preliminary Official Statement. The form of Preliminary Official Statement relating to the Notes, on file with the Clerk, is hereby approved. The Preliminary Official Statement in substantially said form, with such changes as the Authorized Representative may require or approve, shall be delivered to the Underwriter, who is hereby authorized to distribute the Preliminary Official Statement in connection with the offering and resale of the Notes. In connection with such delivery to the Underwriter, the Authorized Representative is authorised to execute and deliver to the Underwriter a certificate in the customary form respecting the finality of the Preliminary Official Statement for purposes of Rule 15c(2)-12. The Board fuT-ther authorizes the preparation of final Official Statement (the ``Official Statement") to be substantially derived from the Preliminary Official Statement. An Authorized Representative shall, far and in the name and on behalf of the County, execute and deliver the Official Statement to the Underwriter for use and distribution in connection with the offering and sale of the Notes to investors. 4. Appropriation of Rental Payments under the Facilities Lease. The Board hereby appropriates fc-om available funds of the County for the payment of Base Rental Payments and Additional Payments under the Facilities Lease for Fiscal Year 2004-OS in order to provide for payment of Premium Costs as part of the Funding. 5. Attestations. The Clerk is hereby authorized and directed to attest the signatures of the Authorized Representatives and to affix and attest the seal of the County, as may be required or appropriate in connection with the execution and delivery of the Site Lease, the Facilities Lease, the Remittance Agreement, the Trust Agreement, the Purchase Contract and the Continuing Disclosure Certificate. 6. Appointment of Program Developer and Consultant. The firm of Strategic Funding Solutions LLC ("SFS") is hereby appointed as program developer and consultant for the Notes, as described in an agreement by and between the County and SFS on file with the County (the "SFS Agreement"). The Chief Administrative Officer of the County is hereby authorized and directed to execute and deliver the SFS Agreement on behalf of the County. 7. Appointment of Bond Counsel and Disclosure Counsel. The firm of Orrick, Herrington & Sutcliffe LLP (`Bond Counsel" and "Disclosure Counsel") is hereby appointed bond counsel and disclosure counsel for the Notes in accordance with that certain engagement letter dated January 21, 2004 on file with the Clerk of the Board. The Chief Administrative Officer of the County is hereby authorized and directed to execute and deliver said engagement letter on behalf of the County. 8. Appointment of Underwriter. The firm of Stone & Youngberg LLC ("Underwriter") is hereby appointed underwriter for the Notes. The Notes will be purchased pursuant to the Purchase Contract. 9. Other Actions. The Authorized Representatives and each of them 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 consummate the llot'sSF1:751 ,22.3 ao~~2~ ~s~~ ww 4 sale, execution and delivery of the Notes and otherwise to carry out, give effect to and comply with the terms and intent of this Resolution, the Notes, the Site Lease, the Facilities Lease, the Remittance Agreement, the Trust Agreement, the Purchase Contract, the Continuing Disclosure Certificate, the Preliminary Official Statement and the Official Statement. Such actions heretofore taken by such Authorized Representatives are hereby ratified, confirmed and approved. 10. Effect. This Resolution shall take effect immediately upon its passage. PASSED AND ADOPTED by the Butte County Board of Supervisors this 28th day of September 2004 by the following vote: AYES: Supervisors Dolan, Houx, Josiassen, Yamaguchi and Chair Beeler NOES: None ABSENT: None NOT VOI'INCi: None R. J. BEELER, Chair Board of Supervisors ATTEST: PAUL MCINTOSH, Chief Administrative Officer and Clerk of the Board of Supervisors ,, Deputy. no~~ssFi:~~ i ~za.~ 4Q9'9-d59 JYW 5