HomeMy WebLinkAboutCC Res 4067 1991-07-22
I
I
I
,
RESOLUTION NO. ~l
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SEAL BEACH
PROVIDING FOR THE BORROWING OF FUNDS FOR FISCAL YEAR 1991/1992
AND THE ISSUANCE AND SALE OF 1991 TAX AND REVENUE ANTICIPATION
NOTES THEREFOR, APPOINTING A FINANCIAL ADVISOR AND BOND
COUNSEL AND APPROVING, AUTHORIZING AND DIRECTING EXECUTION OF
AN AGREEMENT FOR FINANCIAL ADVISORY SERVICES AND AN AGREEMENT
FOR LEGAL SERVICES IN CONNECTION THEREWITH
RESOLVED, by the City Council of the City of Seal Beach (the "City"), as follows:
WHEREAS, pursuant to Article 7.6 (commencing with section 53850) of Chapter 4 of Part
1 of Division 2 of Title 5 of the California Government Code (the "Law"), this City Council (the
"Councll") has found and detennlned that moneys are needed for the requirements of the City, a
munlclP!ll corporation and chartered c/ty duly organized and existing under the laws of the State of
California, to satisfy obligations payable from tfie General Fund of the C!tY (the "General Fund"),
and that It is necessary that said sum be borrowed for such purpose at thiS time by the Issuance
of temporary notes therefor In anticlpation of the receipt of taxes, revenue and other moneys to
be received by the City for the General Fund during or allocable to the fiscal year of the City
beginning July 1, 1991, and ending June 30, 1992 ("Fiscal Year 1991/1992"); and
WHEREAS, it Is desirable to appoint a flnanclal advisor and bond counsel In connection
therewith:
NOW, THEREFORE, It Is hereby DETERMINED and ORDERED as follows:
Section 1. Umltation on Maximum Amount The principal amount of notes Issued pursuant
hereto, when added to the interest payable thereon, shall not exceed eighty-fIVe percent (85%)
of the estimated amount of the uncollected taxes, revenue and other moneys of the City for the
General Fund attributable to Fiscal Year 1991/1992, and available for the payment of said notes
and the Interest thereon (as hereinafter provided).
Section 2. Authorization and Tenns of Notes. Solely for the purpose of anticipating
taxes, revenue and other moneys to be received by the City for the General Fund durlnll or
allocable to Fiscal Year 1991/1992, and not pursuant to any common plan of financlng, the City
hereby determines to and shall borrow the principal amount of one million nine hundred fifty
thousand dollars ($1,950,000) by the Issuance of temporary notes under the Law, deslanated
"City of Seal Beach (Orange County, California) 1991 Tax and Revenue Anticlpation f.lotes"
(the "Notes"). The Notes shall be Dated August 1, 1991, shall mature (without option of prior
redemption) on July 31, 1992, and shall bear fnterest, payable at maturity and compUted on a 30-
day month136o-day year basis, at the rate detennlned In accordance with the Note Purchase
Agreement to be presented by The Bank of California, N .A. Both the principal of and Interest on
the Notes shall be payable In lawful money of the United States of America as described below.
Section 3. Fonn of Notes: Book Entrv Onlv SllStem. The Notes shall be Issued In fully
registered fonn, without coupons, and shall be substantially In the fonn and substance set forth In
Exnlbit A attached hereto arid by reference incorporated herein, the blanks In said fonn to be filled
In with appropriate words and figures. The Notes shall be numbered from 1 consecutively
upward in order of Issuance, shall be In the denomination of $1,000 each or any Integral multiple
thereof.
"CUSIP" identification numbers shall be Imprinted on the Notes, but such numbers shall
not constitute a part of the contract evidenced by the Notes 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 Notes. In addition, failure on the part of the City to use such CUSIP numbers In any
notice to the registered owners of the Notes shall not constitute an event of default or any
violation of the CIty's contract with such owners and shall not Impair the effectiveness of any
such notice.
Except as provided below, the owner of all of the Notes shall be The Depository Trust
Company, New York, New York ("DTC"), and the Notes shall be registered In the name of Cede
& Co., as nominee for DTC. The Notes shall be Initially executed and delivered In the fonn of a
single fully registered Note In the full aggregate prlnclpa amount of the Notes. The CIty may treat
DYC (or its nominee) as the sole and exclusive owner of the Notes registered In Its name for all
purposes of this Resolution, and the City shall not be affected by any notice to the contrary.
The City shall not have any responsibility or obligation to any participant of DTC (a
"Participant', any person claiming a beneficial ownership Interest In the Notes under or through
DTC or a Partlclpant (a "Beneficial Owner" or any other person not shown on tile register of the
City as being an owner, with respect to the accuracy of any records maintained by DTe or any
Pai1Iclpant or the payment by DTC or any Partlclpant by DTC or any Participant 01 any amount
In respect of the prlnclpal or Interest with respect to the Notes. The City shall pay air principal
and interest with respect to the Notes only to DTC or Its nominee, and all such payments shall be
valid and effective to fully satisfy and discharge the CIty's obligations with respect to the
principal and Interest with respect to the, Notes to the extent Of the sum or sums so paid. Except,
Resolution Number ~6i'
under the conditions noted b8low, no person other than OTC shall receive a Note. Upon delivery
by OTC to the City of written notice to the effect that OTC has determined to substitute a new
nominee In place of Cede & Co., the term "Cede & Co." In this Resolution shall refer to such new
nominee of OTC.
If the City determines that It Is In the best Interest of the Beneficial Owners that they be
able to obtain Notes and delivers a written certificate to OTC to that effect, OTC shall notify the
Participants of the availability through OTC of Notes. In such event, the City shall Issue, transfer
and exchange Notes as requested by OTC and any other owners In appropriate amounts. OTC
may determlne to discontinue providing Its services with respect to the Notes at any time by
gMng notice to the City and discharging Its responsibilities with respect thereto under applicable
law. Under such circumstances (If there Is no successor securities depository), the City shall be
obligated to deliver Notes as described In this Resolution. Whenever OTC requests the City to I
do so, the City will cooperate with OTC In taking appropriate action after reasonable notice to (a)
make available one or more separate Notes evidencing the Notes to any OTC Participant having
Notes credited to Its OTC account or (b) arrange for another securities depository to maintain
custody of Certificates evidencing the Notes.
Notwithstanding any other provision of this Resolution to the contrary, so long as any
Note Is registered In the name of Cede & Co., as nominee of OTC. all payments with respect to
the principal and Interest with respect to such Note and all notices with respect to such Note shall
be made and given. respectively. to OTC as provided as in the representation letter delivered on
the date of Issuance of the Notes.
Section 4. Use of pr~s. The proceeds of the sale of the Notes shall be deposited in
a segregated account In the neral Fund and used and expended by the City for any purpose
for which It Is authorized to expend funds from the General Fund.
S8ction 5. Securl\)'. The principal amount of the Notes, together with the Interest thereon.
shall be payable from taxes, revenue and other moneys which are received by the City for the
General Fund for Fiscal Year 1991/1992. As security for the payment of the principal of and
Interest on the Notes the City hereby pledges the first "unrestricted moneys. (as hereinafter
defined) to be received by the City (a) In the amount of $975,000 In the month of January, 1992,
and (b) in the amount of $975.000. plus an amount sufficient to pay Interest as due on the Notes
at their maturity. In the month of June, 1992 (such pledged amounts being hereinafter called the
"Pledged Revenues"). The principal of the Notes and the interest thereon shall constitute a first
lien and charge thereon and shall be payable from the Pledged Revenues. To the extent not so
paid from the Pledged Revenues, the Notes shall be paid from any other moneys of the City
lawfully available therefor. In the event that there are Insufficient "unrestricted moneys. receivea
by the City to permit the deposit Into the Repayment Account (as hereinafter defined) of the full
amount of the Pledged Revenues to be deposited In any month by the last business day of such
month, then the amount of any deficiency shall be satisfied and made up from any other moneys
of the City lawfully available for the repayment of the Notes and Interest thereon. The term
.unrestrlcted moneys" shall mean taxes, Income, revenue, cash receipts, and other moneys
Intended as receipts for the General Fund for Fiscal Year 1991/1992 and which are generally
available for the payment of current expenses and other obligations of the City.
Section 6. ReDavment Account. There is hereby created, within the General Fund. a
special account to be designated the .1991 Tax and Revenue Anticipation Note Repayment
Account" (the "Repayment Account") and applied as directed in this Resolution. Any money
placed In the Repayment Account shall be for the benefit of the owners of the Notes and, until the
Notes and all Interest thereon are paid or until provision has been made for the payment of the
Notes at maturity with interest to maturity, the moneys In the Repayment Account shall be
applied solely for the-purposes for which the Repayment Account Is createdj provided, however,
that any Interest eamed on amounts deposited In the Repayment Account shall periodically be
transferred to the General Fund.
Ourlng the months of January, 1992, and June. 1992. the City shall deposit all Pledged
Revenues In the Repayment Account. On July 31.1992. the City shall transfer to OTC the
moneys In the Repayment Account necessary to pay the principal of and Interest on the Notes at
maturity and to the extent said moneys are InsuffiCient therefor an amount of moneys from the
General Fund which will enable payment of the full principal of and Interest on the Notes at
maturity. OTC will thereupon make payments of principal of and Interest on the Notes to the
OTC P8rtlclpants who will thereupon make payments to the Beneficial Owners of the Notes.
Any moneys remaining In the Repayment Account after the Notes and the Interest thereon have
been paid, or provision for such payment has been made, shall be transferred to the General
Fund.
Section 7. Oeposit and Investment of Repayment A"'""unt. All moneys held by the City
In the Repayment Account, If not invested, shall be held In time or demand deposits as public
funds and shall be secured at all times by bonds or other obligations which are authorized by law
as security for public deposits, of a market value at least equal to the amount required by law.
Moneys In the Repayment Account shall, to the greatest extent possible, be Invested by
the City Treasurer directly, or through an investment agreement, In Investments as permitted by
the laws of the State of Callfomla as now In effect and as hereafter amended. and the proceeds
of any such Investments shall be deposited In the Repayment Account
I
I
I
I
I.
'.
'Re~olu~ion Number ~/
Section B. Execution of Notes. The Mayor, the City Manager or the Finance Director of
the City is hereby authorized to execute the Notes by manual or facsimile signature, and the City
Clerk of the City Is hereby authorized to countersign the same by manual or facsimile signature
(although at least one of such sianatures shall be manual) and to affix the seal of the City thereto
by facSImile Impression thereol, and said officers are hereby authorized to cause the blank
spaces thereof to be filled In as may be appropriate.
Section 9. Tramlfer of Notes. Any Note may, In accordance with its terms, but only if the
City determines to no longer maintain the book entry only status of the Notes, DTC determines to
discontinue p!ovldlng such services and no successor securities depository Is named or DTC
requests the City to deliver Note certificates to particular DTC Participants, be transferred, upon
the books required to be kept pursuant to the provisions of Section 11 hereof, by the person In
whose name it Is registered, In person or by his duly authorized attorney, upon surrender of such
Note for cancellation at the office of the City Clerk, accompanied by delivery of a written
Instrument of transfer In a form approved by the City, duly executed.
Whenever any Note or Notes shall be surrenclered for transfer, the City shall execute and
deliver a new Note or Notes, for Rke aggregate prIn_ amounL
Section 10. Exchanoe of Notes. Any Note may, in accordance with Its terms, but only If
the City determines to no longer maintain the book entry only status of the Notes, DTC
determines to discontinue providing such services and no successor securities depository Is
named or DTC requests the City to deliver Note certificates to particular DTC Participants, be
exchanged at the office of the City Clerk for a like aggregate princlpalllmount of Notes of
authorized denominations and of the same maturity.
Section 11. Note Re9lster. The City shall keep or cause to be kept sufficient books for
the registration and transfer of the Notes If the book entry only system Is no longer In effect and,
In such case, the City Clerk shall register or transfer or cause to be registered or transferred, on
said books, Notes as herein before provided. While the book entry onlY system Is In effect, such
books need not be kept as the Notes will be represented by one Note registered In the name of
Cede & Co., as nominee for DTC.
Section 12. IemDorary Notes. The Notes may be Initially Issued In temporary form
exchangeable for d8lliilllve Notes when ready for delivery. The temporary Notes may be
printed, lithographed or typewritten, shall be of such denominations as may be determined by the
City, and may contain such reference to any of the provisions of this Resolution as may be
appropriate. Every temporary Note shall be executed by the City up'on the same conclltlons and
In substantially the same manner as the definitive Notes. If the City Issues temporary Notes It
will execute and furnish definitiVe Notes without delay, and thereupon the temporary Notes may
be surrendered, for cancellation, In exchange therefor at the office of the City Clerk and the City
Clerk shall deliver In exchange for such temporary Notes an equal aggregate principal amount of
definitive Notes of authorized denominations. Until so exchanged, the temporary Notes shall be
entitled to the same benefits pursuant to this Resolution as definitive Notes executed and
delivered hereunder.
Section 13. Notes Mutilated. Losl. Destroyed or Stolen. If any Note shall become
mutilated the City, at the expense of the owner of said Note, shall execute and deliver a new
Note of Ilke maturity and principal amount In exchange and substitution for the Note so mutilaled,
but only upon surrender to the City Clerk of the Note so mutilated. Every mutilated Note so
surrendered to the City Clerk shall be cancelled and delivered 10, or upon the order of, the City. If
any Note shall be lost, destroyed or stolen, evidence of such loss, destruction 'or theft may be
submitted to the City and, If such evidence be satisfactory to the City and Indemnity satisfactory
to it shall be given, the City, at the expense of the owner, shall execute and deliver a new NOle
of Ilke maturity and prlncJpal amount In lieu of and In substitution for the Note so lost. destroyed or
stolen. The City may require payment of a sum not exceeding the actual cost of preparing each
new Note Issued under this Section 13 and of the expenses which may be Incurred by ttie City
In the premises. Any Note Issued under the provisions of this Section 13 In lieu of any Nole
alleged to be lost, destroyed or stolen shall constitute an original additional contractual obligation
on the part of the City whether or not the Note so alleged to be lost, destroyed or stolen be at
any time enforceable by anyone, and shall be equally and proportionately entitled to the benefits
of this Resolution with all other Noles Issued pursuant to thIS Resolulion.
Section 14. Covenants and Warranlles. It Is hereby covenanted and warranted by the
City that all representations and recitals contained in this Resolution are true and correct. and thai
the City and Its appropriate officials have duly taken all proceedings necessary to be taken by
them, and will take any additional proceedings necessary to be taken by them, for the prompl
collection and enforcement of the taxes, revenue, cash receipts and other moneys pledged
hereunder In accordance with law and for carrying out the provisions of this Resolution.
Section 15. Tax Covenants.
(a) Private Business Use Umitation. The City shall assure thai:
_Resolution Number 10, '/
I
(I) not In excess of ten percent (10%) of the face amount of the Notes, plus
accrued Interest and premium, If any, less original Issue discount, if any (the "Proceeds"l,
is used, directly or Indirectly, In a trade or business carried on by a natural person or rn
any activity carried on by a person other than a natural person, excluding, however. use
by a govemmental unit and use as a member of the general public ("Pi1vate Business
Use")lf, In addition, the payment of the principal of, or the Interest on more than 10 percent
of the Proceeds of the Notes Is (under the terms of the Notes or any underlying
arrangement) directly or Indirectly, (I) secured by any Interest In property, or payments In
respect of property, used or to be used for a Private Business Use, or (II) to be derived
from payments In respect of property, or borrowed money, used or to be used for a
Private Business Use; and
(II) In the event that In excess of five percent (5%) of the Proceeds of the Notes is
used tor a Private Business Use, and, In addition, the payment of the principal of, or the
Interest on, more than five ~5%) percent of the Proceeds of the Notes Is (under the tenns
of the Notes or any underlying arrangement), directly or indirectly, secured by any Interest
In property, or payments In respect of property, used or to be used for said Private
Business Use or Is to be derived from payments In respect of property, or borrowed
money, used or to be used for a Private Business Use, then, (A) said excess over said
five percent (5%) of the Proceeds of the Notes which is used for a Private Business Use
shall be used for a Private Business Use related to a government use of such Proceeds
and (B) each such Private Business use over five percent (5%) of the Proceeds of the
Notes which is related to a govemment use of such Proceeds shall not exceed the amount
of such Proceeds which Is used for the government use of Proceeds to which such Private
Business Use Is related.
(b) Private Loan LImitation. The City shall assure that not In excess of flve percent (5%)
of the Proceeds of the Notes Is to be used, directly or Indirectly, to make or finance loans
(excluding Investments and excluding loans which enable the borrower to finance any
governmental tax or assessment of general application for a specific essential governmental
function) to persons other than state or local government units.
(c) Federal Guarantee Prohibition. The City shall not take any action or permit or suffer
any action to be taken if the result of the same would be to cause the Notes to be "federally
~uaranteed" within the meaning of section 149(b) of the Internal Revenue Code of 1986 (the
Code") and the regulations promulgated thereunder.
(d) No Arbitr8Qll. The City shall not take, or pennlt or suffer to be taken any action with
respect to the Proceeds of the Notes which if such action had been reasonably expected to have
been taken, or had been deliberately and Intentionally taken, on the date upon which there is a
Dhyslcal delivery of the Notes In exchanae for the amount representing the purchase of the Notes
by the original purchasers thereof woulO have caused the Notes to be "arbitrage bonds" within
the meaning of section 148(a) of the Code and regulations promulgated thereunder.
(e) Rebate of Excess Investment Earnings to United States: Safe Harbor Rules. The City
covenants that II will assure compliance with requirements for rebatE! of excess Investment
earn~ to the federal government In accordance with section 148(f) of the Code, to the extent
appll Ie. The CI!)' shall not be obligated to rebate excess Investment earnings to the federal
government if the City compiles with the Safe Harbor Rules (as hereinafter defined).
"Safe Harbor Rules" means the rules set forth In section 148(f)(4)(BI(Iii) of the Code,
which rules generally state that, In the case of an Issue of tax and revenue anticipation notes, the
net proceedS of the notes (Including Interest earnings thereon) shall be treated as expended for
the governmental purpose of the Issue on the first day after the date of Issuance that the
cumulative cash flow deficit to be financed by such Issue exceeds 90 percent of the aggregate
face amount of such Issue. "Cumulative cash flow deficlr Is defined therein to mean, as of the
date of computation, the excess of the expenses paid during the period beginning on the date of
Issuance of the notes and ending on the earliest of the maturity of the Issue, the date six months
after such date of Issuance or th8 date of co"llutallon of cumuli1llve cash flow deficit, which would
ordinarily be paid out of or financed by anticipated tax or other revenues over the aggregate
amount available (other than the proceeds of the issue) during such period for the payment of
such expenses.
Section 16. OffArlna Memorandum. The City Council hereby approves the Offering
Memorandum describing the Notes and the Certificates, In substantially the form on file with the
City Clerk, together with any changes therein or additions thereto deemed advisable by the
Mayor, the City Manager, the Anance Director or any other qualified officer of the City. The CIty
Council authorlzes and directs the Finance Director or his designee on behalf of the CIty to deem
"final" pursuant to Rule 1502-12 under the Securities Exchange Act of 1934 (the "Aule") the
Offering Memorandum prior to Its distribution by the Underwriter. The execution of the Offering
Memorandum, which shall Include such changes and additions thereto deemed advisable by the
Finance Director or any other qualified officer of the City and such Infonnation permitted to be
excluded from the Offering Memorandum pursuant to the Rule, shall be conclusive evidence of
the approval of the Offering Memorandum by the City.
The Finance Director or his designee is authorized and directed to execute the Offering
Memorandum and a statement that the lacts contained In the Offering Memorandum, and any
supplement or amendment thereto (which shall be deemed an Original part thereof for the purpose
of such statement) were, at the time of sale of the Notes and the Certificates, true and correct 1n all
I
I
I
I
I
I
. . \ \
, "::..
#J61
Resolution Number
material respects and that the Offering Meinorandum did not, on the date of sale of the Notes, and
does not, as of the date of delivery o(the Notes and the Certificates contaln any untrue statement'
of a material fact with respect to the City or omit to state material facts with respect to the City
required to be stated where necessary to make any statement made therein not misleading In the
light of the circumstances under which It was made. The Finance Director or his designee shall
take such further actions prior to the signing of the Offering Memorandum as are deemed
necessary or appropriate to verify the accuracy thereof.
Section 17. Sale of Notes. The Notes are hereby authorized to be sold to The Bank of
Callfomla, N.A. as underwriter (the "Underwriter") pursuant to and In accordance with a Note
Purchase Agreement, by and between the City and the Underwriter, at the Interest rate of 6.25%
and at a discount of .375%. The Mayor, the City Manager and the Finance Director are hereby
separately authorized and directed to execute the Note Purchase Agreement, when presented. for
and In the name and on behalf of the City.
Section 18. The financial advisory firm of Kelling, Northcross & Nobriga, Inc., San
Francisco, California ("Kelling"), Is hereby appointed to act as financial advisor In connection with
issuance of the Notes.
Section 19. The law firm of Jones Hall Hill & White, A Professional Law Corporation, San
Francisco, Califomla ("Jones Hall"), Is hereby appointed to act as bond counsel In connection
with said financing proceedings.
Section 20. That certain Agreement for Financial Advisory Services by and between the
City and Kelling for financial advisory services In connection with Issuance of the Notes, a copy
of which Is on file with the City Clerk, Is herel?>' approved. The Mayor, the City Manager or the
Finance Director Is hereby authorized and directed in the name and on behalf of ttie City to
execute said Agreement and the City Clerk Is hereby authorized and directed to attest to such
official's signature.
Section 21. That certain Agreement for Legal Services by and between the City and
Jones Hall for legal services in connection with issuance of the Notes, a co~ of which Is on file
with the City Clerk, Is hereby approved. The Mayor, the City Manager or the Finance Director Is
hereby auttiorlzec;l and directed In the name and on behalf of the City to execute said Agreement
and the City Clerk Is hereby authorized and directed to attest to such official's signature.
Section 22. PreDaratlon of Notes. Jones Hall Hili & White, A Professional Law
Corporation, as Bond Counsel, Is directed to cause suitable Notes to be prepared showing on
their face that the same bear Interest at the rate specified In the executed Note Purchase
AQreement, and to cause the blank spaces therein to be filled In to comply with the provisions of
thiS Resolution, and to procure their execution by the proper officers, and to cause the Notes to
be delivered when so executed to DTC on behalf of the Underwriter thereof upon the receipt of
the purchase price by the City Treasurer In accordance with the Note Purchase Agreement
Section 23. Official Action. The Mayor, the City Manager, the Finance Director, the City
Treasurer and the City Clerk, or any of them, are further authorized and dlrected to make, execute
and deliver such certificates, agreements and other closing documents as are necessary to
consummate the transactions contemplated by this Resolution.
. . . . . . . .
I hereby certify that the foregoing Resolution was duly adopted by the City Council of the
City of Seal Beach at a scheduled meeting thereof, held on the 22nd day of July, 1991, by the
following vote of the City Council: J.tf,., '")~ ~.
AYES: t0b~/J;+,,:f/44t~Y,~J' Uot7U
NOES: ~
ABSENT:
Resolution Number 1/061
I
STATE OF CALIFORNIA )
COUNTY OF ORANGE ) SS
CITY OF SEAL BEACH )
I, Joanne M. Yeo, Ci~y Clerk of the City of Seal Beach,
California, do hereby certify that the fOregO~g~eSolution
is a copy of the original Resolution Number 0'" on file
in the office of the City Clerk, pass , approve and adopted
by the City Council ~~~. City of S al each at a meetjp,g
thereof held on the~day of , 19!:f1.
I
'-
I
I
I
I
I
iResoluti:on Number ~ I
EXHIBIT A
[Form of Note]
CITY OF SEAL BEACH
(ORANGE COUNTY, CALIFORNIA)
1991 TAX AND REVENUE ANTICIPATION NOTE
INTEREST RATE:
MATURITY DATE:
July 31, 1992
ISSUE DATE:
August1,1991
CUSIP:
REGISTERED OWNER: CEDE & CO.
PRINCIPAL SUM: ONE MILLION NINE HUNDRED FIFTY lliOUSAND DOLLARS ($1,950,000)
The CITY OF SEAL BEACH, a municipal corporation and chartered city, duly organIzed
and exlstlng under and by virtue of the Constitution and laws of the State of Callfomla (the
.Clty.), for value received hereby promises to pay to the Registered Owner stated above, or
regrstered assigns (the "Owner"), on the Maturity Date stated above, the Principal Sum stated
above, In lawfuf money of the United Slates of America, and to pay Interest thereon In like lawful
money at the rate per annum stated above, payable on the Maturity Date stated above,
calculated on the basis of 36(Hjay year composed of twelve 3o-day months. Both the principal
of and Interest on this Note shall be payable at maturity to the Owner.
It Is hereby certified, recited and declared that this Note Is one of an authorized Issue of
Notes In the aggregate princIpal amount of one million nine hundred fifty thousand dollars
($1,950,000), all of like tenor, Issued pursuant to the provisions of Resolution No. of the City
Council of the City duly passed and adopted on July 22, 1991, and pursuant to Article 7.8
(commencing with section 53850) of Chapter 4, Part 1, Division 2, Title 5, of the Callfomla
Government Code, and that all things, conditions and acts required to exist, happen and be
performed precedent to and In the Issuance of the Notes exist, have happened arid have been
performed In regular and due time, form and manner as requIred by law, and that this Note,
together with all other Indebtedness and obligations of the City, does not exceed any limit
prescribed by the Constitution or statutes of the 'State of Callfomla.
The principal amount of the Notes, together with the Interest thereon, shall be payable
from taxes, revenue and other moneys which are received by the City for the General Fund of
the City for FIscal Year 1991/1992. As security for the payment of the principal of and Interest on
the Notes the City has pledged the first .unrestrlcted moneys. (as hereinafter defined) to be
received by the Cfty (a) fn the amount of $975,000 In the month of January, 1992, and (b) In the
amount of $975,000, plus an amount sufficient to pay Interest as due on the Notes at their
maturlty,ln the month of June, 1992 (such pledged amounts being hereinafter called the .Pledged
Revenues.). The principal of the Notes and tI1e Interest thereon shall constitute a first lien and
charge thereon and shall be payable from the Pledged Revenues. To the extent not so paid from
the Pledged Revenues, the Notes shall be paid from any other moneys of the City lawfully
available therefor. In the event that there are insufficient .unrestricted moneys. receIVed by the
City to permit the deposit Into the Repayment Account (as hereinafter defined) of the full amount
of the Pledged Revenues to be deposited In any month by the last business day Of such month,
then the amount of any deficiency shall be satisfied and made up from any other monttys of the
City lawfully available for the repayment of the Notes and Interest thereon. The term
.unrestricted moneyS. shall mean taxes, Income, revenue, cash receipts, and other moneys
Intended as receipts for the General Fund of the City for Fiscal Year 1991/1992 and which are
generally available for the payment of current expenses and other obligations of the CIty.
The Notes are Issuable as fully registered Notes, without coupons, In denominations of
$1,000 and any Integral multiple thereof. Subject to the limitations and conditions 88 provided In
the Resolution, Notes may be exchanged for a like aggregate principal amount of Notes of other
authorized denominations and of the same maturity.
The Notes are not subject to redemption prior to maturity.
This Note Is transferable by the Owner hereof, but only under the circumstances, In the
manner and subject to the IImltatlons provided In the Resolution. U~n registration of such
transfer a new Note or Notes, of autl10rlzed denomination or denominations, for the same
aggregate principal amount and of the same maturity will be Issued to the transferee In exchange
herefor.
The City may treat the Owner hereof as the absolute owner hereof for all purposes, and
the City shall not be affected by any notice to the contrary.
Unless this certificate 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
Resolution Number tid61
I
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., ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR
OTHERWISE BY OR TO ANY PERSON IS WRONGFUL since the registered owner hereof,
Cede & Co., has an Interest herein.
IN WITNESS WHEREOF, the City of Seal Beach has caused this Note to be executed
by the Mayor of the City and countersigned by the City Cler\( of the City, and caused Its official
seal to be affixed hereto all as of the Issue Date stated above.
CITY OF SEAL BEACH
By
~~atul'll)
ayor
I
[SEAL]
Countersigned:
By
bftlg~rel
'ty ler\(
ABBREVIATIONS
The following abbreviations, when used In the inscription on the face of this Note, shall be
construed as though they were written out In full according to applicable laws or regulations:
TEN ENT - as tenants by the
entireties
JT TEN - as joint tenants with
_ right of survivorship
_ and not as tenants In
_common
UNIF GIFT MIN ACT _ Cu8kXian
(Cust)_(Mlnor)_
under Untonn Gilts to Minors
Act
(State)
I
TEN COM - as tenants In COhll1lO11
ADDITIONAL ABBREVIATIONS MAY AlSO BE USED
THOUGH NOT IN THE UST /IBOVE
(FORM OF ASSIGNMENT)
For value received the undersigned hereby sells, assigns and transfers unto
(Name, Add,.. end Tu Idenllllcallon or Sociel Security Number of Assign..)
the withln-reglstered Note and hereby Irrevocably constitute(s) and appolnts(s)
attomey,
to transfer the same on the Note register of .the City with full power of substitution In the
premises.
Dated:
Signature Guaranteed:
I
NOTICE: The s1gnature(s) on this assignment
nLIst correspond with the name(s) as written
on the lace of the within Note In every
partlallar without alteration or enlargement
or any change whatsoever.
NOTICE: S1gnature(s) nLIS1 be guaranteed by a
mermer linn of the New Yolk Stock Exchange or a
commercial bank of trust company
I
I
I
Reschution Number #61
/
$1,950,000
CITY OF SEAL BEACH, CALIFORNIA
1991 TAX AND REVENUE ANTICIPATION NOTFS
NOTE PURCHASE AGREEMENT
July 22, 1991
City of Seal Beach
211 Eighth Street
Seal Beach, CA 90740
The undersigned (the 'Underwriter") hereby offers to enter into this Note Purchase Agreement (the
"Agreement") with you, the City of Seal Beach (the "City'), for the purchase by the Underwriter and
issuance and delivery by you of !he Notes described herein. This offer is made subject to acceptance by
you prior to 11:59 o'clock p.m. Pacific Daylight Time on July 22, 1991. If this offer is not so accepted,
this offer will be subject to withdrawal by the Underwriter upon notice delivered to you at any time prior
to acceptance. Upon acceptance, this Agreement shall be in full force and effect in accordance with its
terms and shall be binding upon the City and the Underwriter.
1. Purchase. Sale and Delivery of the Notes
(a) Subject to the terms and conditio.ns and in reliance upon the representations, warranties and
agreements set forth herein, the Underwriter hereby agrees to purchase from the City and the City
hereby agrees to issue and deliver, to the Underwriter all (but not less than all) principal amount of
its 1991 Tax and Revenue Anticipation Notes (the "Notes").
The aggregate purchase price for the Notes shall be $1,942,687.50 (consisting of the aggregate
principal amount of the Notes less an underwriter's discount of .375%), dated and delivered as of
the Closing. The Notes shall bear interest at the rate of 6.25% per annum, computed on a 3o-day
month/360-day year basis and shall mature, without right of prior redemption, on July 31, 1992. The
Notes shall be substantially in the form described in, and shall be issued, delivered and secured under
and pursuant to, and shall be payable as provided in, that certain resolution adopted by the City on
July 22, 1991, providing for the issuance of the Notes (the "Resolution").
(b) No later than 10:00 o'clock a.m. Pacific Daylight Time, on August 1, 1991 or at such other time
or on such other date as we mutually agree upon (the "Closing"), the City will deliver or cause to
be delivered to the Underwriter, at the offices of Jones Hall Hill & White, A Professional Law
Corporation (the "Bond Counsel ") in San Francisco, Califomia, or at such other place as may
mutually be agreed upon, the proof of delivery of the Notes in the form described below, duly
. executed, together with the other documents hereinafter mentioned; and the Underwriter will accept
. such delivery and pay the purchase price thereof in immediately available funds to the order of the
City. The Notes shall be in the form of a single fully registered note registered in the name of Cede
& Co., as nominee for Deoository Trust Comoanv COTC).
(c) The Underwriter agrees to make a public offering of the Notes at the initial offering price of par.
Subsequent to such initial offering, the Underwriter reserves the right to change such initial offering
price as it deems necessary in connection with the marketing of the Notes. This offering will be an
unrated transaction, and sold only to sophisticated investors who must execute a certificate indicating
their understanding of this offering and all of the inherent risks. The Notes will not be transferable
or resold prior to maturity.
2. Renresentations. Warranties and Ag-reements of the City
The City hereby represents, warrants and agrees with the Underwriter that:
(a) The City is duly organized and validly existing pursuant to the Constitution and laws of the State
of California.
(b) (i) At or prior to the Closing, the City will have taken all action required to be taken by it to
authorize the issuance and delivery of the Notes; (ii) the City has full legal right, power and authority
to enter into this Agreement, to adopt the Resolution, to issue and deliver the Notes to the
Underwriter and to perform its obligations under each such document or instrument, and to carry out
and effectuate the transactions contemplated by this Agreement and the Resolution; (iii) by all
Resolution Number t/o61
I
necessary official action, the City, prior to or concurrently with the acceptance hereof, has duly .
adopted the Resolution and has duly authorized and approved (A) the execution and delivery of the
Notes in accordance with the Resolution, and (B) the performance by the City of its obligations
contained in and contemplated by the Notes, the Resolution and this Agreement and such
authorizations and approvals shlill be in full force and effect on the Closing; (iv) this Agreement and
the Notes have been, or on or before the Closing wi\1 be, duly executed and delivered by the City,
and, on the Closing, the Notes, when executed and delivered to the Underwriter in accordance with
the Resolution, and this Agreement wi\1 constitute legally valid and binding obligations, enforceable
in accordance with their respective terms except as such enforcement may be limited by bankruptcy,
insolvency, reorganization, moratorium, or similar laws or equitable prinCiples related to o~ limiting
creditors' rights generally.
(c) No consent, approval, authorization, order, filing, registration, qualification, election or
referendum, of or by any person, organization, court or governmental agency or public body
whatsoeVer is required (except such as have been filed, made or obtained) in connection with the
issuance, delivery or sale of the Notes or the consummation of the other transactions effected or
contemplated herein or hereby.
(d) The adoption of the Resolution, the issuance of the Notes, the execution, delivery and
performance of this Agreement, and the Notes, and compliance with the provisions hereof and thereof
do not conflict with, or constitute on the part of the City a violation of or default under, the
Constitution of the State of Califomia or any existing law, charter, ordinance, regulation, decree,
order or resolution and do not conflict with or result in a violation or breach of, or constitute a
default under, any agreement, indenture, mortgage, lease or other instrument to which the City is a
party or by which the City is a party or by which it is bound or to which it is subject.
I
(e) To the knowledge of the City, as of the ti~e of acceptance hereof, no action, suit, proceeding,
hearing or investigation is pending or threatened against the City;. (i) in any way affecting the
existence of the City or in any way challenging the respective powers of the several offices or the
titles of the officials of the City to such office; or (ii) seeking to restrain or enjoin the rale, issuance
or delivery of any of the Notes, the application of the proceeds of the sale of the Notes, or in any
way contesting or affecting the validity or enforceability of the Notes, this Agreement or the
Resolution, or contesting the powers of the City or its authority with respect to the Notes, the
Resolution or this Agreement; or (Iii) in which a final adverse decision could (a) materially adversely I
affect the consummation of the transactions contemplated by this Agreement or the Resolution, (b)
declare this Agreement or the Resolution to be invalid or unenforceable in whole or in material part,
or (c) adversely affect the exclusion from gross income of the interest paid on the Notes for purposes
of Federal income tax or the exemption thereof by the State of California.
(t) Between the date hereof and the Closing, withouf the prior written consent of the Underwriter,
the City shall not have issued any bonds, notes or other obligations repayable from the same source
of revenues as the Notes.
(g) The City has not been notified of any listing or proposed listing by the Internal Revenue Service
to the effect that the City is a bond issuer whose arbitrage certificates may not be relied upon.
(h) Any certificate signed by any officer or official of the City and delivered to the Underwriter shall
be deemed a representation and warranty by the City to the Underwriter as to the statements made
therein but not of the person signing the same.
(i) The City wi\1 apply the proceeds from the sale of the Notes for the purposes specified in the
Resolution.
3. Conditions to the Oblil!ations of the Underwriter
The Underwriter hereby enters into this Agreement in reliance upon the representations and
warranties of the City contained herein and in reliance upon the representations and warranties to be
contained in the documents and instruments to be delivered at the Closing and upon the performance
by the City of its obligations hereunder, both on and as of the date hereof and as of the Closing.
Accordingly, the Underwriter's obligations under this Agreement to purchase, to accept delivery of
and to pay for the Notes shall be subject, at the option of the Underwriter, to the accuracy in all
material aspects of the representations and warranties of the City contained herein, all as of the date
hereof and as of the Closing, to the accuracy in all material respects of the statements of the officials
of the City made in any certificate or other document furnished pursuant to the provisions hereof,
to the performance of by the City of its obligations to be performed hereunder and under the
Resolution at or prior to the Closing, and also shall be subject to the following additional conditions:
I
.. ... '\.
~esolution Number
~61
,
(a) The representations and warranties of the City contained herein shall be true, complete and
correct on the date hereof and on the Closing, as if made on and at the Closing.
I
(b) At the time of the Closing, the Resolution and this Agreement shall have been duly authorized,
executed, issued and delive~ed by the respective parties thereto, in substantially the forms heretofore
presented to the Underwriter, with only such changes as shall have been agreed to by the
Underwriter, and said agreements, documents and instruments shall be in full force and effect and
shall not have been amended, modified or supplemented except as shall have been agreed to by the
Underwriter; and the Underwriter shall have received, in appropriate form, evidence thereof.
(c) Between the date hereof and the Closing, the marketability of the Notes shall not have been
materially adversely affected', in the reasonable judgment of the Underwriter (evidenced by a written
notice to the City terminating the obligation of the Underwriter to accept delivery of and make any
payment for the Notes), by' reason of any of the following:
(1) the declaration of a general banking moratorium by federal, New York or California
authorities, or the general suspension of trading on any national securities exchange;
(2) the imposition by the New York Stock Exchange or other national securities exchange, or any
governmental authority, of any material restrictions not now in force with respect to the Notes
or obligations of the general character of the Notes or securities generally, or the material
increase of any such restrictions now in force, including those relating to the extension of credit
by, or the charge to the net capital requirements of, the Underwriter;
I
(3) legislation enacted (or resolution passed),' or introduced legislation in the Congress or
recommended for passage by the President of the United States, or a decision rendered by a court
established under Article m of the Constitution of the United States or by the Tax Court of the
United States, or an order, ruling, regulation (final, temporary or proposed), press release or
other form of communication issued or made by or on behalf of the Treasury Department of the
United States or the Internal Revenue Service, with the purpose or effect, directly or indirectly,
of imposing federal income taxation upon interest as would be received by the owners of the
Notes; and
(4) legislation enacted (or resolution passed), or introduced legislation in the Congress or
recommend~ for passage by the President of the United States, or an order, decree or injunction
issued by any court of competent jurisdiction, or an order, ruling, regulation (final, temporary
or proposed), official statement issued or made by or on behalf of the Securities and Exchange
Commission, or any other governmental agency having jurisdiction of the subject matter, to the
effect that obligations of the general character of the Notes, or the Notes, including any or all
underlying arrangements, are not exempt from registration under or other requiremen~ from
which they are now exempt under the Securities Act of 1933, as amended, or that the issuance,
offering or sale of obligations of the general character of the Notes, or of Notes, Including any
or all underlying arrangements, as contemplated hereby, otherwise is or would be in violation
of the federal securities laws as amended and then in effect.
(d) At or prior to the Closing, the Underwriter shall have received the following documents, in each
case satisfactory in form and substance to the Underwriter:
(1) a certified copy of the Resolution duly executed and delivered by the City;
I'
(2) the approving opinion, dated the Closing and addressed to the City, of Bond Counsel,
substantially in the form attached to the Offering Memorandum as Appendix A, and an opinion
of such counsel, dated the Closing and addressed to the Underwriter, to the effect that such
opinion may be relied upon. by the Underwriter to the same extent as if such opinion were
addressed to it;
(3) a certificate or certificates, dated the Closing, signed by the City Manager of the City or
another duly authorized official of the City satisfactory to the Underwriter, in form and substance
satisfactory to 'the Underwriter, to the effect that, to the best of his knowledge, (a) the
representations and warranties contained in Paragraph 2 of this Agreement are true and correct
in all material respects on and as of the Closing with the same effect as if made on the Closing;
(b) no litigation is pending or threatened (i) to restrain or enjoin the issuance, sale or delivery.
of any of the Notes, (ii) in any way contesting or affecting the validity of this Agreement, the
Notes or the Resolution, or (iii) in any contesting the existence or powers of the City;
Resolution Number ~61
/
(4) the Offering Memorandum, dated July 22, 1991 and "deemed final' by the City for purposes
of SEC Rule 15c2-12(b)(l), with a reasonable number to be delivered to the Underwriter on or
before Closing;
(5) a no-arbitrage certificate in form satisfactory to Bond Counsel; and
(6) such additional legal opinions, certificates, proceedings, instruments and other documents as
the Underwriter or Bond Counsel may reasonably request to evidence the truth and accuracy, as
of the date hereof and as of the Closing, of the representations of the City herein, and the due
performance or satisfaction by the City at or prior to the Closing of all agreements then to be
performed and all conditions then to be satisfied by the City in connection with the transactions I
contemplated hereby and by the Resolution.
4. Exnenses
(a) The City shall not be obligated to pay any expenses incident to the City's obligations hereunder,
with the exception of the fees and disbursements of Bond Counsel and the financial advisor.
(b) The Underwriter shall pay (i) all advertising expenses in connection with the public offering of
the Notes and' (Ii) all other expenses incurred by it in connection with the public offering of the
Notes, including the fees and disbursements of its counsel, if any, and the fees of the California Debt
Advisory Commission, the CUSIP Service Bureau and DTC.
5. Notices
Any notice or other communication to be given to the City under this Agreement may be given
by delivering the same in writing to the City's address set forth above; and any notice or other
communication to be given to the Underwriter may be given .by delivering the same in writing to:
Underwriter:
The Bank of California, N.A.
Municipal Bond Dept., 9th fl.
400 California St.
San Francisco, CA 94104
I
6. Parties in Interest: Governin!! Law
This Agreement is made solely for the benefit of the City and the Underwriter (including
successors or assigns of the Underwriter) and no other person shall acquire or have any right
hereunder or by virtue hereof. This Agreement shall be governed by the laws of the State of
California.
7. Survival of Reoresentations and Warranties
The representations .and warranties of the City set forth in or made pursuant to this Agreement
shall not be deemed to have been discharged, satisfied or otherwise rendered void by reason of the
Closing or termination of this Agreement and regardless of any investigations or statements as to the
results thereof made by or on behalf of the Underwriter and regardless of delivery of and payment
for the Notes. '
8. Countemarts
. This Agreement may be executed in several counterparts, each of which shall be an original and
all of which shall constitute but one and the same instrument.
9. Effective
This Agreement shall become effective and binding upon the respective parties hereto upon the
execution of the acceptance hereof by a duly authorized official of the City, and shall be valid and
enforceable as of the time of such acceptance.
I
-
,
Resolution Number
Very truly yours,
THE BANK OF CALIFORNIA, N.A.
By:
Title:
I ACCEPTED:
CITY OF SEAL BEACH, CALIFORNIA
By:
Title:
I
I
~1
,
Resolution. Number
OFFERING MEMORANDUM
NON-RATED
In tM opinion of Jonu Hall Hill 4< Mlite, A ProfusioMI Law Corporation, San Francisco, California,
Bond ColUlSel, subject, however, to cenain q/IIJliJiCOlions ducribed Mrein, under existing starutu, regularions,
rulings andjudlciDl decisions, and assuming compliance with cenain COve1llUllS and requiremenls ducribed herein,
interest on 1M /IOtes is excludable from gross income for federal income lax purposu and is e:rempt from California
penoMI Int:tNM taus. In tM opinion of Bond COUllSel, such Inlerut is /lOt a speciJic preference item for puTpOSU
oftMfederallndividlUll or corporale allernolive minimum taus, allhough it is Included in book Income and currenl
earnings In calcularing corporare alIernolive minimum income. See "TAX EXEMn'ION" herein
$1,950,000
CITY OF SEAL BEACH
1991 TAX AND REVENUE ANTICIPATION NOTES
I
Dated: August 1, 1991
Oue: July 31, 1992
The Noles will be issued in denominations of $1,000 or any integral multiples thereof. Principal of and
interest on the Noles will be payable upon maturity. The Noles are to be de1iveted as fully registered Noles,
without coupons and, when delivered, will be registered in the name of Cede & Co., as nominee of The Depository
Trust Company, New York, New York ('DTC') as described herein under "THE NOTES-Book-Entry Fonn."
DTC will act as securities depository of the Noles. Purchases will be made in book-entry form only, in the
principal amount of $1,000 or any integral multiple thereof. The Notes are not subject to redemption prior to
maturity.
The Noles are by statute general obligations of the City of Seal Beach, California (the 'City'), but are
payable solely from taxes, income, revenues, cash receipts and other moneys of the City attributable to the fiscal
year 1991/92 aDd legally available for payment thereof. The NOles are secured by a pledge of certain taxes,
income, revenues and other moneys intended as receipts for the General Fund of the City and which are generally
available for the payment of the current expenses and other obligations or indebtedness of the City pledged by the
City for Note repayment in January 1992 and June 1992 (the 'Pledged Revenues') to be received by the City, in
the amount listed under the headinll "THE NOTES"-Seanity for the Noles." The City has established a special
fimd known as the "1991 Tax and Revenue Anticipation Noles Repayment Account' to segregate the Pledged
Revenues for Note repayment (the 'Repayment Account').
The Noles are direct obligations of the City and, to the extent set forth herein, are legal inveslmeDts for
commercial baDks in California and are eligible to secure deposits of public moneys in California.
I
The following firm, serving as flDllllcial advisor to the City, has structured this issue:
KELLING, NORTHCROSS & NOBRIGA, INC.
Princioal Amount
Interest Rate
$ 1,950,000
6.25 "
The Notu will be offered wMn, as and ifissued and received by the Underwriter, subject 10 approval as
10 their kgaliry by Jones Hall Hill 4< Mlite, Bond Counsel. It is antic/paled Ihallhe NOIU, in book-entry form,
will iHI availDb/6for delivery in New York on or about Au".....t 1. 1991.
No:tUakr, broker, SIllespenon or other penon has been authoriud by the City to give any infomuJtion
or to malee any representations other than those contained herein and, if given or made, such olMr InfomJ4tiDn
or representation must not be relied upon liS having been authoriud by the City. This OUering Memol'llndum
tMHS nol cOMtUUle /III oUer to seU or the solicitation of an offer to buy nor shaU there b, IIny sale of th, NOleS
by II penolt illllny jurisdlctiolt In which Ills Ulllawfulfor such penolt to malee such lilt oUer, soUdtatiolt or sale.
77W OUerittg Memol'lllll1um Is not 10 b, co1lllrued as II colllmct with the purchtuen of the Noles.
SlDterunu colJJ4illed ill this OUerlttg Memorandum which illvoive ,stimates, forecasts or matters of oplnlDII,
whether or "'" uprru/J ID .scribed herrin, IIrr wetllled IDlely as such IIMllrr 1I0t III be col<rUed as -I
rrprrsentatioM of fllCII.
771e blfonttlllloll selfonh herrin Iuu beelt obtalnedfrom sources which IIrr lulUNil III lu rrllable, bUl
Is "'" gutU'/llII,ed as III IICCU1'llcy or compkleMII and Is 1101 10 lu collllrued liS II rrprrsentatiolt by the
Utlllenv""r. 771, blfonttllllolt and uprruloll of oplnlDM herrill /I1'f subject to chllnge withoUl1U)dc, and MlIher
.u"" of this OUerlttg MemomMum nor IIny sale made herrutlller shall, utlller IIny clrcumsliUtces, crrllle III1Y
IntpUctllloll t1uJI therr Iuu beelt lID change ill the affllirs 01 the City Mce the d4tc herrol.
INCONNECTION WITH THIS OFFERING, THE UNDERWRITER MAYOVERALLOl'OREFFECT
TRANSACTIONS WHICH STABlUZE OR MAINTAIN THE MARKET PRICE OF THE NOTES AT A LEVEL
ABOVE 77lAT WHICH MIGHT OTHERWISE PREVAIL IN THE OPEN MARKET. SUCH STABILIZING,
IF COMMENCED, MAY BE DISCONTINUED AT ANY TIME. THE UNDERWRITER MAY OFFER AND
SElL THE NOTES TO CERTAIN DEALERS AND DEALER BANKS AND BANKS ACTING AS AGENT AT
PRICES LOWER THAN THE PUBUC OFFERING PRICE STATED ON THE COVER PAGE HEREOF AND
SAID PUBUC OFFERING PRICE MAY BE CHANGED FROM TIME TO TIME BY THE UNDERWRITER.
I
Resolution Number ~b 1
CITY OF SEAL BEACH
ELECTED omclALS
~lIaJlL if:~;~ 0
Mayor
Gwen Fonythe
Councilperson
J~q1lo Tl1Jllt tolt..LII9N. 'J),/9~ ~
Councilperson
. ~tK'
,8:f' to' lerry Bankston
~ ~eP rr' City MatUJger
(!, , Quinn Barrow
p,tj /lM,~AIi'CityAnOmey
I
I
loanne M. Yea
City Clerk
CITY STAFF
FINANCIAL ADVISOR
Kelling, Northcross & Nobriga, Inc.
595 Market Slreet, Suite 1350
San Francisco, California 94105
BOND COUNSEL
Iooea Hall Hill & White
A Professioaal Law Corporation
4 Embarcadero Center. Suite 1950
San Francisco. California 94104
~,~~ IJJIt-St)~
r....J..L.dI..
Council person
Marilyn Haalings
Council person
Bob Archibold
Assistant City Manger
Mike Zaharas
Assistant FinanCtl Dlnctor
Resolution Number ~
TABLE OF CONTENTS
UfTRODUCTORYSTATEMENT.. ...... ...... ..... ..................... ......
nIB NOTES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
De8cription of the Notes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Purpose of Issue ........................................................ I
AuthorityforIsSlJ8DCO ....................................................
Book-Entry Form .. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Security for the Notes ....................................................
Avsilable Sources ofRopaylDOl1l . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
CONSTlTUTIONAL AND STATUTORY LlMm ON TAXES AND APPROPRIATIONS ..........
ArticleXDIA......................................................... .
Court Challensos 10 Article XDIA . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
lApslation Imple"""'ti", Article XIllA . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Unitary property . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Proposition62 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Artic1eXIIIB ..........................................................
GENERAL CITY FINANCIAL INFORMATION ....................................
Ad Vslorom Property Taxation and Asso:asll(l Vsluation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Tax Levies, Collections and DolinquODcies . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Annual Bud,ol . . . . . . . . . . . . . . . . . . . . , . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Monthly Cash Flows .. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . , . . . . . . . . . . . . . . . . .
FinsncialandAccountinSInformation....,.........".......................... .
CITY OF SEAL BEACH ..........,........................................
Gonoral .............................................................
City Govommont .......................................................
Population ...........................................................
EmployDJeD.t ..........................................................
Co~a1Actiyi~ .....................................................
Coastrucuon ActiVIty. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
T~rtation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . I
Utillllos .............................................................
EducatiOJ1 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Recroation and Community Facilities .......... . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Unrestricted Moneys Available for NolO Repayment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Cash Flows. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Comparative Finsncisl Statements .......... . . . . . . . . . . . . . . . . . . . . '. . . . . . . . . . . . . . .
Property Taxation. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Financisl Obligations. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Statement of Direct and Overlapping Debt. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
RetiromentPrograms .....................................................
LEGAL OPINION .......................................................
TAX EXEMPTION. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
LEGALITY FOR INVESTMENT IN CALIFORNIA ..,....,..........................
LlTIGATION ...........................,.........:....,...............
UNDERWRITING ......,..............,...,..........,..................
ADOmONAL INFORMATION. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
APPENDIX A: FORM OF LEGAL OPINION
APPENDIX B: EXCERPTS FROM THE CITY'S 1989/90 AUDITED FINANCIAL STATEMENTS
I
I
I
I
Resolution Number ~6;r
OFFERING MEMORANDUM
$1,950,000
CITY OF SEAL BEACH
1991 TAX AND REVENUE ANTICIPATION NOTES
INTRODUCTORY Sl'ATEMENT
This OfferiDg Memorandum, including this lJIttoductory Statement, has been prepared under the direction
of the City of Seal Beach (the 'City') and is provided to furnish information in connection with the sale ofilS 1991
Tax aad Revenue Anticipation Notes (the 'Notes') issued in the principal amount of $1,950,000.
The Notes are issUed in full confonnity with the Constitution and laws of the State of California (the
'State') including Article 7.6, Chapter 4, Part I, Division 2, Title 5 (commencing with Section 53850) of the
Gov~t Code of the Stale (the 'lAw') and under the lAw are general obligations of the City payable solely
from those taxes, income, reveuuea, cash receipts aad other moneys attributable to the fiscal year. 1991192 and
legally aVllilable therefor (the 'Un.restricted Moneys'). The Notes are authorized pumJaDt to Resolution No. _
duly passed and adopted on Iuly 22, 1991 (the'Resolution'). The City may, under existing law, issue the Notes
only if the principal of aad inletllst on the Notes will not exceed 85 percent of the estimated Unrestricted MOJlllYs
legally available for the payment of the Notes. Proceeds from the sale of the ~otes will be used for current general
fimd expenditurea, including current expenses, capital expenditures and the discharge of other obligations or
indebtedness of the City.
THE NOTES
Description of the Notes
The Notes will be issued in the aggregate principal amount of $1,950,000 and will be in denominations
of $5,000 or integral multiples thereof. Principal of and interest on the Notes is payabl~ at maturity. The. Notes
will be dated August I, 1991 and will mature Iuly 31, 1992. The Notes are to be deilvered as fully registered
Notes without coupons and, when delivered, will be registered in the name of Cede &. Co., as nominee of The
D~tory Trust Company, New York, New York ("DTC'). DTC will act as securities depository of the Notes.
Purchases will be made in book-entry form only, in the principal amount of $5 ,000 or any integral multiple thereof.
Purpose of Issue
Proceeds of the Note" will provide moneys to meet current general fund expenditures for the fiscal year
1991/92, including current expenses, capital expenditures, and the discharge of other obligations or indebtedness
of the City.
Authority for Issuance
The Notes are issued under the authority of the Law and pursuant to the Resolution.
Book-Entry Fonn
The Oepository Trust Company, New York, New York ('OTC') will act.. securities depository for the
Notes. The ownership of DUO fully registered Note for each maturity as set forth on the cover page, each in the
agregate principal amount of such maturity. will be registered in the name of Cede &. Co., .. nominee for Me.
DTC is a limited-p1I!pOBe trust company organized under the laws of the Stale of New Y orlc:, a member of the
Federal Reserve System, a 'clearing corporation' within the meaning of the New York Uniform Commercial Code
and a 'clearing alleney' registered pursuant to the provisions of Section 17A of the Securities Exchange Act of
1934, as amended. DTC was created to hold securities of its Participaats (the 'Participants') and to facilitate the
clearaace and settlement of securities transactions alDOnll Participants in such securities through e1ecln>nic book_try
changes in accounts of the Participants, thereby eliminating the need of physical movement of securities certificates.
Participants include securities brokers and dealers, banlcs, lrust companies, clearing corporatiOll8 and certain other
organizations, sOme of whom (and/or their representatives) own DTC. Access to the DTC system i8 also available
to others such as banlcs, brokers, dealers and trust companies thaI clear Ihrough or maintain a custodial relationship
with a Participant, either directly or indirectly (the 'lJIdirect Participants').
1be DTC Participants shall receive a credit balance in the records of DTC. The ownership interest of each
actual purchaser of each Note (the 'Beneficial Owner') will be recorded Ihrougb the records of the DTC Participant.
Beneficial Owners are expected to receive a written confirmation of their purchase providing details of the Note
acquired. Transfers of ownership inlerest in the Notes will be accomplished by book-entries made by DTC and,
in turn, by the DTC Participants wbo act on behalf of the Beneficial Owners. Beneficial Owners will not receive
certificates representing their ownership interest in the Noles, except as specifically provided in the Resolution.
So long as Cede &. Co. is the regiSlered owner of the Notes, as nominee of DTC, references herein to lbe
Bondowners or registered owners of the Notes shall mean Cede &. Co. and shall not mean the Beneficial Ownen
of the Note".
Resolution Number ~~ 1
I
DTC may delemline to discontinue providing its service with respect to tho Notes at any timo by giving
DOtice to tho City and discharging its responsibilities with respect thereto under applicable law. Under such
cin:1qDstances, Note certificates are required to be delivered as described in the Resolution. The Beneficial Owner,
upon relliatration of certificates held in tho Beneficial Owner'a name, will become the registered owner of tho Notes.
The City may determine that continuation of the system of book-eDtry transfers through DTC (Dr a
successor securities depository) is not in the best interest of the Beneficial Owners. In such event, Note certificates
will be delivered as described in the Resolution.
The City will recognize DTC or its nominee as the Bondowner for all purposes, including notices and
voting. Conveyance of DOtices and other communications by DTC to DTC Participants, by DTC Participants to
Indirect Participants, and by OTC Participants and Indirect Participants to Beneficial Owners will be governed by I
arrangements among them, subject to any statutory and regulatory requirements as may be ill effect from timo to
time. '
Principal and interest payments on the Notes will be made to DTC or its Dominee, Cede & Co., as
registered owner of tho Notes. Upon receipt of moneys, OTC's current practice is to immediately credit tho
al:COunts of tho DTC Participants in accordance with their respective holdings shown on the records of OTC.
Payments by DTC Participants and Indirect Participants to Beneficial Owners will be governed by standing
instructions and customary practices, as is now the case with municipal securities held for the accounts of customers
in bearer form or registered in 'street name,' and will be the responsibility of such DTC Participant or Indirect
Participant and DOt of DTC or the City, subject to any statutory and regulatory requirements as may be in effect
from time to time.
Security for the Notes
The principal amount of the Notes, together with the interest thereon, shall be payable from taxes, revenues
and other DIOneys which are received by City for the City's general fund during fiscal year 1991/92. As security
for tho payment of the principal of and interest on the Notes, the City bas pledged the Pledged Revenues described
below to be transferred to tho City's Repayment Account at tho times and in the amounts as follows:
Pledged Revenue Deposits
Januarv 1992
$975,000
June 1992
$1,096,536
The oblillation to pay tho principal amount of the Notes and the interest thereon shall constitute a first lien
and charge against and sbaI1 be paid from such Pledged Revenues of tho City. To tho extent not so paid from
Pledled Revenues, the Notes shall be paid from any other moneys of tho City lawfully available therefor. All
Pledpd Revenues, as and when received, shall be deposited by the City in the Repayment Account for tho payment
of the principal of and interest on the Notes at maturity with interest to maturity.
In tho event thore are insufficient moneys received by the City to permit the deposit in tho Repayment
Account of the full amount of the Pledged Revenues to be deposited in any month on the last business clay of such
month, then tho amount of such deficiency shall be satisfied and made up from any other moneys of tho City
lawfully available for tho payment of tho Notes and the interest thoreon.
Amounla deposited by the City in the Repayment Account shall be applied solely for the purpose of paying
tho principal of and interest on tho Notes, although such amounts shall be invested by tho City in legal invest_'s,
as permitted by Section 53601 of the Government Code of tho Slalo, pending their disbursement,
I
Available Sources of Repayment
The Notes, in accordance with State law, are general obligations of the City hut are payable only out of
Unreatricted Moneys, which include the taxes, income, revenues, cash receipts and other moneys of tho City
attributable to fiscal year 1991/92 and legally available for payment thereof. The Constitution of tho Slalo
substantially limits tho City's ability to levy ad valorem taxes (see "GENERAL CITY FINANcw.
INFORMATION"). The City may, under existing law, issue the Notes only if tho principal of, and interest on,
its Notes will DOt exceed 85 pen:ent of the estimated moneys legally available for tho repayment of tho Notes.
Further detail as to the estimated Unrestricted Moneys available for repayment and the resultant Note
CovOIale Ratio can be found in the "CITY OF SEAL BEACH" section which highlights tho City's financial
position. (See "Unrestricted Moneys Available for Note Repayment").
The Note Coverage Ratio is the ratio of estimated Unrestricted Moneys available to repay the principal of I
and interest on the Notes, to the amount of Unrestricted Moneys needed to pay principal of and interest on tho
NOles. The City expects to receive an estimated $14,391,000 in Unrestricted Moneys on a cash basis (including
carry-over balances and transfers, but net of proceeds of tbe Notes). Because the amount of Unrestricted Moneys
needed to pay principal and interest on the Notes is $2,071,536 the Note Coverage Ratio is 6.9:1.
I
I
I
Resoi~tlon Number
#a67
,
CONSflTUTlONAL AND SfATUfORY LIMITS ON TAXES AND APPROPRIATIONS
Article XJIIA
Article XIllA of the Stalo Constitution limits the amount of ad valorem taxes on real property to Illi of
'fuI1 cash value' as determined by the county assessor. Article XIIIA defines 'full cash value' 10 moan .the county
assessor's valuation of real property as shown on the 1975n6 tax roll under 'full cash value', or thereafter, the
appraised value of real property when purchased, newly constructed or a change in ownership bas oc:c:unod after
the 1975 assessment period', subject to exemptions in certain circumstances of property transfer or reconstruction.
The "full cash value" is sul!ject to annual adjustment to reflect iocreases, DOt to exceed 2lli per year, or docteases
in tho consumer price index or comparable local data, or to reflect reductions in property value caused by damage,
deslrQc:tion or other facton.
Article XIIIA requires a volo of two-thirds of the qualified electoralo to impose special taxes, while totally
precluding tho imposition of any additional ad valorem, sales or tranaaction tax On real property. ItA recenUy
lIIDOJIded, Article XIIIA exompta from the Illi tax limitation any taxes above that level required to pay debt sorvic:e
on indobtednesa approved by tho votera before July I, 1978 or on voter-approved general obligation bonds for rea1
property or improvements. thOROn. In addition, Article XIIIA requires the approval of two-Ibirds of all members
of tho SIalo Leplaturo 10 change any State laws resulting in increased tax revenues.
Court Challenges to Article XJIIA
The U. S. Supreme Court in 1989 struck down as a violation of equal protection certain property tax
I,,--ment practices in West Virginia which bad resulted in vastly different asaoasments of similar properties. Since
Article XIIIA provides that property may only be reasressecl to reflect increases in value not to exceed 2lli per year,
except upon change of ownership or new coostruction, recent purchasen may pay substantially higher property taxes
than long-time owners of comparable property in a community. The Supreme Court in the West Virginia case
expressly declined to comment in any way on the constitutionality of Article XIIIA.
Based on this decision, however, propertyownen in California have filed sovera1law suits challenging tho
assessment provisions of Article XllIA. Three such law suits have been dismissed by the tria1 courts. In December
1990, the Stale Courts of Appeal upheld Article XIIIA in two of these cases. On February 27, 1991, tho California
Supreme Court cIoclined to hear the further appeals of the two cases. Further appeals to the United States Supremo
Court are possible. If the assessment rules of Article XIIIA are ultimately struck down it is not known what rules
would become operative. Further legislation Wl!uld be likely. The City cannot predict what impact any of these
developments might have on the City or On the City's ability to meet its obligations.
Legislation Implementing Article XJIIA
Legislation bas been enacted and amended a number of times since 1978 to implement Article XIIIA.
Under current law, local agencies are no longer permitted to levy directly any property tax (except to pay voter-
approved indebtedness). The Illi property tax is automatically levied by the county and distributed according to
a formula among taxing agencies.
lbat portion of annual property tax revenues generated by increases in assessed valuations within each tax
ralo area within a county, subject to redevelopment agency, if any, claims 00 tax increment and subject to chatlges
in organizations, if any, of affected jurisdictions, is allocated to each jurisdiction within the tax ralo lI!'U in the same
proportion that the total property tax revenue from the tax IlIte area for the prior year was allocated to such
jurisdictions.
Since the beginning of the 1981/82 fiscal year, assesson in California no longer record property values
on tax rolls at the assessed value of 2S lli of market value. All taxable property is now shown at 'full cash value'
on tho tax rolls.
Consequently, the tax IlIte is expressed as $1 per $100 of taxable value. All taxable property value
included in this Offering Memonmdum is shown at lOOlli of taxable value (unless noted differently), and all tax
rates reflect the $1 per $100 of taxable value.
Unitary Property
Since the passage of AD 454 (Chapter 921, Statutes of 1987) revenues derived from most utility property
assrssed by the Slalo Board of Equalization ('Unitary Property'), are allocated as follows: (a) eachjurisdictioo will
receive up to 100lli of its prior year state-"ssessed revenue; and (b) if county-wide revenues generated from Unitary
Property are less than the previous year's revenues or greater than 102lli of the previous year's revenues, each
juriadiction will share the burden of tho shortfall or excess revenues by a specified formula. This provision applies
to all Unitary Property except railroads whose valuation will continue to be allocated to individual tax rate areas.
The provisions of AD 454 do not coostitule an elimination of tho ass """"'t of any state------ed properties
nor a revision of tho methods of assessing utilities by the State Board of Equa1imtion. Generally, AD 454 allows
valuation growth or cIoclino of Unitary Property to be shared by all jurisdictions in a county.
Resolution Number ~
Proposition 62
A statutory initiative (.Proposition 62') WII adopted by the voters st the November 4, 1986 General
Election which (a) requires that any tax for general governmental purposes imposed by local govommontal entitioa
sw:h IS tho City be approved by a two-thitds vote of tho governmental entity's lellislative body and by a majority
vote of tho voters of tho govommontal entity voling in an election on the tax, (b) requires that any special tax
(definod IS taxes levied for othor than general govommontal purposes) imposod by a local govommontal entity be
approved by a two-lhirds vole of tho voters of tho governmental entity voting in an election on the tax, (c) roslricts
tho use of revenues from a special tax to tho purposes or for tho sorvico for which the special tax WII imposod, (d)
prohibits tho imposition of sd valorem taxes on real property by local governmental entities except IS permillod by
Article XIlIA, (e) prohibits tho imposition of transaction taxes and sales taxes on tho sale of real property by local
governmental entities, and (f) requires that any tax imposed by a local govommontal entity on or after August 1,
1985 be ratified by a majority vote of tho voters voting in an election on the tax within two years of tho sdoption I
of tho initiative or be terminated by November IS, 1988.
Two rocont California appellate court cases have overturned provisions of Proposition 62. An opinion of
the State of California legislative analyst holds that Proposition 62 does not apply to charter cities such IS the City.
In any event, tho City has not experienced any substantive sdverse financial impact IS a result of tho passage of this
initiative.
Article XIDB
Article xmB of tho State Constitution, IS amended by Proposition 111 approved by the voters in the June
l!l!lO general election, limits the annual appropriations of the State and of any city, county, school district, authority
or other political subdivision of the Stale to the level of appropriations of the particular' governmental entity for the
prior fisca1 year, IS sdjusted for changes in the cost of living, population and services renderod by the govommontal
entity. The'base year. for establishing such appropriation limit WII originally the 1978n9 fiscal year. Following
the approval of Proposition Ill, for fiscal years beginning on or after July I, 1990, the appropriations limit of each
entity of govommont shall be the appropriations limit for the 1986/87 fiscal year sdjustod for the changes made from
that fiscal year pursuant to the provisions of Article XllIB, IS amended by Proposition 111.
Appropriations subject to Article XlnB generally include the proceeds of taxes levied by the Stale or other
entity of local government, exclusive of certain Slate subventions, refunds of taxes, benefit payments from
retirement, unemployment insurance and disability insurance funds. 'Proceeds of taxes' include, but are not limited
to, (i) regulatory licenses, user charges, and user fees (but only to the extent such proceeds exceed the cost of
providing the sorvice or regulation), and (ii) the investment of tax revenues. Article xum includes a requirement
that if an entity's revenues in any fiscal year and the fiscal year immediately following it exceed the amounts that
may be appropriated in that fiscal year and the fiscal year immediately following it, the excess would have to be
relumod by revising tax rates or fee schedules over the subsequent two years.
The City's appropriations limit and appropriations subject to the limit were, respectively, $8,580,097 and
$7,792,000 for l!l!lO/91. The City does not anticipate exceeding its appropriations limit in 1991/92.
I
.
GENERAL CITY FINANCIAL INFORMATION
Ad Valorem Property Taxation and Assmsed Valuation
The City uses the sorvices of Orange County (the .County') for ISSOSSment and collection of taxes for City
purposes. City taxes are ..._oed and collected at the same time and on the same rolls IS are County, school and
special e1istrict taxes. Ass....'..d valuations are based upon 100" of market value.
Stale law exempts $7,000 of tho filII cash value of an owner-occupied dwelling, but this exemption doea
not resu1t in any 1088 of revenue to local agencies, since the State reimburses local agencies for the value of the
exemptions.
Tax Levies, Collections and Delinquencies
Taxes are levied for each fiscal year on taxable real and personal property which is situated in tho City. I
For assessment and collection purposes, property is clusified IS either .securod' or 'unsecurod' and is listed
lICCOrdinglyon separate parts of tho .".Oml"llt roll. The 'secured roll' is that part of the ISSOSSment roll containing
State-us~'w property and real property having a tax lien which is sufficient, in the opinion of the assessor, to
secure payment of tho taxes. Other property is .,,~s,...l on the 'unsecured roll'.
Property taxes on the secured roll are due in two instsllments, on November 1st and Febnwy 1st of the
fisca1 year. If unpaid, such 'taxes become delinquent on December 10th and April 10th, respectively, and a leD
porcatt peua1ty attaches to any delinquent payment. In sddition, property on the secured roll with respect to which
taxes are delinquent is sold to the Stste on or about June 30th of the fiscal year. Such property may thereafter be
reel_noM by payment of the delinquent taxes and the delinquency penalty, plus a rodemption penalty of 1 1/2
pen:ent per month to the time of redemption. If taxes are unpaid for a period of five years or more, the property
is deeded to the State and then is subject to 88le by the County Tax Collector.
I
I
1-
, ,
.\\
Resolu~ion Number
~67
'/
Property taxes on the \IIISllCIlred roll are due as of March 1st and become delinquent, if unpaid, on August
31st. A ten percent pClII<y attaches to delinquent taxes on property on the unsecured roll, and an additional penalty
of 1 1/2 percent per month begins 10 acctllCl as of November Isl of the fiscal year. The laXing authority bas four
ways of collecting unsecured personal property taxes: (1) a civil action against the taxpayer; (2) filing a certificate
in the office of the County Clerk specifying certain facts in order to obtain a judgment lien on certain property of
the taxpayer; (3) filing a certificate of delinquency for recordation in the County Recorder's Office in order 10 obtain
a lien on certain property of the taxpayer; and (4) seizure and sale of personal property, improvements or possessory
interests belonging or ",A..Af'I to the assessee'.
Beginning in 1978n9, Article XlllA of the State Constitution and its implementing legislation provided for
each county 10 levy (except for levies to support prior voter-approved indehtedness) and collect all property taxes,
and prescribed how levies on county-wide property values are to be shared with local taxing entities within each
county. The secured tax charges and year-end delinquencies for 1985/86 through 1989/90 are shown in the "CITY
OF SEAL BEACH" section. See "Property Taxation",
Annual Budget
On or before June 30 the City adopts an annual budget for the ensuing fiscal year. Formal budgets are
employed as a management control device during the year for the General, Special and Capital Project funds. From
the effective elate of the budget, the amounts stated herein as proposed expenditures become appropriations 10 the
various City departments. The City Manager may transfer funds within a specified dollar amount within
departments. Expenditures may not legally exceed appropriations at the department level. All appropriations lapse
at the end of the fiscal year 10 the extent they have been expended, except for capital projects which are carried
forward until such time as the project is completed. The City employs encumbrance accounting.
Budget information is presented for the government fund types on the cash basis of accounting. Budgeted
revenue amounts represent the original budget modified by Council-authorized adjustments during the year which
were contingent upon new or additional revenue sources. Budgeted expenditure amounts represent original
appropriations adjusted for supplemental appropriations during the year.
Monthly Cash Fl6ws
The City's general fund expendilute8 tend 10 flow evenly during the fiscal year. However, receipts follow
an uneven pattem primarily as a resull of secured property tax installment payment elates in December and April.
The City bas prepared exhibits for use in this Offering Memorandum showing actual cash receipts and
disburaements through May 1991 and an estimate for lune 1991 for fiscal year 1990/91 and projected receipts and
disbw:sements, including actual receipts and disbursements for fiscal year 1991/92 when the Notes will be
outstanding. The projected 1991/92 monthly revenues and expenses in Exhibit n take into consideration the Notes.
The cash flow summaries are shown in, with details shown in Exhibits I and n, the "CITY OF SEAL BEACH"
section. See "Casb Flows. II
Fiuancial and Accounting InConnation
The accounts of the City are organized on the basis of funds and account groups, each of which is
considered a separate accounting entity. The operations of each fund are accounted for with a separate set of self.
hflol'cing accounts that comprise its assets, liabilities, fund equity, revenues, and expenditures, or expenses, as
appropriate. Government resources are allocated to and accounted for in individual funds based on the pu~
for which they are to be spent and the means by which spending activities are controlled. The various funds are
grouped into eight generic fund types and three broad fund categories as follows:
Government Funds:
General Fund - The general fund is the general operating fund of the City. It is used to account for all
financial resources except those required to be accounted for in another fund.
Snecial Revenue Funds - Special revenue funds are used 10 account for the proceeds of specific revenue
sources that are legally restricted to expenditures for specified purposes.
Debt Service Funds - Debt service funds are used to account for the accumulation of resources for, and
the payment of. the principal of and interest on general obligation long-term debt, and related costs.
Canital Proiects Funds - Capital projects funds are used 10 account for financial resources to be used for
the acquisition or coostruction of major capital facilities (other than those fmanced by proprietary funds).
Proprietary Funds:
Water and Sewer Enterorise Funds. Enterprise funds are used to account for the construction, operation
and maintenance of the City water and sewer systems.
Fiduciary Funds:
A2encv Funds - Trust and agency funds are used to account for assets held by the City as an agent for
individuals, private organizations, other governments and/or other funds.
Resolution Number ~
Allllovemment funds are accollllted for using the modified accrual basis of accollllting. Their revenues
are recognized when they become measurable and available as net current asselS. Taxpayer-assessed income, gross
receipts, and other taxes are considered . measurable' when in the bands of intermediary collecting llovemments
and are recognized as revenue at that time. Anticipated refunds of such taxes are recorded as liabilities and
reductions of revenue when they are measunoble and their validity seems certain.
Ellpendimres are llenerally recognized IIIIder the modified accrual basis of accolllltinll when the related fund
liability is incurred. Exceptions to this general rule include: (1) accumulated IIIIpaid vacation, sick pay, and other
employee amounts which are not accrued: and (2) principal and interest on lleneral lonll-term debt which is
recognized when due.
All proprietary funds are accounted for USinll the accrual basis of accolllltinll. Their revenues are I
recognized when they are incurred.
CITY OF SEAL BEACH
General
The City of Seal Beach, located on the coast of northwestern Orange COllllty, is about 27 miles southeast
of Loa Anlleles and seven miles from the Port of Long Beach. Tbe City was incorporated in 1915 and ,.......;ned
as. small seaside resort town IIIItil about 1960. From 1961 to 1975 the City increased in size from 1.25 square
miles to 11.97 square miles through annexation of new subdivisions, which petitioned to join the City to obtain
various municipal services.
Seal Beach is primarily a residential community, housing many employees of the industrialized areas of
northwest Oranlle County and southern Loa Angeles Collllty. In addition, two major defense and space tecbnolollY
installations, the Seal Beach Naval Weapons Station and Rockwell International Corporation Satellite Systems
Division, are located in Seal Beach and employ a combined 3,200 workers.
Freeway access from Seal Beach to all poinlS in the Loa Angeles-Orange Collllty metropolitan areas is
provided by the San DiellO, Garden Grove, and San Gabriel Freeways which meet at the northern edge of the City
and c:onnect with other segments of the extensive Southern California freeway network. Scheduled air lraDsportatiOll
and air freight service are provided by the nearby Long Beach Airport, the Orange COllllty Airport and Los Angeles
International Airport.
City Govenunent
The City bas operated under a City Charter since 1964. The City is governed and administered under a
council-manager form of government. The five member City Council is elected by district to serve four-year
alternating terms. The Mayor and Mayor Pro Tempore are elected by the Colllleil from among ilS members for
one-year terms. The City Clerk is also elected. The City Attorney and City Manager are appointed by the City
Council. All other officers and employees of the City are appointed by and are responsible to the City Manager.
The City bas recently reduced personnel by contracting out certain services including fire protection, which is
provided by Oranll8 County.
Population
The 1960's were a period of rapid growth for the City as population rose fonn approximately 7,000 in 1960
to about 24,500 in 1970, larllely due to the annexation of new subdivisions. From 1970 to 1990 population rose
from 24,441 to 25,100.
The following table represents the population for the City and for Orange Collllty for the yeara 1960, 1970,
1980 and 1990 and the annual estimates for 1989 and 1991:
I
POPULATION
:x-
1960
1970
1980
1989 (I)
1990
1991 II)
City of Seal Beach
6,994
24,441
25,975
27,350
25,100
25,100
Oransr8 County
703,925
1,421,233
1,932,708
2,279,400
2,398,400
2,453,300
I
OJ AJ of January 1 of each year.
Source:
Statistics for 1989 and 1991 are State Department of Finance Estimates. The other totals are
U.S. Census figures.
. ' ~ \
Resolution Number
461
I
Employment
As of April 1991 lbe civilian labor force for the City was approltimately 14,350, of which 13,800 were
employed. The I1118djusted unemployment rate as of April 1991 was 4.01'.
Orange ColIDty provides a large employment base for City residents. The major employment categoriea
are manufacturing (231' of the Jabor force), trade (251') and services (241'). The following table represeata the
labor pattems for 1988 and 1989 and projections for 1990 and 1992 in Orange ColIDtyas estimated by EDD.
I
ANAHEIM-SANTA ANA MSA (ORANGE COUNTY)
CIVILIAN LABOR FORCE, EMPLOYMENT AND UNEMPLOYMENT
ANNUAL AVERAGES
(Amounts in Thousands)
Actuals Fo...,..at
1lli .lm mll 122l
Civilian Labor Force (I) 1,369.9 1,420.5 N/A N/A
Employment 1,328,7 1,379.0 N/A MIA
Unemployaient 41.2 41.5 N/A N/A
Unemployment Rate 3.0" 2.9" N/A N/A
Wage and Salary Employment ClI
Total All Industries 1,157.6 1,203.9 1,246.3 1,312.6
I Agricultural 8.2 8.0 8.0 7.9
Non-Agricultural 1,149.4 1,196.0 1,238.3 1,305.2
Construction and Mining 69.0 74.4 75.4 81.9
Manufacturing 258.9 259.1 261.6 264.2
Transportation and
Public Utilities 34.2 34.4 34.7 35.2
Wholesale Trade 71.6 77.5 82.5 90.0
Retail Trade 215.2 225.6 236.6 253,1
Finance, Insurance,
and Real Estate 93.7 95.4 97.2 100.2
Services 289.0 308.4 323.4 349.3
Government 117.8 121.2 124.9 131.3
(I) Based on place of residence.
ClI Based on place of work.
Source: California Employment Development Department.
The U.S. Naval Weapons Station which employs 1,102 civilians and 225 military persoDDel is located in
the City. The station has its own doclcing and vessel loading facilities in a protected deepwater harbor. Rockwell
Intemstional CotpOration-5atellite Systems Division, currently employing approltimately 2,531 full-time personnel,
is also located in lbe City.
I
Commercial Activity
The City of Seal Beach contains a central business district and three major shopping centers, the latter of
which were developed since the City began annexing subdivisions. The largest shopping center is Rossmoor
Shopping Center, which iuciudes the Boston Store. In 1989 total taxable transactions stood at $103.2 million
compared to $95.8 million in 1988, an increase of approltimately 7.8 percent. The table below showa taxable
transactions for the City from 1986 through 1990:
Resolution Number ~bi'
CITY OF SEAL BEACH
TAXABLE TRANSACTIONS 1986 - 1990
Xm
1986
1987
1988
1989
1990 01
Permits
577
598
595
583
N/A
Taxable Transactions
$95,409
98,416
95,774
103,231
83,352
Source: Stale Baud of Equallzation
I
(I) Firat three quarten-
Construction Activit)'
A five-year history of building permits and valuations appears in the foUowing table:
CITY OF SEAL BEACH
BUILDING PERMITS AND VALUATIONS 1986 - 1990
Residential Non-Residential
Residential Valuation Valuation
Xm Permits (In Thouaands) (In Thousands)
1986 33 $ 9,859 $29,266
1987 15 9.604 8,610
1988 21 10,926 33,444
1989 21 12,275 29,819
1990 9 11.881 9,147
Source: 'California lluUdinll Permit Activity" Economic Sciences Corporation.
TraDSportation
The San Diego, San Gabriel and Garden Grove Freeways Intersect within the city limits, and the City ia
biaected by Stale Roule 1 (pacific Coast Highway). Existing freeways provide excellent access to all north, south
and easlom points. Regularly scheduled airline service ia available at the Long Beach Airport, O~lle County
Airport and Los Angeles International Airport, each of which is less than 45 minutes drivinlltime from Seal Beach.
Western Greyhound lines provides long distance passenger and package express service from Seal Beach.
Local bus service is provided by the Southern California Rapid Transit District, Long Beach Public Tnmsportation
Company and Orange County Transit District,
Marine transportation is provided by the facilities of the Port of Long Beach and the Port of Los Angeles
at San Pedro. Both of these installations are within 10 miles of the City and provide modem facilities for handling
all types of cargoes. The ports are also a stopping point for Trans-Pacific passenger lines.
I
Utilities
Electricity in the City is provided by Southern California Edison Company and, natural gas, by Southern
California Gas Company. General Telephone Company serves the entire City. Sewage coUection and treatmellt
facilities are provided by Orange County Sanitation Diatrict No.3, and refuse collection is furnished by a private
contractor. The City provides its own water service.
Education
The City of Seal Beach is served by two high schools and one elementary school district. Most of Seal I
Beach is also within the Coast Community CoUege District. The district operates three colleges within Orange
County. The 122-acre Huntington Beach Campus (Golden West CoUege), which began c1assea in 1966, ia
approximately eight miles from Seal Beach.
Orange County has five community coUeges and eight institutions granting degrees for four-year or graduale
courses of study. The schools are: University of California at Irvine: California Stale University, Fullerton;
Chapman CoUege, Orange; Southern California College, Costa Mesa; West Coast University. Orange; Western Stale
University, Anaheim; Orange University CoUege of Law, Santa Ana; and Pepperdine University, Santa Ana. A
number of colleges and universities are also located in the adjacent area of southern Los Angeles County, including -
the California State University at Long Beach.
I
I
I
Resoiutl~n Number ~~
Recreation and Community Facilities
The City of Seal Beach was originally established because of its allractiveness as a seaside resort IIId
recreation area. While the character of the City has undergone change during the last decade from a resort
community to a stable resicleDtial community, recreation is still III important factor in the local economy. City
ofticia1a estimate that more than 3,000,000 visitors are allracted to the one mile City-owned ocean front recreational
area each year. For the co,!lvenience IIId accommodation of these visitors, the City maintains a 1,860 foot municipal
pier, which is being repaited from the proceeds of a federal Emergency Msnsgement Act gnnt snd other grants,
snd a beach park with picnic fseilities. Swimming snd surfboarding are popular sports IIId are conducted under
the supervision of municipal lifeguards.
The City has sequired or leased snd developed nearly 47 seres of parlclsnd. The most recent acquisition
is III eight sere abandoned railroad right-of-way, 100 feet wide by 3,600 feet long. The park bisects downtown Seal
Besch. The .$1.2 million project is within the Riverfront Redevelopment Project of the Redevelopment Agency and
is f;n.n~ed by the Agency snd by gas tax funds. The completed psrk is now enjoyed by local citizens and is known
as the 'Green Belt. .
At the southem end of the City, the Onnge County Harbor District has developed the Aquatic Regional
Park, which provides III eightlsne launching ramp capable of secommodating up to 500 boats per day, parking for
200 cars and boattrailen, IIId ovemight space for 500 house trailers. The aquatic park provides public beach and
picnic fseilities for 2,800 people, public fishing floats, boat rentals, fueling docks, snd berths for recreational
boating.
Unrestricted Moneys Available for Note Repayment
Unrestricted Moneys consist of taxes, income, revenues, cash receipts, IIId other moneys intended as
receipts for the general fund, IIId are generally available for the payment of current expenses sad other obligations
or indebtedness of the City.
Cash Flows
The table below gives detail as to the sources of Unrestricted Moneys and the Note Coverage Ratio:
CITY OF SEAL BEACH
ESTIMATED UNRESTRICTED MONEYS AVAILABLE FOR NOTE REPAYMENT
(SOOOs)
Source
Cash Balance, luly I, 1991
Amount
$ 11
7,078
. 1,247
6.055
Taxes
Licenses, Permits, Fines & Forfeitures
Other Revenues
TOTAL UNRESTRICTED MONEYS.
PRINCIPAL PLUS INTEREST NEEDED
NOTE COVERAGE RATIO
$ 14,391
$ 2,072
6.9:1
Source: City of Seal Beach.
Resolution Number *" 1
I
The table below summarizes the general fund cash flows fOf 1990/91 and projected 1991/92 cash flows.
Oetails of the cash flows are shown in Exhibits I and II OD the psg... that follow.
Beginning Cash Bs1ance, July 1
Receiots:
Tax...
Ucenses, Permits, Fines
and Forfeitures
Other Receipts
Transfers
Note Proceeds
Total Receipts
Disbursements:
SsIsri...,tBenetits
Services/Suppli...
Othef
Note Repayment
Total Disbursements
EDdinS Cash Bslance, JUDe 30
CITY OF SEAL BEACH
CASH FLOW SUMMARY
(SOOOs)
1991/92 I
$ 11
7,078
1,247
3,579
2,476
1.950
$16,630
$ 6,834
5,644
1,753
2.072
$16,303
$ 133
1990/91
$ 275
6,390
1,131
3,427
1,448
2.100
$14,496
$ 6,627
5,177
725
2.231
$14,760
$ 11
Source: City of Seal Beach.
I
I
Resblution Number ~67
~~. /
~ ~I ~ HUnel ~ z ~a~Q~~2C~~~1 I
~
"e: ~ i ~~g~~~~m!~~mame~m
II ~m .. a~m=~ili r>~" "me: ~m"" ~
i 2 ~- !! III ;!e"!l!21S~"~i~~ ~
I &1lI ~ ~~ "~~a Ii ~ i~!lm!!"o~I" m~
~ & " !!e:"S::!l" m
.. ~ "!lI~Q ~
j!J !lI~ :; a ..
m ma
~
!!
m
to N
!:i l
to _
ti =
-
e !
i ~
I
i ~
I ~
e 51
~
it !
l: a
W l:l
~
;; !
~ I!l
1-
-
= ;
= ~
!iI 000 t: lid!!!
-
~
....
ooo~t:!I:l:S
~ ooot:!t!s
i h!~
N ooot:Iili:l&
! ooot:sei!i
to -
~ o~ot:d~
~ oool:~g8
II! ooot:se~s
-
~ oool:se51~
l" -
2 o~o:::selt!
-
'" - .......
2 ~oot=~==
", se"
i:I oool:Ill.1:
-
... tool ""0.
-s ~8o~~3e
N to
~ 8o~~$ ~N~o~e~5~8
c
~ !(
!
>
N 8
~ ~
N- - --
oot:!~ti lSt:!.\:Ioi~e.o
! oo~se~ ~-=*o~~~ii
i ~
! ool!l~~ ~wi~~~~i~_
i ~
::!
i ~
ool!l~l::: ~o.;cfo=~e~~
~
i ~
-
OOh)N~ .._Nwtitli
O\oiil_ o.w_w.._o.......~
~ oo~~l ~=18:::!tl!li=~
I ~
D oo~~~ c-8aw~=5ia
e ~
!5 oo~tll
it i
- --
:.Ni~o~.~~t:
~- -
ootllll:
c ~
_ ....w,.
.N~8::;_o81:::i
-
~_ N hi __~
oot:~lS c;:....;Clo=e:t:=1:
o
::I tool"'...
... . 00 w..._
- -
~N=:S:O~=C~.
~
... N _ N_W
i 8~!i~ i~e;~~~'~~
N
;li
C)
l-i~
~I~~
!l>~~
u~!
~
~
~
..
~
l'"
Resolution Number ~
~
.O~f21
i~~~
~~i!
nil
III
o
~ =
l5
..
lli"'S:::Sl :;l
~;l\~_.~.._. ~
~
:::2::=~8~:!t..:!
"'NN"'~__~"'i1.
~":N ..;.;
AI ~
~ ..;
.1~=~~2~N~ ~~~oo I
i 3
..=!;;o=!~a =a=oo l
"
~ ~
i~i~;O~!"~ ~:;l~oo ~
" ..;
i ~
~ Ii
~AI~~O=~N~ ~~~oo ~
-- - ~
~~!~~o=!-~ A~AOO I
~ !
~g!R;O~~2~ ~:;l~oo i
~ !!
Q=f;lAIQO~i"'=
R"""'_ -
~
~ Iie!:!_ 0 0 I::
<:I ~
~ ~
~t~~~O;:SOR
.... - - -
::lR::lOO i
~ a
-la~~O~I~~ ~aAOO ;
~ ~
gSi=~o=tiI-~
... - - --
~~:lOO I:
In ~
B
<
o=g~=O=A=~
:ta:toSl t
~ N
~ =
lil=!!!!$O~:q:i"(:;
~5C:t;;O S
r:l
u
i5
Sl
e~ i:!~ E
rl r:l ~iisi..~ ~I
~ ~r:la~2~!.i=~~. ~ ~
~ E~~;Q~~~~Qaai:! i:!~ i5
i ~~em~;~i~m~~~~a~~ =
i ~~~o~~~.uo~.. ~ ~
gi~~;~S ~
..wi ..;..: ~
=::ll~;liO"R 8_
"":W 5::_
..
~i";liOOO i
"
(:; =:
~ =
-
-
(:; ~
..;
~e(:;;liOOO l!! 51 E
..: ..:
UlUOOO ~ ~ a
"
asUOOO ~ ~ ~
"
~i1i(:;;liO&O :ll
::i
a;;~~ooo ~
s~s:t~ooo =
..... ..
aSR;liOOO l
..;
ae.~ooo !
llQ~;li::OO ::
.... 5 ::l-
i!i~R;liOOO l
"
l!'l~..
C1~~ oJ
!I~~;JI
i~aluii
~ Ii
S !
! !i
-
i ~
~ a
: ~
;; S!
a ~
E ~g) rl
Q eg ~
i5 oQ
= ~~
~ ~~ I
I
I
I
Resol\1ti:on Number ~61
I
I Comparative Financial Statements
The following table reflects the City's general fund financial statements for the fiscal years 1987/88 through
1989190 actual revenues, expenditures and operating surpluses:
CITY OF SEAL BEACH
GENERAL FUND
REVENUES, EXPENDlTURES AND OPERATING SURPLUSES
1987/88 THROUGH 1989190 ACTUAL
Total Revenues Actual Actual Actual
and Exnenditures 1987/88 1988/89 1989/90
REVENUES
Taxes $ 5,333,935 $ 5,720,398 $ 6,279,325
Permits and Licenses 551,784 594,110 672,896
Fines and Forfeitures 398,056 673,292 720,763
Interest, Rents and Concessions 612,483 610,357 511,850
From other Agencies 1,108,956 1,137,639 1,069,912
Current Service Charges 1,010,721 1,279,292 1,324,927
Other 252,856 307,040 120,719
Administrative Reimbursements 340.720 340.290 546.000
Total Revenues $ 9,609,511 $10,665,418 $11,246,392
EXPENDITURES
General Government $ 1,071,678 $ 963,739 $ 1,146,578
Public Safety 4,930,640 5,103,612 5,451,104
I Transportation 590,795 428,342 389,236
Commllllity Development 481,063 520,273 546,970
Health snd Sanitation 966,230 956,755 1,090,338
Culture snd Leisure 451,671 465,245 423,386
Mainteuance 901,207 1,021,761 1,071,212
Self-Insurance Program 568,545 691,458 858,992
Land Acquisition 1,590,000 345,937 - 402,396
Debt Service:
Principal Retirement 1,850,000 84,488 105,725
Interest Expense 78,407 154,046 139,305
Note Oiscount snd F.iscal Agent Expense 14.443 .0- .()..
Total Expenditures $13.494.679 $10.735.656 $11.625.242
Excess of Revenues Over (Under) Expenditures (3,885,168) (70,238) (378,850)
OTHER FINANCING SOURCES (USES):
Advances from City 3,440,000 -0- .()..
Operating Trsnsfers In 403,768 451,200 526,807
Operating Trsnsfers Out 1888.352) 1428.043) 1600.975\
Total Other Financing Sources (Uses) S 2.955.416 S 23.157 174.168)
Excess of Revenues and Other Sources Over
(Under) Expenditures snd Other Uses 1929.752) 147.08B 1453.018)
Fund Balances - July 1 2,190,172 1,573,215 1,526,134
Prior Period Adjustment 312.795 ..0- .()..
Fund Balances (As Restated) - July 1 S 2.502.967 S 1.573.215 S 1.526.134
I Fund Balsnce& - June 30 S 1.573.215 S 1.526.134 S 1.073.116
Source: The City's Audited Financial Statements.
Resolution Number ~
Property Taxation
The following table represents a five-year history of asfessed valuations in the City:
I
CITY OF SEAL BEACH
ASSFSSF.n VALUATIONS
1986/87
1987/88
1988/89
1989/90
1990/91
Loc:aI Secured
$ 1,076,662,020
1,163,423,632
1,234,369,783
1,363,475,432
1,599,211,470
Utilitvlll
$ 50,477,200
57,594,360
1,483,720
1,483,720
1,483,720
Unsecured
$ 52,236,864
48,079,019
47,733,907
62,998,367
61,136,941
..I2!!I..
$ 1,179,376,084
1,269,097,011
1,283,587,410
1,427,957,519
1,661,832,131
(I) Public Utility values for 1988-89, and in future years, have been reduced by eoactment of California
Assembly Bill4S4. The City continues to receive an equivalent tax apportionment from Orange Cnunty.
Soutce: City of Seal Beach and California Municipal Statistics, Inc.
As previously stated, Article XlIIA of the State Cnnstitution and its implementing legislation provided for
each county to levy (except for levies to support prior voter-approved indebtedness) and collect property taxes, and
prescribed how levies on county-wide property values are to be shared with local taxing entities within each county.
The City's secured tax charge and yesr-end delinquencies for 1985/86 through 1989/90 are shown below:
CITY OF SEAL BEACH
SECURED TAX CHARGES AND COLLECTIONS
I
Fiscal
...l:m..
1985/86
1986/87
1987/88
1988/89
1989190
Total Current
Tax Levv
S 1,981,720
2,175,106
2,370,939
2,590,000
2,884,000
Current Tax
Collections
S 1,869,000
2,279,720
2,396,226
2,622,464
2,887,075
Percent of Levy
Collections
94.31 "
104.81
101.07
101.25
100.10
Souree: City of Seal Beach.
Financial Obligations
Short-Tenn Borrowin2 - In July 1990, the City sold S2,IOO,OOOTax and Revenue Anticipation NOles dated
July 18, 1990 that matured and were paid on July 17, 1991. The City has no other short-term debt outstanding.
Lon2-Term Borrowin2 - The City has never defaulted on the payment of principal or interest on any of
its indebtedness. As of June 30, 1990, the City had a total of $4,621,931 direct bonded indebtedness. The
following is a .nm"",ry of its long-term indebtedness:
I
I
I
I
Resoi'ution Number 46.6 J
/
. Revenue Bonds
Cn"'l""'uted Absences
Lease Obligation
Capitalized Leases
Promissory Note
State Coasta1 Cnnservancy
Total
$ 125,000
793,570
1,517,000
310,533
1,679,357
196.471
$4.621.931
In addition, the Redevelopment Agency had $4,830,000 in tax allocation bonds outstandin, as of June 30,
1990 and an advance payable to the City equaito $175,442. A complete description of the City's long term debt
is available in the June 30, 1990 financial statements of the City, a portion of which are included as Appeadix B
of this Offering Memorandum.
.
Statement of Direct and Overlapping Debt
Set forth below is a direct and overlapping debt report (the 'Debt Report') prepared by California
Municipal Statistics Inc. and dated August 1, 1991. The Debt Report is included for ,oneral infonnation putpollCl&
only. The District has Dot reviewed the Debt Report for completeness or accuracy and makes DO representations
in connection therewith.
The Debt Report genera1ly includes long term obligations sold in the public credit marlcets by public
aaeacies whose boundaries overlap the boundaries of the District in whole or in part. Such lon, term obligations
aeneraIly are not payable from revenues of the District (except as indicated) nor are they nec-'uUy obligations
secured by land within the District. In many cases long term obligations issued by a public agency are payable only
from the genera1 fund or other revenues of such public agency.
CITY OF SEAL BEACH
STATEMENT OF DIRECT AND OVERLAPPING DEBT
1990191 A.-..... Valuation: $1,549,848,068 (after decluclina $111,984,063 redevelopment tax allocation inc_).
DIRECT AND OVERLAPPING BONDED DEBT:
Otange County
Orange County Bui1clinl Authoritiea
0tan10 County Flood Conbol DiIlrict
Melnlpolilln W~r DiIlrict
Municipol Wotcr DiIlrict of Otange County
Wotcr F..ilitieo Corponlion
Otange County Wotcr DiIlrict CeJliIicalCl of Participllion
Orange County Sonitotion DiIlrict #1, 2 ,. 3
CcrtiIicatoo of PuIlcipllion
Otange County Sonitation DiIlrict #3
CcrtiIicatoo of Puth:ipation
~ Comnolnity College DiIlrict Certif'_ of Participllion
Lao Alamitoa Unified School DiIlrict
Guden Grove Unified School DiIlriot
Huntinpm Beach Union Rilh School Diatinct
City of ScoI Beach
City of ScoI Beach Bui1clinl Authority
TOTAL GROSS DIRECT AND OVERLAPPING BONDED DEBT
Leu: MWDOC Wotcr FaciIitiea Corpontion (100" 101f-lIIppomns)
City water bond. (100" oeIf-lIIppomns)
TOTAL NET DIRECT AND OVERLAPPING BONDED DEBT
lit Aooueable
1.097"
1.097
1.099
0.224
1.691
I.S62
Debt 8/1191
S 12,889
2,107 ,S92
60,170
1,S68,044
I,QSS,I84
2,063,386
2.41\
S.1\9
3.318
54.991
0.0001
7.274
100.
100.
2,637,634
1,439,189
671,6S2
208,96S
4
54,sSS
240,000 m
9S 000
$12,214,264 01
I,QSS,I84
240.000
$10,919,080
(Q Excludea tax and revenue anticipation noteI.
CIJ ExeludCl revenue, mortgage revenue and tax allocation bond, and non-bonded capital 1eue obUamortl.
RatiOll to A----.f Valuation:
GroI. Direct Debt 1$33S.0001
Net Direct Debt 1$9S.0001
Total Orou Debt
Total Net Debt
0.02"
0.01"
0.79"
0.70"
STATE SCHOOL BUILDING AID REPAYABLE AS OF 6/30190: $I,36S
Source: California Municipal Statistics, Inc.
Resolution Number *6?
I
Retirement Programs
The City participales in the Public Employee's Retirement System ('PERS') of the State of California.
The plan provides basic retirement benefits for service, disability or desth. The retirement benefits are based on
years of service and the average monthly qualifying wages during the highest consecutive twelve montha of
employment. The plan also provides for cost-of-living adjustments after retirement. The plan covers active and
inactive members and retirees.
The system is funded by contributions from the City, which contribules both its abare and its employees'
abare. As of June 30, 1990, the City's contribution to the PERS for miscellaneous members totaled S924,724 of
which S552,062 represents the City's share. In fiscal year 1988-89, City cODtributions were $775,576.
The City's contt;ibution rales vary annually as a result of actuarial calculations, experience of the City's I
employees, benefits provIded under the contract, and quadrennial changes in actual assumptions.
LEGAL OPINION
The opinioD of Bond Counsel to the City (which firm will receive compensation contingent upon the sale
and delivery of the Notes) approving the validity of the Notes will be printed on each Note. The scope of Bond
Co1lltle1's engagement in connection with the review of this Offering Memorandum has been limited to reviewing
the .tate~ts of law and legal conclusions set forth herein under the sections entitled "THE NOTES" and "TAX
EXEMPTION" .
TAX EXEMPI'ION
In the opinion of Jones Hall Hill &. White, A Professional Law Cnrporation, San Francisco, California,
Bond CnunseI, subject, however, to the qualifications set forth below, under existing law, the interest on the Noles
is excluded from gross income for federal income tax purposes and such interest is DOt an item of tax preference
for purposes of the federal alternative minimum tax imposed on individuals and corporations, provided, however,
that, for the purpose of computin,the alternative minimum tax imposed on such corporations (as defined for federal
income tax purposes), such interest is taken into account in determining certain income and earnings.
The opinions set forth in the preceding sentences are subject to condition that the City comply with all
requirements of the Code that must be satisfied subsequent to the issuance of the NOles in order that such interest
be, or continue to be, excluded from gross income for federal income tax purposes. The City has covenanted to
comply with each such requirement. Failure to comply with certain of such requirements may cause the inclusion I
of such interest in gross income for federal income tax purposes to be retroactive to the date of the issuance of the
Noles. Bond Co1msel wishes to express no opinion regarding other federal tax consequences arising with respect
to the Noles.
Prospective purchasers of the Noles should be aware that (i) with respect to insurance companies subject
to the tax imposed by section 831 of the Code, section 832(b)(5)(B)(i) reduces the deductioD for loss reserves by
15 percent of the sum of certain items, including interest with respect to the Noles, (Ii) for taxable years beginning
before January 1, 1992, interest with respect to the Noles earned by some corporations could be subject to the
environment tax imposed by section 59A of the Code, (Hi) interest with respect to the Noles earned by foreign
corporations doinll business in the United Stales could be subject to a branch profits tax imposed by section &84 of
the Code, (iv) passive investment income, including interest with respect to the Noles, may be subject to federal
income taxation under section 1375 of the Code for subchapter S Corporations that have subchapter C earnings and
profita at the close of the taxable year of greater than 25" of the gross receipts of such subchapter S Cnrporation
is passive investment income, and (v) section 86 of the Code requires recipients of certain Social Security and
certain Railroad Retirement benefits to take into account, in determining gross income, receipts or acc1Uals of
interest on the NOles.
In the further opinion of Bond Counsel, sucb interest is exempt from California personal income taxes.
LEGALITY FOR. INVESTMENT IN CALIFOR.NL\.
Under the provisions of the Financial Code of the State, the Notes are legal investmenta for commercial
banks in the State to the extent that tho Notes, in the informed opinion of the bank, are prudent for the investment
funds of ita depositors, and under provisions of the Government Code of the State are eligible to secure deposits
of public moneys in the State.
LITIGATION
I
No litigation i. pending or, to the best of the knowledge of the City, threatened concerning the validity of
Noles, and a certificate of the City to that effect will be furnished to the purchaser at tho time of the original
I
I
I
\ .
Resolution Number
~61
I
delivery of the Noles. The City is not aware of any litigation pending or threatened questioning its political
existence or conlesling its ability to levy and collect ad valorem taxes or to collect or receive other Pledged
Revenues or conlesting its ability to pay the principal of and interest on ita Noles.
There are a number of lawsuits and claims pending against the City. The aggregate &mOunt of the
uninsured liabilities of the City and the timing of any anticipated payments of judgments which may result from suits
and claima will DOt, in the opinion of the City Attorney, materially affect the City's finances or impair its ability
to repay the Noles.
UNDERWRlTING
Purauantto the terms ofa Note Purchase Aareement dated July -, 1991, Bank of California as Underwriter
has contracted to purchase the Noles from the City at a purchase price of SI,942,687.50. The Underwriter will
be obli,ated to take and pay for all of the NOles if any Note is purchased.
ADDmONAL INFORMATION
The purpose of this Offering Memorandum is to supply information to purchasers of the Noles. Quotations
from and summaries and explanations of the Noles, the ordinance and resolution authorizing the Notes and of
statules and documents contained herein do not purport to be complete, and reference is hereby made to said
ordinance, resolution, statules and documents for full and complete statements of their provisions.
All data contained herein have been talcen or constructed from the City's records and other sources. The
appropriate City officials, acting in their official capacity, have reviewed this Offering Memorandum and have
determined that as of the date hereof the information contained herein is, to the best of their knowledge and belief,
true and correct in all material respects and does not contain an untrue statement of a material fact or omit to state
a material fact Decessuy in order to make the statements made, in light of the circumstances under which they were
made, not misleading. The appropriate City official will execute a certificate to this effect upon delivery of the
Notes. This Offering Memorandum and its distribution have been duly authorized and approved by the City Council
of the City.
CITY OF SEAL BEACH, CALIFORNIA
BY: Is/JerrY Bankston
City Manager
Dated: July _, 1991
Resolution Number ~
I
APPENDIX A
FORM OF LEGAL OPlNION
I
I
.
I
I
I
'!. '
Resolut~Qh Number
[FORM OF FINAL OPINION OF BOND COUNSEL]
*67
/
[LETTERHEAD OF JONES HALL HILL & WHITE]
August 1, 1991
City Council
City of Seal Beach
211 Eighth Street
Seal Beach, California 90740
OPINION:
$ City of Seal Beach (Orange County, California) 1991 Tax
and Revenue Anticipation Notes
Members of the City Council:
We have acted as bond counsel in connection with the issuance by the City of Seal
Beach, California (the "City"), of $ City of Seal Beach (Orange County, California)
1991 Tax and Revenue Anticipation Notes, dated August 1, 1991 (the "Notes"), pursuant to
Article 7.6 (commencing with Section 53850) of Chapter 4, Part 1, Division 2, Title 5 of the
California Government Code (the "Act"), and Resolution No. of the City, adopted on July
22, 1991 (the "Resolution"). We have examined the law and such certified proceedings and
other papers as we deem necessary to render this opinion.
As to questions of fact material to our opinion, we have relied upon representations of
the City contained in the Res'.)h.tle..' ~,d In the certified proceedings of public officials and
others furnished to us, without underta!<lng to verify such facts by Independent Investigation.
Based upon our examination, we are of the opinion, under existing law, as follows:
1. The City Is a duly created and validly existing municipal corporation with the power
to adopt the Resolution, perform the agreements on its part contained therein and to Issue the
No~s. .
2. The Resolution has been duly adopted by the City and constitutes a valid and
binding obligation of the City enforceable upon the City.
3. Pursuant to the Act, the Resolution creates a valid lien on funds pledged by the
Resolution for the security of the Notes, subject to no prior lien granted under the Act.
4. The Notes have been duly authorized, executed and delivered by the City and are
valid and binding general obligations of the City.
5. The interest on the Notes is excluded from gross Income for federal Income tax
purposes and Is not an Itern of tax preference for purposes of the federal alternative minimum
tax imposed on Individuals and corporations; It should be noted, however, that, for the purpose
of computing the alternative minimum tax imposed on such corporations (as defined for
federal Income tax purposes), such Jn~rest Is taken Into account In determining certain
Income and earnings. The opinions set forth In the preceding sentence are subJect to the
condition that the City comply with all requirements of the Internal Revenue Code of 1986 that
must be satisfied subsequent to the Issuance of the Notes In order that Interest thereon be, or
continue to be, excluded from gross Income for federal Income tax purposes. The City has
covenanted to comply with each such requIrement. Failure to comply with certain of such
requirements may cause the Inclusion of Interest on the Notes In gross Income for federal' Income tax purposes to be retroactive to the date of Issuance of the Notes. We express no
opinion regarding other federa~ tI.:;; .:"n.'equences arising with respect to the Notes.
Resolution Number ~~j1
I
6. The Interest on the Notes Is exempt from personal Income taxation Imposed by the
State of California.
The rights of the holders of the Notes and the enforceability of the Notes and the
Resolution may be subject to bankruptcy, Insolvency, reorganization, moratorium and other
similar laws affecting creditors' rights heretofore or hereafter enacted and may also be subject
to the exercise of Judicial discretion in appropriate cases.
Respectfully submitted,
A Professional Law Corporation
APPENDIX B
EXCElU'l'S FROM THE CITY'S
198'190 AUDITED FINANCIAL STATEMENTS
I
I
I