HomeMy WebLinkAbout1997-11-18; City Council; 14448; Refund Alga Rd & College Bl AD Bond IssuesC’TY OF CARLSBAD - AGP’DA BILL
’ REFUNDING OF THE ALGA ROib
AND COLLEGE BLVD ASSESSMENT
RECOMMENDED ACTION:
Adopt Resolution No. 9’ d5 adopting the reassessment report for Assessment
District No. 97-1, confirming and ordering the reassessment by summary
proceedings and directing actions with respect thereto.
Adopt Resolution No.qq ’ No authorizing the issuance of assessment district no.
97-1 refunding bonds and approving and authorizing related documents and
actions.
ITEM EXPLANATION
On June 3, 1997, the City Council adopted Resolution No. 97-468 directing staff
to proceed with the refunding (refinancing) of several existing debt issues: the
Hosp Grove and CMWD Certificates of Participation, and the Alga Road, College
Blvd, and Palomar Airport Road assessment districts . At that time, the Council
heard a report that explained the decline in interest rates over the past few years
has provided the City with an opportunity to save hundreds of thousands of
dollars by refunding some of its outstanding debt.
In September, the staff completed the refunding of two issues - Hosp Grove and
the CMWD Certificates of participation. The total “present value” savings realized
by the City as a result of these refundings exceeded $907,000. The present
value savings calculation takes into consideration the time-value of money by
recognizing dollars received today are worth more than dollars received in the
future. On a cash basis, the total savings related to the Hosp Grove and CMWD
issues is in excess of $1,579,000 .
On October 28, 1997 the City Council adopted a resolution declaring its intention
to proceed with the refunding of the Alga Road and College Blvd assessment
districts, and directing staff to prepare the necessary documents.
At that time, staff reported the expected present value savings from refunding
these issues would be approximately $1.8 million. Actual savings will depend on
the interest rate markets at the time the issue is sold; however, based on the
information available at the time of the drafting of this agenda bill, present value
savings of about $1.8 million are still achievable.
AGENDA BILL N[X- 14, Y q g
The action now before the Council will approve the form of the refunding
documents, and allow staff to proceed with the sale of the bonds. Council will
also be authorizing the staff to make minor non-substantive changes to the
documents as may be deemed necessary by the City Attorney to accomplish the
refunding. The documents being approved are as follows:
l Reassessment Engineer’s Report - This report has been prepared by Galen N.
Peterson, Consulting Engineer, and reflects the amount of the assessment
which shall be placed on each parcel within the reassessment district, and the
method by which the assessment has been spread.
l Preliminary Official Statement - This is the document that will be provided to
prospective buyers of these bonds to provide information about the district, the
bonds, the City, and other information necessary to make an informed
investment decision.
l Bond Purchase Agreement - This agreement specifies the conditions under
which the underwriter, Dean Witter, will purchase the reassessment bonds.
l Continuing Disclosure Agreement - This agreement spells out the City’s
ongoing responsibility to provide information to investors.
l Fiscal Agent Agreement - This agreement identifies the ongoing responsibilities
of the City and its fiscal agent, First Trust, with regard to the payment of
principal and interest to bond holders, as well as other related matters.
l Escrow Agreement - This agreement provides instructions to the City’s escrow
agent, First Trust, with regard to how to hold and distribute the proceeds of
the refunding bonds.
All documents are on file with the City Clerk’s office.
The Calendar for this refunding calls for pricing to occur on December 3, 1997,
with closing scheduled for December 17, 1997.
Staff is recommending that the City Council adopt the attached resolutions which
will approve the reassessment report (the distribution of the new assessment
bonds to the property within the district), make various findings and
determinations related to the reassessment process and the public interest, levy
the new assessments, authorize the issuance of the refunding bonds, and approve
the documents outlined above.
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AGENDABILLNO. . 14. qqb ,
ENVIRONMENTAL
Actions taken by the Council related to the financing of a project do not require
environmental review, nor does this action constitute a project under CEQA/NEPA.
FISCAL IMPACT
The refunding of the Alga Road and College Blvd assessment districts will have
the effect of lowering the annual cost to home owners and property owners
within both districts. At this time, the staff cannot project the savings that will
be experienced by any particular property owner within these districts; however,
at present interest rates the City could expect reductions in annual assessments to
be between 8% and 10%.
The City is in no way obligated to pay any costs related to the refunding bonds
from any City source. The obligation for repayment rests solely with the property
within the assessment district.
EXHIBITS
0 1 Resolution No. $ adopting the reassessment report for Assessment District
No. 97-1, confirming and ordering the reassessment by summary proceedings and
directing actions with respect thereto.
8 Resolution No.gq &!a’” authorizing the issuance of assessment district no. 97-l
refunding bonds and approving and authorizing related documents and actions..
OR efunding Documents are on File with the City Clerk
,$aL &. m A6 1yy-03 E~h;b;f 3
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RESOLUTION NO. 97-695
A RESOLUTION ADOPTING REASSESSMENT REPORT FOR
REASSESSMENT DISTRICT NO. 97-1, CONFIRMING AND ORDERING
THE REASSESSMENT BY SUMMARY PROCEEDINGS AND DIRECTING ACTIONS WITH RESPECT THERETO
RESOLVED, by the City Council (the “Council") of the City of
Carlsbad (the “City"), County of San Diego, State of California,
that:
WHEREAS, on October 28, 1997 this Council adopted a Resolution
Making Preliminary Determinations, Making Appointments, and
Declaring Intention to Issue Refunding Bonds for Special Assessment
Districts Nos. 85-2 and 88-1, and Ordering a Report Thereon and
therein directed the making and filing of a reassessment report
(the “Report") in writing in accordance with and pursuant to the
Refunding Act of 1984 for 1915 Improvement Act Bonds, Division 11.5
of the Streets and Highways Code of California (the 'Act") in and
for the City's Reassessment District No. 97-l (Alga Road and
College Boulevard) (the “Assessment District");
WHEREAS, the Report was duly made and filed, and duly
considered by this Council with the aid of City staff and found to
be sufficient in every particular, and the Report shall stand for
all subsequent proceedings under and pursuant to the aforesaid
Resolution of Intention.
NOW, THEREFORE, IT IS ORDERED, as follows:
1. Conditions Satisfied. Pursuant to Section 9525 of the
Act, and based upon the Report this Council finds that all of the
following conditions are satisfied that:
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(a) Each of the estimated annual installments of
principal and interest on the reassessment as set forth in the
Report is less than the corresponding annual installment of
principal and interest on the original assessment as also set
forth in the Report, by the same percentage for all
subdivisions of land with the Assessment District;
(b) The number of years to maturity of all refunding
bonds proposed to be issued is no more than the number of
years to the last maturity of the bonds being refunded (the
“Prior Bonds"); and
(c) The principal amount of the reassessment on each
subdivision of land within the district is less than the
unpaid principal amount of the original assessment by the same
percentage for each subdivision of land in the Assessment
District.
2. Public Interest. The public interest, convenience and
necessity require that said reassessment be made.
3. Boundaries Aporoved. The Assessment District benefited by
said reassessment and to be reassessed to pay the costs and
expenses thereof, and the exterior boundaries thereof, are as shown
by a map thereof heretofore filed in the office of the City Clerk,
which map is made a part hereof by reference thereto.
4. Report Approved. Pursuant to the findings hereinabove
expressed with respect to Section 9525 of the Act, said conditions,
and all of them are deemed satisfied and that the following
elements of the Report are hereby finally approved and confirmed
without further proceedings, to wit:
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04 a schedule setting forth the unpaid principal and
interest on the Prior Bonds to be refunded and the total
amounts thereof (and assessments being continued);
(b) an estimate of the total principal amount of the
reassessment and of the refunding bonds and the maximum
interest thereon, together with an estimate of cost of the
reassessment and of issuing the refunding bonds, including
expenses incidental thereto;
(c) the auditor's record kept pursuant to Section 8682
of the Streets 'and Highways Code of California showing the
schedule of principal installments and interest on the Prior
Bonds and the total amounts thereof;
(d) the estimated amount of each reassessment,
identified by reassessment number corresponding to the
reassessment number of the reassessment diagram, together with
a proposed auditor's record for the reassessment prepared in
the manner described in said Section 8682; and
(d a reassessment diagram showing the assessment
district and the boundaries and dimensions of the subdivisions
of land therein.
Final adoption and approval of the Report as a whole, the
estimate of the costs and expenses, the reassessment diagram and
the reassessment, as contained in the Report, as hereinabove
determined and ordered, is intended to and shall refer and apply to
the Report, or any portion thereof, as amended, modified, revised
or corrected by, or pursuant to and in accordance with, any
resolution or order, if any, heretofore duly adopted or made by
this Council.
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5. Findinss and Determinations. Based on the oral and
documentary evidence, including the Report, offered and received by
the Council, this Council expressly finds and determines:
(a) that each of said several subdivisions of land will
be specially benefited by the reassessment at least in the
amount, if not more than the amount, of the reassessment
apportioned against such subdivisions of land, respectively,
and
(b) that there is substantial evidence to support, and
' the weight of said evidence preponderates in favor of, the
aforesaid finding and determination as to special benefits.
6. Reassessment Levied;. The reassessment, including all
costs and expenses thereof, is hereby levied upon the subdivisions
of land within the Assessment District.
7. Recordinss Directed. The City Clerk shall forthwith
cause:
(a) the reassessment to be delivered to the official of
the City who is the Superintendent of Streets of the City,
together with said reassessment diagram, as approved and
confirmed by this Council, with a certificate of such
confirmation and of the date thereof, executed by the Clerk,
attached thereto. The Superintendent of Streets, upon the
running of the limitations period specified in Section 9707 of
the Act, shall record said reassessment and reassessment
diagram in a suitable book to be kept for that purpose, and
append thereto a certificate of the date of such recording,
and such recordation shall be and constitute the reassessment
roll herein;
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(b) a copy of said reassessment diagram and a notice of
reassessment, executed by the Clerk, to be filed and recorded,
respectively, upon the running of the limitations period
specified in Section 9707 of the Act, in the office of the
County Recorder of the County of San Diego, such notice to be
in substantially the form provided in Section 3114 of the
Streets and Highways Code of California; and
(cl a copy of this resolution to be provided to the
Auditor of the County of San Diego.
From the date of recording of the notice of reassessment, all
persons shall be deemed to have notice of the contents of such
reassessment, and each of such reassessments shall thereupon be a
lien upon the property against which it is made, and unless sooner
discharged such liens shall so continue for the period of ten (10)
years from the date of said recordation, or in the event bonds are
issued to represent the reassessments, then such liens shall
continue until the expiration of four (4) years after the due date
of the last installment upon said bonds or of the last installment
of principal of said bonds.
The appropriate officer or officers of the City are hereby
authorized to pay any and all fees required by law in connection
with the above.
8. Effective Date. This resolution shall take effect from
and after the date of its adoption.
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PASSED, APPROVED AND ADOPTED at a regular meeting of the City
Council of the City of Carlsbad, held on the 18th day of November,
1997, by the following vote:
AYES: Council' Members Lewis, Finni
NOES: None
ABSENT: None
ABSTAIN: None
ATTEST:
,A - ALETHA L. tiu~ENKw2, City Clekk
la, Nygaard, Ku lchin, and Hal .1
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REBOLUTION NO. 97-696
A RESOLUTION AUTHORIZING TEE ISSUANCE OF REASSESSMENT DISTRICT NO. 97-1 REFUNDING BONDS AND APPROVING AND AUTHORIZING RELATED DOCUMENTS AND ACTIONS
RESOLVED, by the City Council (the “Council") of the City of
Carlsbad (the “City"), County of San Diego, State of California,
that:
WHEREAS, on October 28, 1997 this Council adopted a Resolution
Making Preliminary Determinations, Making Appointments, and
Declaring Intention to Issue Refunding Bonds for Special Assessment
Districts Nos. 85-2 and 88-1, and Ordering a Report Thereon (the
U'Resolution of Intention") and therein directed the making and
filing of a reassessment report (the “Report") in writing in
accordance with and pursuant to the Refunding Act of 1984 for 1915
Improvement Act Bonds, Division 11.5 of the Streets and Highways
Code of California (the “Act") in and for the City's Reassessment
District No. 97-1 (Alga Road and College Boulevard) (the
“Assessment District");
WHEREAS, the Report was duly made and filed, duly considered
by this Council with the aid of City staff and found to be
sufficient in every particular, and duly approved and adopted;
WHEREAS, the proceedings under the Act and the Resolution of
Intention are now completed, a list of unpaid reassessments is on
file with the City and this Council wishes to provide for the
issuance of refunding improvement bonds hereinafter described (the
“Bonds") pursuant to the Act and the Improvement Bond Act of 1915,
Division 10 of the Streets and Highways Code of the State of
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California (the “Bond Law");
WHEREAS, a portion of the proceeds of the Bonds shall be used
to retire, in advance of their scheduled maturities, certain bonds
of the City designated “Assessment District No. 85-2 (College
Boulevard) Limited Obligation Improvement Bonds," dated May 5, 1986
and originally issued in the principal amount of $9,570,250;
WHEREAS, a portion of the proceeds of the Bonds shall be used
to retire, in advance of their scheduled maturities, certain bonds
of the City designated “Assessment District No. 88-1 (Alga Road)
Limited Obligation Improvement Bonds," dated September 2, 199'0 and
originally issued in the principal amount of $19,561,247.66;
WHEREAS, for the purposes of the sale and delivery of the
Bonds, there are now on file with the City copies of the List of
Unpaid Reassessments, the Fiscal Agent Agreement, the Bond Purchase
Agreement, the Escrow Agreement, the Preliminary Official
Statement, the Continuing Disclosure Certificate, and the Bond
Purchase Agreement, and reference is hereby made thereto for
further particulars;
WHEREAS, this Council, with the aid of City staff, has
reviewed and considered the List of Unpaid Reassessments showing
the unpaid reassessments upon the security of which the Bonds shall
be issued, the Fiscal Agent Agreement providing for the issuance of
the Bonds, the Bond Purchase Agreement for the sale of the bonds,
the Escrow Agreement for the use of the proceeds of the Bonds to
redeem the Prior Bonds, the Continuing Disclosure Certificate
pursuant to which the City will be obligated to provide annual
disclosure relating to the Assessment District and the Bonds, and
the Preliminary Official Statement to assure proper disclosure of
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all material facts about the Bonds that are in the personal
knowledge of members of the Council and City staff and finds those
documents suitable for approval, subject to the conditions set
forth in this resolution; and
WHEREAS, all conditions, things and acts required to exist, to
have happened and to have been performed precedent to and in the
issuance of the bonds and the levy of the special reassessments as
contemplated by this Resolution and the documents referred to
herein exist, have happened and have been performed in due time,
form and manner as required by the laws of the State of California,
including the Act and the Bond Law.
NOW, THEREFORE, IT IS ORDERED, as follows:
1. Unpaid Reassessments. The reassessments that remain
unpaid are as shown in the Report. For the total amount of the
unpaid reassessments and a particular description of the lots,
pieces and parcels of land bearing the respective reassessment
numbers, reference is hereby made to the reassessment and to the
diagram, and any amendments thereto approved by this Council, all
as recorded in the Report on file in the office of the City Clerk.
2. Bonds Authorized. Pursuant to the Act, the Bond Law,
this Resolution and the Fiscal Agent Agreement (hereafter defined),
refunding improvement bonds of the City for the Assessment District
designated as “City of Carlsbad Reassessment District No. 97-1
(Alga Road and College Boulevard) Limited Obligation Refunding
Improvement Bonds- (the “Bonds") in an aggregate principal amount
not to exceed the unpaid reassessments are hereby authorized to be
issued. The date, manner of payment, interest rate or rates,
interest payment dates, denominations, form, registration
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privileges, manner of execution, place of payment, terms of
redemption and other terms, covenants and conditions of the Bonds
shall be as provided in the Fiscal Agent Agreement as finally
executed.
3. Authorization and Conditions. The City Manager, the
Finance Director, or such other official of the City as may be
designated by the City Council (the “Authorized Officer") is hereby
authorized and directed to execute and deliver the various
documents and instruments described in this Resolution, provided
that no additions or changes shall authorize an aggregate principal
amount of Bonds in excess of the unpaid reassessments or a maturity
of the Bonds in excess of fourteen (14) years, an average interest
rate on the Bonds in excess of seven percent per annum (7%) and a
purchase price not less than ninety-eight percent (98%) of the par
amount of the Bonds. The approval of such additions or changes
shall be conclusively evidenced by the execution and delivery of
such documents or instruments by the Authorized Officer, upon
consultation with Brown, Diven & Hentschke LLP, the City's bond
counsel.
4. Fiscal Asent Agreement. The proposed form of Fiscal
Agent Agreement by and between the City and First Trust of
California, National Association as fiscal agent, with respect to
the Bonds is hereby approved. The Authorized Officer is hereby
authorized and directed to cause the same to be completed and
executed on behalf of the City, subject to Section 3 above.
5. Escrow Aureement. The form of Escrow Agreement by and
between the City and First Trust of California, National
Association, as escrow holder, is hereby approved. The Authorized
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Officer is hereby authorized and directed to cause the same to be
completed and executed on behalf of the City, subject to Section 3
above.
6. Official Statement. The Council hereby approves the
Preliminary Official Statement describing the financing described
therein, in substantially the form on file with the Authorized
Officer, together with any changes therein or additions thereto
deemed advisable by the Authorized Officer. Pursuant to Rule
15~2-12 under the Securities Exchange Act of 1934 (the "Rule*) the
Preliminary Official Statement is hereby deemed 'final, and the
Authorized Official is hereby authorized and directed to provide
written certification thereof. The execution of the final Official
Statement, which shall include such changes and additions thereto
deemed advisable by the Authorized Officer pursuant to the Rule,
shall be conclusive evidence of the approval of the final Official
Statement by the City. The Council hereby authorizes the
distribution of the final Official Statement by the purchaser of
the Bonds.
7. Sale of Bonds. This legislative body hereby authorizes
and approves the sale of the Bonds by negotiation to Dean Witter
Reynolds Inc. (the Vnderwritertl). The form of the Bond Purchase
Agreement is hereby approved and the Authorized Officer is hereby
authorized and directed to execute the Bond Purchase Agreement on
behalf of the City upon the execution thereof by the Underwriter,
subject to Section 3.
8. Costs of Issuance. "Designated costs of issuing the
refunding bondsI@
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for purposes of Subsection 9600(b) and Section
, 9614 of the Act are the items specified in paragraphs (1) through
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and including (5) of subsection (a) of Section 9600 of the Act, and
@'Costs of Issuance11 as such phrase is used in the Fiscal Agent
Agreement shall mean such designated costs of issuing the refunded
bonds.
9. No Citv Obliaation to Advance Funds. This legislative
body hereby determines and declares that the City will not obligate
itself to advance available funds from the City treasury to cure
any deficiency which may occur in the Bond redemption fund.
10. Bonds Prepared and Delivered. Upon the execution of the
Bond Purchase Agreement, the Bonds shall be prepared, authenticated
and delivered, all in accordance with the applicable terms of the
Bond Law and the Fiscal Agent Agreement, and the Authorized Officer
and other responsible City officials are hereby authorized and
directed to take such actions as are required under the Bond
Purchase Agreement and the Fiscal Agent Agreement to complete all
actions required to evidence the delivery of the Bonds upon the
receipt of the purchase price thereof from the Underwriter.
11. Annual Reassessment Installments. A copy of the
resolution confirming the reassessments and the reassessments,
which reassessments shall constitute the security for the Bonds,
shall be delivered to the Finance Director, and the Finance
Director shall keep the record showing the several installments of
principal and interest on the reassessments which are to be
collected each year during the term of the Bonds. An annual portion
of each reassessment, together with annual interest on said
reassessment, shall be payable in the same manner and at the same
time and in the same installment as the general property taxes of
the County of San Diego and shall be payable and become delinquent
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at the same time and in the same proportionate amount. Each year
the annual installments shall be submitted to the County Auditor
for purposes of collection.
12. Actions. All actions heretofore taken by the officers
and agents of the City with respect to the establishment of the
Assessment District and the sale and issuance of the Bonds,
including but not limited to the distribution of draft sales
documents, are hereby approved, confirmed and ratified, and the
proper officers of the City are hereby authorized and directed to
do any and all things and take any and all actions and execute any
and all certificates, agreements, contracts, and other documents,
which they, or any of them, may deem necessary or advisable in
order to consummate the lawful issuance and delivery of the Bonds
in accordance with the Act, the Bond Law, this Resolution, the
Fiscal Agent Agreement, the Bond Purchase Agreement, the Continuing
Disclosure Agreement, and any certificate, agreement, contract, and
other document described in the documents herein approved.
13. Effective Date. This resolution shall take effect from
and after its adoption.
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PASSED, APPROVED AND ADOPTED at a regular meeting of the City
Council of the City of Carlsbad, held on the 18th day of November,
1997, by the following vote:
AYES: Council Members Lewis, Finnila, Nygaard, Kulchin, and Hall
NOES: None
ABSENT: None
ABSTAIN: None
CtiD%"Ay SEW&s'; M&or
ATTEST:
QJg&.#( ‘?J,
ALETHA L. RAUTENKRANZ, City Clerk
14029-06 JIKKL
EjcfffBl7- *3
fid3 14@J44&,97
In the opinion of Brown Diven b Hentschke, Sokana Beach, California, Bond Counsel, subject, howemr, to certain qualifiations described herein, under existing law, the interest on the Bonds is excludedfivm gross inwmeforjkderal income tax purposes and such interest is not an item of tax prejknce fDr purposes of the federal alternati~ minimum tax imposed on individuals and corporations; although, for the purpose of computing the alternative minimum tax imposed on certain corporations, such interest is taken into account in determining certain income and earnings. In the further opinion of Bond Counsel, such interest is exempt from Calijbrnia personal income taxes. See “LEGAL h4ATTERS” herein.
$18,480,000’
CITY OF CARLSBAD
LaMlTEDOBL,IGATION REFUN-DINGJMPROVEMENTBONDS
REASSESSMENT DISTRICT? NO. 97-1
(Alga Road and College Boulevard)
Datecb December I,1997 Due: September 2, as shownbelow
The Bonds are being issued by the City of Carlsbad, California (the “City”), a existing under the laws of the State of California, eneral law city organized and
to (i) redeem two series of outstanding limited ob e ursuant to the Refunding Act of 19 88 for 1915 Improvement Bonds, gation improvement bonds issued by the City’s Assessment District No. 85-2 and Assessment District No. 88-1, respectively, (ii) make a deposit into a debt service reserve fund and (iii) pay certain costs of issuance associated with the Bonds.
The Bonds are subject to redemption prior to maturity as described herein.
See “SPECIAL RISK FACTORS” herein for a discussion of the risk factors that should be considered in evaluating the investment quality of the Bonds.
NEITHER THE FAITH AND CREDIT NOR THE TAXING POWER OF THE CITY, THE COUNTY OF SAN DIEGO, THE STATE OF CALIFORNIA OR ANY POLITICAL SUBDIVISION THEREOF IS PLEDGED TO THE PAYMENT OF THE BONDS. THE INFORMATION SET FORTH IN THIS OFFICIAL STATEMENT, INCLUDING INFORMATION UNDER THE HEADING “SPECIAL RISK FACTORS,” SHOULD BE READ IN ITS ENTIRETY.
&!iZ%2T2) 1999
%~ %
2004 2005
MATURITY SCHEDULE
Principal Amount Ygp Maturity (Seotember 2) Pgt$ y&r
2006
%i 2010 2009
2011
(AU Prices - 100%)
THIS COVER PAGE CONTAINS CERTAIN INFORMATION FOR QUICK REFERENCE ONLY. IT IS NOT A SUMMARY OF THIS ISSUE. INVESTORS MUST READ THE ENTIRE OFFICIAL STATEMENT TO OBTAIN INFORMATION ESSENTIAL TO THE MAKING OF AN INFORMED INVESTMENT DECISION. The Bonds wiII be offered when as and if issued and received by the Underwriter, subject to the approval as to their legality by Brown Divert & Hentschke, Solana Beach, California, Bond Counsel. In addition, certain legal matters will be passed upon for the City by the City Attorney. Certain legal matters wiB be passed upon for the Underwriter by Jones HaB, A Professional Law Corporation, San Francisco, California. It is anticipated that the Bonds in definitive form will be available for delivery to DTC in New York, New York on or about December 19,1997.
MORGAN STANLEY DEAN WITTER
Dated: , 1997.
* Preliminary; subject to change.
CITY OF CARLSBAD
CITY COUNCIL MEMBERS
Claude A. “Bud” Lewis, Mayor Ramona Firmila, Mayor Pro Tern, Council Member Matt Hall, Council Member Ann J. Kulchin, CounciZ Member Julie Nygaard, Council Member
CITY STAFF
Raymond R. Patchett, City Manager
Frank Mar-men, Assistant City Manager
James F. Elliott, Financial Management Director
Martin Orenyak, Community Development Director Lloyd Hubbs, City Engineer James M. Stanton, City Treasurer Lisa Hildabrand, Finance Director Aletha L. Rautenkranz, City CZerk Ron Ball, City Attorney
FINANCIAL ADVISOR
Peter J. Ross San Francisco, California
SPECIAL COUNSEL
Brown Diven & Hentschke Solana Beach, California
FISCAL AND ESCROW AGENT
First Trust of California, National Association
Los Angeles, California
VERIFICATION AGENT
Causey, Demgen & Moore Denver, Colorado
REASSESSMENT ENGINEER
Galen N. Peterson, Consulting Engineer San Diego, California
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TABLE OF CONTENTS
INTRODUCTION ............................................................................................................. .l
The City ....................................................................................................................... 1
The District.. ............................................................................................................... .1
Sources of Payment for the Bonds ........................................................................... 1
Purpose of the Bonds ............................................................................................... .2
Description of the Bonds.. ........................................................................................ .2
Tax Exemption .......................................................................................................... .2
Professionals Involved in the Offering ................................................................... 3
Authority for Issuance of the Bonds ...................................................................... .3
Continuing Disclosure .............................................................................................. 3
THE BONDS ...................................................................................................................... .3
General Provisions ..................................................................................................... 3
Authority for Issuance ............................................................................................. .4
Purpose of Issue and the Refunding Plan.. ........................................................... .4
Estimated Sources and Uses of Funds.. ................................................................. .5
Investment of Bond Proceeds.. ................................................................................ .5
Estimated Debt Service Schedule ........................................................................... .7
Redemption ................................................................................................................ 7
Payment, Registration, Transfer and Exchange of Bonds.. ................................. .8
Book-Entry Only System .......................................................................................... 8
Parity Bonds ............................................................................................................. 10
SECURITY FOR THE BONDS ....................................................................................... 11
1997-98 Assessments .............................................................................................. 11
Reassessments .......................................................................................................... 11
Covenant to Commence Foreclosure Proceedings ............................................ .12
Priority of Lien ......................................................................................................... 12
Property Values.. ..................................................................................................... .13
Reserve Fund ........................................................................................................... .15
Sales of Tax Defaulted Property Generally ......................................................... .16
Limited Obligations of the City Upon Delinquency .......................................... 17
No Acceleration ........................................................................................................ 17
THE DISTRICT.. ............................................................................................................... 17
Description.. ............................................................................................................. .17
Methods of Assessment and Reassessment Spread.. ......................................... .18
Assessment Installment Delinquencies ............................................................... .18
Land Ownership in the District ............................................................................. 18
Land Value.. ............................................................................................................. .19
Environmental Conditions in the District ........................................................... .19
Direct and Overlapping Debt.. .............................................................................. .20
SPECIAL RISK FACTORS ............................................................................................. .21
Introduction.. ........................................................................................................... .21
Depletion of Reserve Fund.. .................................................................................. .22
Foreclosure and Sale Proceedings ......................................................................... 23
Factors Affecting Parcel Value and Aggregate Values ..................................... .24
Other Possible Claims Upon the Value of a Reassessment Parcel.. ................. .25
Bankruptcy Proceedings ........................................................................................ .26
Payments by FDIC .................................................................................................. .26
Proposition 218.. ...................................................................................................... .27
Payment of the Reassessment Not a Personal Obligation.. .............................. .29
Limited City Obligation to Pay Debt Service ...................................................... 29
No Acceleration ........................................................................................................ 29
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Loss of Tax Exemption.. ......................................................................................... .29
LEGAL MATTERS.. ......................................................................................................... 29
Tax Exemption ........................................................................................................ .29
Absence of Litigation ............................................................................................. .30
Legal Opinion.. ........................................................................................................ .30
MISCELLANEOUS.. ....................................................................................................... .30
No Rating.. ............................................................................................................... .30
Underwriting ........................................................................................................... .30
Additional Information.. ........................................................................................ .31
APPENDIX A - General Information About the City of Carlsbad ..................................... A-l
APPENDIX B - Form of Bond Counsel Opinion .................................................................... B-l
APPENDIX C - Form of Continuing Disclosure Certificate.. ............................................... C-l
APPENDIX D - Reassessment Engineer’s Report ................................................................ D-l
APPENDIX E - Table of Value-to-Lien Ratios ........................................................................ E-l
No dealer, broker, salesman or other person has been authorized by the City or the Underwriter to give any information or to make any representations other than those contained
in this Official Statement in connection with the offering made hereby, and, if given or made, such other information or representations must not be relied upon as having been authorized by any of the foregoing. This Official Statement does not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the Bonds by any person in any jurisdiction in which it is unlawful for such person to make such offer, solicitation or sale. This information set forth herein has been obtained from sources which are believed to be reliable, but it is not guaranteed as to accuracy or completeness and is not to be construed as a representation by the Underwriter. The information and expressions of opinion herein are subject to change without notice, and neither the delivery of this Official Statement nor any sale made hereunder, under any circumstances, shall create any implication that there has been no change in the affairs of any party described herein subsequent to the date as of which such information is presented.
The information set forth herein has been obtained from sources which are believed to be reliable, but is not guaranteed as to accuracy or completeness and is not to be construed as a representation by the City. The information and expressions of opinions herein are subject to change without notice, and neither delivery of this Official Statement nor any sale made hereunder shall, under any circumstances, create any implication that there has been no change in the affairs of the City since the date hereof. This Official Statement is submitted in connection with the sale of the Bonds referred to herein and may not be reproduced or used, in whole or in part, for any other purpose.
IN CONNECTION WITH THIS OFFICIAL STATEMENT, THE UNDERWRITER MAY OVERALLOT OR EFFECT TRANSACTIONS WHICH STABILIZE OR MAINTAIN THE MARKET PRICE OF THE BONDS OFFERED HEREBY AT A LEVEL ABOVE THAT WHICH
MIGHT OTHERWISE PREVAIL IN THE OPEN MARKET. SUCH STABILIZING, IF
COMMENCED, MAY BE DISCONTINUED AT ANY TIME.
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OFFICIAL STATEMENT
$18,480,000 *
CITY OF CARLSBAD
LIMITED OBLIGATION REFUNDING IMPROVEMENT BONDS
REASSESSMENT DISTRICT NO. 97-1
(ALGA ROAD AND COLLEGE BOULEVARD)
INTRODUCTION
The purpose of this Official Statement, which includes the cover page and Appendices hereto (the “Official Statement”), is to provide certain information concerning the sale and issuance of the City of Carlsbad Limited Obligation Refunding Improvement Bonds, Reassessment District No. 97-l (Alga Road and College Boulevard) (the “Bonds”).
This Zntroduction is not a summary of this Ojficial Statement. It is only a brief description of and guide to, and is qualified by, more complete and detailed information contained in the entire Ojkial Statement, including the cover page and appendices hereto, and the documents summarized or described herein. A full review should be made of the entire Official Statement. The oJering of the Bonds to potential investors is made only by means of the en tire OficiaI Statement.
The City
The City of Carlsbad, California (the “City”) is located approximately 35 miles north of the City of San Diego on the southern California coast. The City is a general law city incorporated in 1952. The City covers approximately 42 square miles. The City has a current estimated population of 70,100. See APPENDIX A - “GENERAL INFORMATION ABOUT THE CITY OF CARLSBAD” attached hereto.
The District
Reassessment District No. 97-1 (Alga Road and College Boulevard) (the “District”) was created by the City pursuant to proceedings taken under the Refunding Act of 1984 for 1915 Improvement Act Bonds (the “Bond Law”). The District includes 942 reassessed parcels (the “Reassessment Parcels”) which comprise approximately 1642.63 gross acres. See “THE
DISTRICT” herein. The District is comprised of the City’s former Assessment District No. 85-2,
College Boulevard (“District No. 85-2”) and Assessment District No. 88-l (Alga Road) (“District
No. 88-1 ‘I).
Sources of Payment for the Bonds
The Bonds are limited obligation refunding improvement bonds of the City. The Bonds are issued upon and are secured by certain unpaid reassessments (the “Reassessments”) against the Reassessment Parcels together with interest thereon. The unpaid Reassessments together with interest thereon constitute a trust fund for the redemption and payment of the principal of the Bonds and the interest thereon. The Bonds are also secured by the monies in the
Redemption Fund and the Reserve Fund created pursuant to the reassessment proceedings. The City’s obligation to advance funds to pay debt service on the Bonds in the event reassessment instalhnent collections are insufficient is limited to amounts on deposit from
* Preliminary; subject to change.
time to time in the Reserve Fund, and if so advanced will reduce the Reserve Fund by the amount of the funds advanced. See “SECURITY FOR THE BONDS” herein.
The March 2,1998 and September 2,1998 interest payments on the Bonds are payable from certain assessments payable in fiscal year 1997-98 with respect to District No. 85-2 and District No. 88-1 (the “1997-98 Assessments”). See “SECURITY FOR THE BONDS - 1997-98
Assessments” herein.
Purpose of the Bonds
The net proceeds of the Bonds, along with other available funds, will be used to make a deposit into the Escrow Fund created pursuant to the reassessment proceedings which will be used to call and redeem, on March 2,1998, (A) the outstanding City of Carlsbad Improvement Bonds Assessment District No. 85-2, College Boulevard (San Diego County, California) (the “Assessment District No. 85-2 Bonds”), currently outstanding in the principal amount of $5,160,000, and (B) the outstanding City of Carlsbad (San Diego County, California) Limited Obligation Improvement Bonds, Assessment District No. 88-1 (Alga Road) (the “Assessment District No. 88-1 Bonds”, and together with the Assessment District No. 85-2 Bonds, the “Prior Bonds”), currently outstanding in the principal amount of $13,530,000, (ii) to make an initial deposit into a debt service reserve fund and (iii) to pay certain costs of issuance associated with the Bonds. See “THE BONDS - Purpose of Issue and the Refunding Plan” herein.
Description of the Bonds
Payments. Interest is payable on March 2, 1998, and semiannually thereafter on September 2 and March 2 each year. Principal of and premium, if any, on the Bonds shall be payable by First Trust of California, National Association, as registrar, transfer agent and Fiscal Agent (the “Fiscal Agent”) for the Bonds. See “THE BONDS - General Provisions” and I’- Book- Entry Only System” herein.
Denominations. The Bonds will be issued in denominations of $5,000 each or integral multiples thereof.
Redemption. The Bonds are subject to redemption on any March 2 or September 2, at a redemption price equal to the principal amount to be redeemed, plus accrued interest to the redemption date, together with a premium. See “THE BONDS - Redemption” herein.
Registration, transfers and exchanges. The Bonds will be issued as fully registered bonds, registered in the name of Cede & Co. as nominee of The Depository Trust Company, New York,
New York (“DTC”), and will be available to actual purchasers of the Bonds (the “Beneficial Owners”) under the book-entry system maintained by DTC. See “THE BONDS - “Payment, Registration, Transfer and Exchange of Bonds” and “Book-Entry Only System.”
Tax Exemption
Assuming compliance with certain covenants and provisions of the Internal Revenue Code of 1986, in the opinion of Bond Counsel, interest on the Bonds will not be includable in gross income for federal income tax purposes although it may be includable in the calculation for certain taxes. Also in the opinion of Bond Counsel interest on the Bonds will be exempt from State of California personal income taxes. See “LEGAL MATTERS - Tax Exemption” herein.
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Professionals Involved in the Offering
All proceedings in connection with the issuance of the Bonds are subject to the approval of Brown Diven & Hentschke, Solana Beach, California, Bond Counsel to the City. First Trust of California, National Association, Los Angeles, California will act as the City’s Fiscal Agent.
Dean Witter Reynolds Inc. is acting as underwriter in connection with the issuance and delivery of the Bonds. Jones Hall, A Professional Law Corporation is serving as underwriter’s counsel. Galen N. Peterson, Consulting Engineer, San Diego, California will provide reassessment consulting services to the City. Brown Diven & Hentschke will receive compensation from the City contingent upon the sale and delivery of the Bonds.
Authority for Issuance of the Bonds
The Bonds are issued pursuant to the Refunding Act of 1984 for 1915 Improvement Bonds, Division 11.5 of the California Streets and Highways Code (the “Bond Law”), a Resolution of Issuance adopted by the City Council on November 18,1997 and a Fiscal Agent Agreement, dated as of December 1,1997 by and between the City and First Trust of California, National Association, as Fiscal Agent. See “THE BONDS - Authority for Issuance” herein. The Bonds are issued upon and secured by certain unpaid Reassessments against the Reassessment Parcels, together with interest thereon.
Continuing Disclosure
The City has covenanted for the benefit of holders and beneficial owners of the Bonds to provide certain financial and operating data (the “Annual Report”). The Annual Report will be delivered by not later than 270 days following the June 30 end of its fiscal year, commencing with the report for the 1996-97 Fiscal Year. The City has also covenanted to provide notices of the occurrence of certain enumerated events, if material. The Annual Report will be filed by the City with each Nationally Recognized Municipal Securities Information Repository, and with the appropriate State information depository, if any. The notices of material events will be filed by the City with the Municipal Securities Rulemaking Board (and with the appropriate State information depository, if any). The specific nature of the information to be contained in the City Annual Report or the notices of material events is set forth below under the captions “APPENDIX C - Form of the Continuing Disclosure Certificate”. These covenants have been made in order to assist the Underwriter in complying with S.E.C. Rule 15c2-12(b)(5). The City
has never failed to comply, in all material respects, with an undertaking pursuant to said Rule.
THE BONDS
General Provisions
The Bonds will be dated December 1,1997, and will be issued in the aggregate principal amount set forth on the cover hereof. The Bonds will bear interest from their dated date at the rates per annum set forth on the cover page hereof, payable semiannually on each March 2 and September 2, commencing March 2,1998 (each, an “Interest Payment Date”), and will mature in the amounts and on the dates set forth on the cover page hereof. The Bonds will be issued in fully registered form in denominations of $5,000 each or any integral multiple thereof.
Principal of and premium, if any, on the Bonds are payable in lawful money of the United States of America upon surrender of the Bonds at the principal corporate trust office of the Fiscal Agent. Interest on the Bonds (including the final interest payment upon maturity or early redemption) is payable by check of the Fiscal Agent mailed by first class mail to the
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registered owners as shown on the Fiscal Agent’s books as of the fifteenth day of the calendar
month immediately preceding each interest payment date.
Authority for Issuance
The Bonds are issued pursuant to the Bond Law, a Resolution of Issuance adopted by the City Council on November 18,1997 and a Fiscal Agent Agreement, dated as of December 1, 1997 (the “Fiscal Agent Agreement”) by and between the City and First Trust of California, National Association, as fiscal agent (the “Fiscal Agent.“). The Bonds are issued upon and primarily secured by certain unpaid reassessments (the “Reassessments”) against parcels of land (the “Reassessment Parcels”) within the City’s Reassessment District of 1997 (the “District”),
together with interest thereon.
A Notice of Reassessment will be recorded in the real property records of San Diego County on December 18,1997.
The Bonds are issued pursuant to particular provisions of the Bond Law which permit their authorization, issuance and sale without public hearing if three conditions are satisfied. The three conditions are summarized as follows:
60 Each estimated annual installment of principal and interest on the
Reassessment is less than the corresponding annual installment of principal and interest
on the portion of the original assessment being superseded and supplanted by the same
percentage for all Reassessment Parcels.
0) The number of years to maturity of all the Bonds is not more than the number of years to the last maturity of the Prior Bonds.
w The principal amount of the Reassessment on each Reassessment Parcel is less than the unpaid principal amount of the portion of the original assessment being superseded and supplanted by the same percentage for each Reassessment Parcel.
The City Council, as part of the refunding proceedings, has made a finding that the three conditions are satisfied.
Purpose of Issue and the Refunding Plan
The purpose of the Bonds is to provide funds which, along with other moneys, will be deposited into an escrow fund (the “Escrow Fund”) held by the Fiscal Agent and used to pay interest due on and redeem on March 2,1998 the following outstanding bonds (collectively, the “Prior Bonds”):
6) the $9570,250 initial principal amount of City of Carlsbad Improvement Bonds Assessment District No. 85-2, College Boulevard (San Diego County, California), of which $5,160,000 is currently outstanding, and
(ii) the $19,561,247.66 initial principal amount of City of Carlsbad (San Diego
County, California) Limited Obligation Improvement Bonds, Assessment District No.
88-1 (Alga Road), of which $13,530,000 is currently outstanding.
Certain moneys in the existing funds and accounts relating to the Prior Bonds will be applied to the redemption. See “THE BONDS - Estimated Sources and Uses of Funds.”
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Estimated Sources and Uses of Funds
The proceeds to be received from the sale of the Bonds, excluding accrued interest, together with other applicable sources, are estimated to be applied as follows:
ESTIMATED SOURCES AND USES
Par Amount of the Bonds
Reserve Fund fo District No. 85-2’ the Prior Bonds
District No. 88-l
District No. 85-2 District No. 88-l
n F&s for the Prior Bon& District No. 85-2 District No. 88-l
TOTAL SOURCES
1 JSSES
Deposit to the Escrow Fund for the Prior Bonds
Deposit to Reserve Fund
Deposit to Costs of Issuance Fund (l)
Underwriter’s Discount
TOTAL USES
(1) Costs of Issuance include legal fees, Bond Counsel fees, engineering fees, City administration fees, Fiscal Agent fees, financial advisory fees, printing costs, and other costs associated with issuance of the Bonds.
Investment of Bond Proceeds
Monies held in the Redemption Fund and the Reserve Fund shall be invested in Permitted Investments, as set forth in the Fiscal Agent Agreement, and shall be held by the City. “Permitted Investments” is defined in the Fiscal Agent Agreement to mean any of the following so long as they are acquired at Fair Market Value:
(a> Federal Securities;
(b) securities (other than those identified in paragraphs (a) and (d) of Section 53601 of the Government Code of the State) in which the City may legally invest funds subject to its control, pursuant to Article 1, commencing with Section 53600, of Chapter 4
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of Part 1 of Division 2 of Title 5 of the Government Code of the State, as now or hereafter amended;
(cl shares in a California common law trust established pursuant to Title 1, Division 7, Chapter 5 of the California Government Code which invests exclusively in investments permitted by Section 53635 of Title 5, Division 2, Chapter 4 of the California Government Code, as it may be amended, including but not limited to the California Arbitrage Management Program (CAMP);
(4 the Local Agency Investment Fund of the State of California, created pursuant to Section 16429.1 of the California Government Code, to the extent the Finance Director is authorized to register such investment in the City’s name;
63 investment agreements or guaranteed investment contracts, with or guaranteed by a financial entity whose long-term unsecured obligations are rated “AA”
or better by Moody’s Investor’s Service (“Moody’s) and Standard and Poor’s Ratings
Group (“S&P”), and whose short term debt is rated no lower than the corresponding level of rating category for such debt and such agreement or contract shall provide that the financial entity shall deposit collateral with a third party in accordance with criteria established by Moody’s and S&P in the event that the rating of short or long-term debt of the entity is downgraded below then-current requirements of Moody’s and S&P for such agreements or contracts; and
(0 money market funds (including money market funds for which Fiscal Agent, its affiliates or subsidiaries provide investment advisory or other management services) which are rated Am or better by S&P.
Investment income on monies in the Reserve Fund shall be retained therein until the Reserve Requirement (as defined in the Fiscal Agent Agreement) is met and shall thereafter be transferred to the Redemption Fund. See “SECURITY FOR THE BONDS-Reserve Fund” herein.
Whenever the balance in the Reserve Fund is sufficient to retire all remaining outstanding
Bonds, the Reserve Fund shall be liquidated in retirement of the Bonds.
Investment income on monies in the Redemption Fund will be retained therein. The Redemption Fund will be liquidated in retirement of the Bonds.
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Estimated Debt Service Schedule
The following table presents the debt service schedule for the Bonds, assuming no
redemptions are made:
Year Ending ber 7
1999
2ooo
2001
2002
2003
2004
2005
2006
2007
2008 2009
2010
2011
PrinciDal
Redemption
Optional Redemption. Whenever, as of an Interest Payment Date, there are sufficient funds in the Prepayment Account of the Redemption Fund from the proceeds of prepayments of Reassessments or from the application of any surplus funds by the City, Bonds will be called for redemption. Each Bond, or any portion of the principal thereof in the principal amount of $5,000 or any integral multiple thereof, may be redeemed and paid in advance of maturity on any Interest Payment Date in any year by giving notice to the Owner and by paying the principal amount thereof, plus interest to the date of redemption, unless sooner surrendered, in which event said interest will be paid to the date of payment, together with a premium equal to three (3%) percent of the principal amount of the Bonds to be redeemed.
The City wiIl use 1997-98 Assessments to be collected by the City in December, 1997 and April, 1998 (i) to pay interest on the Bonds on March 2, 1998 and September 2,1998 and (ii) thereafter, any remaining 1997-98 Assessments will be used to redeem Bonds on September 2,
1998 in an amount equal to the principal amount to be redeemed, plus interest to the date of
redemption, together with a premium equal to three (3%) percent of the principal amount of the
Bonds to be redeemed.
No interest will accrue on a Bond beyond the March 2 or September 2 on which that Bond is called for redemption. Notice of redemption must be given to the registered Owner of the Bond by personal service or registered or certified mail at least 30 days prior to the redemption date. The determination as to which Bond or Bonds are to be called will be made in accordance with the provisions of the Bond Law.
Any prepayment of all or part of any reassessment would, and the issuance of refunding
bonds would, and the accumulation of investment income in the Redemption Fund may, result in optional redemption of all or a portion of the Bonds prior to their stated maturities. Pursuant to the Bond Law, the City may issue refunding bonds for the purpose of redeeming the Bonds. See “SECURITY FOR THE BONDS - Reserve Fund” for a discussion on the transfer of investment income from the Reserve Fund to the Redemption Fund.
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Payment, Registration, Transfer and Exchange of Bonds
The Bonds will be issued as fully registered bonds, registered in the name of Cede & Co. as nominee of The Depository Trust Company, New York, New York (“DTC”), and will be available to actual purchasers of the Bonds (the “Beneficial Owners”) in the denominations set forth above, under the book-entry system maintained by DTC, only through brokers and
dealers who are or act through DTC Participants (as defined herein) as described herein.
Beneficial Owners will not be entitled to receive physical delivery of the Bonds. See “THE
BONDS - Book-Entry Only System.” In the event that the book-entry-only system is no longer
used with respect to the Bonds, the Bonds will be registered and transferred in accordance with
the Fiscal Agent Agreement. See “THE BONDS - Book-Entry Only System - Discontinuance of
DTC Service.”
Book-Entry Only System
DTC will act as securities depository for the Bonds. The Bonds will be executed and delivered as fully-registered securities registered in the name of Cede & Co. (DTC’s partnership nominee). One fully-registered certificate will be issued for each maturity of the Bonds, each in the initial aggregate principal amount of such maturity, and will be deposited with DTC.
DTC is a limited-purpose trust company organized under the New York Banking Law, a ‘banking organization” within the meaning of the New York Banking Law, a member of the
Federal Reserve System, a “clearing corporation” within the meaning of the New York Uniform Commercial Code, and a “clearing agency” registered pursuant to the provisions of Section 17A of the Securities Exchange Act of 1934. DTC holds securities that its participants (“Participants”) deposit with DTC. DTC also facilitates the settlement among Participants of securities transactions, such as transfers and pledges, in deposited securities through electronic computerized book-entry changes in Participants’ accounts, thereby eliminating the need for physical movement of securities Bonds. “Direct Participants” include securities brokers and dealers, banks, trust companies, clearing companies, and certain other organizations. DTC is owned by a number of its Direct Participants and by the New York Stock Exchange, Inc., the
American Stock Exchange, Inc., and the National Association of Securities Dealers, Inc. Access to the DTC system is also available to others such as securities brokers and dealers, banks and trust companies that clear through or maintain a custodial relationship with a Direct
Participant, either directly or indirectly (“Indirect Participants”). The Rules applicable to DTC and its Participants are on file with the Securities and Exchange Commission.
Purchases of Bonds under the DTC system must be made by or through Direct
Participants, which will receive credit for the Bonds on DTC’s records. The ownership interest of each Beneficial Owner is in turn to be recorded on the Direct and Indirect Participants’ records. Beneficial Owners will not receive written confirmation from DTC of their purchase, but Beneficial Owners are expected to receive written confirmations providing details of the transaction, as well as periodic statements of their holdings, from the Direct or Indirect Participant through which the Beneficial Owner entered into the transaction. Transfers of ownership interest in the Bonds are to be accomplished by entries made on the books of Participants acting on behalf of Beneficial Owners. Beneficial Owners will not receive Bonds representing their ownership interests in Bonds, except in the event that use of the book-entry system for the Bonds is discontinued.
To facilitate subsequent transfers, all Bonds deposited by Participants with DTC are registered in the name of DTC’s partnership nominee, Cede & Co. The deposit of Bonds with DTC and their registration in the name of Cede & Co. effect no change in beneficial ownership. DTC has no knowledge of the actual Beneficial Owners of the Bonds; DTC’s records reflect only the identity of the Direct Participants to whose accounts such Bonds are credited, which may or
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may not be the Beneficial Owners. The Participants will remain responsible for keeping account of their holdings on behalf of their customers.
Conveyance of notices and other communications by DTC to Direct Participants, by Direct Participants to Indirect Participants, and by Direct Participants and Indirect Participants to Beneficial Owners will be governed by arrangements among them, subject to any statutory or regulatory requirements as may be in effect from time to time.
Prepayment notices will be sent to Cede & Co. If less than all of the Bonds within a maturity are being prepaid, DTC’s practice is to determine by lot the amount of the interest of each Direct Participant in such maturity to be prepaid.
Neither DTC nor Cede & Co. will consent or vote with respect to Bonds. Under its usual procedures, DTC mails an Omnibus Proxy to the City as soon as possible after the record date. The Omnibus Proxy assigns Cede & Co.‘s consenting or voting rights to those Direct Participants to whose accounts the Bonds are credited on the record date (identified in a listing attached to the Omnibus Proxy).
Principal and interest payments with respect to the Bonds will be made to DTC. DTC’s practice is to credit Direct Participants’ accounts on the payment date in accordance with their respective holdings shown on DTC’s records unless DTC has reason to believe that it will not receive payment on a payment date. Payments by Participants to Beneficial Owners will be governed by standing instructions and customary practices, as is the case with securities held for the accounts of customers in bearer form or registered in “street name,” and will be the responsibility of such Participant and not of DTC, the Fiscal Agent or the City, subject to any
statutory or regulatory requirements as may be in effect from time to time. Payment of principal
and interest to DTC is the responsibility of the City or the Fiscal Agent, disbursement of such
payments to Direct Participants will be the responsibility of DTC, and disbursement of such
payments to the Beneficial Owners will be the responsibility of Direct and Indirect Participants.
The City cannot and does not give any assurances that DTC Participants or others will distribute payments with respect to the Bonds received by DTC or its nominee as the registered Owner, or any prepayment or other notices, to the Beneficial Owners, or that they will do so on a timely basis, or that DTC will service and act in the manner described in this Official
Statement.
The City and the Fiscal Agent cannot and do not give any assurances that DTC will distribute to Participants, or that Participants or others will distribute payments of principal or interest with respect to the Bonds paid to DTC or its nominee as the registered Owner, or any prepayment or other notices, to the Beneficial Owners, or that they will do so on a timely basis or will serve and act in the manner described in this Official Statement. The City and the Fiscal Agent are not responsible or liable for the failure of DTC or any Participants to make any
payment or give any notice to a Beneficial Owner with respect to the Bonds or any error or
delay relating thereto.
The foregoing description of the procedures and record-keeping with respect to beneficial ownership interests in the Bonds, payment of principal, interest and other payments with respect to the Bonds to Participants or Beneficial Owners, confirmation and transfer of
beneficial ownership interests in such Bonds and other related transactions by and between
DTC, the Participants and the Beneficial Owners is based on information provided by DTC. Accordingly, the City takes no responsibility for the accuracy thereof.
Discontinuance of DTC Service. In the event that (a) DTC determines not to continue to act as securities depository for the Bonds, or (b) the City determines to remove DTC from its
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functions as a depository, DTC’s role as securities depository for the Bonds and use of the book- entry system will be discontinued. If the City fails to select a qualified securities depository to replace DTC, the City will cause the Fiscal Agent to execute and deliver new Bonds in fully registered form in such denominations numbered in the manner determined by the Fiscal Agent and registered in the names of such persons as are requested by the Beneficial Owners thereof. Upon such registration, such persons in whose names the Bonds are registered will become the registered Owners of the Bonds for all purposes.
Transfer and Exchange of Bonds. The following provisions regarding the exchange and
transfer of the Bonds apply only during any period in which the Bonds are not subject to DTC’s book-entry system. While the Bonds are subject to DTC’s book-entry system, their exchange and transfer will be effected through DTC and the Participants and will be subject to the procedures, rules and requirements established by DTC.
All Bonds are transferable by the Owner thereof, in person or by his or her attorney duly authorized in writing, at the principal corporate trust office of the Fiscal Agent for such purpose on the books required to be kept by the Fiscal Agent pursuant to the provisions of the Fiscal Agent Agreement, upon surrender of such Bonds for cancellation accompanied by delivery of a duly executed written instrument of transfer in a form acceptable to the Fiscal Agent, manually executed.
Whenever any Bond or Bonds are surrendered for transfer, the Fiscal Agent will execute and deliver a new Bond or Bonds for like aggregate principal amount in authorized denominations. The Fiscal Agent will require the payment by any Owner requesting such transfer of any tax or other governmental charge required to be paid with respect to such transfer.
Bonds may be exchanged, upon surrender thereof, at the principal corporate trust office of First Trust, National Association, in St. Paul, Minnesota, on behalf of the Fiscal Agent for a like aggregate principal amount of Bonds of other authorized denominations of the same maturity. Whenever any Bond or Bonds are surrendered for exchange, the Fiscal Agent shall
execute and deliver a new Bond or Bonds for like principal amount in authorized
denominations. The City shall pay any costs of the Fiscal Agent incurred in connection with
such exchange, except that the Fiscal Agent may require the payment by the Bond Owner
requesting such exchange of any tax or other governmental charge required to be paid with respect to such exchange.
The Fiscal Agent may refuse to transfer or exchange either (i) any Bond during the period established by the Fiscal Agent for the selection of Bonds for prepayment, or (ii) any Bond selected for prepayment.
Parity Bonds
The City has covenanted in the Fiscal Agent Agreement that no additional bonds or other obligations will be issued or incurred having any priority over the Bonds in payment of principal or interest out of the Reassessments. Nothing in the Fiscal Agent Agreement prohibits
or impairs the authority of the City to issue bonds or other obligations secured by and payable from Reassessments which are on a parity with or subordinate to the Bonds, upon such terms and in such principal amounts as the City may determine.
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SECURITY FOR THE BONDS
1997-98 Assessments
The March 2, 1998 and the September 2, 1998 interest payments on the Bonds are payable from 1997-98 Assessments to be collected by the City in December, 1997 and April, 1998. Any 1997-98 Assessments remaining after payment of interest on the Bonds on March 2, 1998 and September 2, 1998 will be used to redeem Bonds on September 2, 1998. See “THE BONDS - Redemption” herein.
Reassessments
The Bonds are issued upon and are secured by the unpaid reassessments against the
Reassessment Parcels, together with interest thereon. The unpaid Reassessments together with interest thereon constitute a trust fund for the redemption and payment of the principal of the Bonds and the interest thereon. All the Bonds are secured by the monies in the Redemption Fund and the Reserve Fund created pursuant to the reassessment proceedings. Principal of and interest on the Bonds are payable exclusively out of the Redemption Fund.
Although the unpaid Reassessments constitute fixed liens on the Reassessment Parcels, they do not constitute personal indebtedness of the owners of the Reassessment Parcels. Furthermore, there can be no assurance as to the ability of the owners to pay the unpaid Reassessments.
The unpaid Reassessments levied on the Reassessment Parcels will be collected in annual installments, together with interest on the declining balances, on the tax roll of the County of San Diego (the “County”) on which general taxes on real property are collected, and the unpaid reassessments are payable and become delinquent at the same time and in the same proportionate amounts and bear the same proportionate penalties and interest after delinquency as do general taxes, and the Reassessment .Parcels are subject to the same provisions for sale and redemption as are properties for nonpayment of general taxes. The annual reassessment installments together with interest are to be paid into the Redemption Fund which will be used to pay the principal of and interest on the Bonds as they become due. The Fiscal Agent Agreement provides that with respect to the Reassessments installments payable in the Fiscal Year 2006-07, property formerly within District No. 85-2 will receive a
credit against the Reassessment installments to the extent that monies are anticipated to be
transferred from the Reserve Fund to the Redemption Fund. See “SECURITY FOR THE BONDS
- Reserve Fund” below.
The Bonds are not secured by the general taxing power of the City or the State or any political subdivision of the State, and neither the City nor the State nor any political subdivision of the State has pledged its full faith’and credit for the payment thereof.
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Covenant to Commence Foreclosure Proceedings
The Act provides that in the event any reassessment or installment thereof or any interest thereon is not paid when due, the City may order the institution of a court action to foreclose the lien of the unpaid reassessment. In such an action, the real property subject to the unpaid reassessment may be sold at judicial foreclosure sale. This foreclosure sale procedure is not mandatory. However, in the Fiscal Agent Agreement, the City has covenanted with the Bondowners that the City will order and cause to be commenced, and thereafter diligently prosecute an action in the superior court to foreclose the lien of any Reassessment or installment thereof which has been billed, but has not been paid. The following conditions, as determined
by the Finance Director of the City not later than October 1 of each fiscal year, will cause
foreclosure proceedings to be commenced by the City Attorney within 60 days of such
determination
(A) if there is a delinquency of an Reassessment of $1,000 or more for a prior Fiscal Year for any single parcel of land in the District, foreclosure will be commenced against such parcel; or
(B) if the total amount of delinquent Reassessments for the prior Fiscal Year for
the entire District, less the total delinquencies under subsection (A) above, exceeds three percent (3%) of the total Reassessments due and payable in the prior Fiscal Year, foreclosure will be commenced against each parcel of land in the District with any amount of delinquency for the prior Fiscal Years or Years.
In the event court foreclosure proceedings are necessary, there may be a delay in payments to Bondowners pending prosecution of the foreclosure proceedings and receipt by the City of the proceeds of the foreclosure sale. It is also possible that no bid for the purchase of the applicable property would be received at the foreclosure sale. See also the section herein entitled “SPECIAL RISK FACTORS.”
Priority of Lien
Each reassessment (and any reassessment thereof) and each installment thereof, and any interest and penalties thereon, constitutes a lien against the parcel of land on which it was
imposed until the same is paid. The lien is subordinate to all fixed special reassessment liens
imposed upon the same property prior to the date that the reassessments became a lien on the
property assessed, but has priority over all private liens and over all fixed special reassessment
liens which may thereafter be created against the property. The lien is co-equal to and
independent of the lien for general taxes and any community facilities district special taxes.
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Property Values
The City has obtained the values of the Reassessment Parcels as shown on the San Diego County tax roll for property tax purposes. According to the San Diego County tax roll for 1997- 98, the total value of the Reassessment Parcels for property tax purposes is $421,689,557, which value is comprised of $ for land and $ for improvements. Consequently, the District’s value-to-lien ratio is 15.10 to 1.
Value to Lien Ratios by District
The following table sets forth the outstanding assessment, assessed values,
overlappingdebt, and value-to-lien ratios with respect to the entire District and as broken down for District No. 85-2 and District No. 88-l.
Table 1 City of Carlsbad Reassessment District No. 974(Alga Road and College Boulevard) District-Wide Value-to-Lien Ratios
Outstanding Overla ping
QC&
Assessed Value-to-
Assessment- J!id!Le Lien
District No. 85-2 $5,160,000 27.64% $678,109 $125,718,362 21.53
District No. 88-l 13505.690 iziLL% sdf@.Wi 295.971.195w
Total $18,665,690 100.00% $9,267,054 $421,689,557 15.10
Source:
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Value to Lien Ratios of Top Ten Assessees
The following table set forth the total outstanding assessment, assessed values, overlapping debt and value-to-lien ratios for the top ten assessees in the District.
Table 2 City of Carlsbad Reassessment District No. 97-l(Alna Road and College Boulevard) Top Ten Assessees - qalue-to-Lien Rati&
outstanding
Assessment-
Overla ping
&
Aviara Land Associates LP $4,625,713 24.78% $3,308,814 Aviara Resort Associates LP 1,592,790 8.53 165,552 City of Carlsbad 1,524,273 8.17 678,109 Union Pacific RR Co. 697,508 3.74 West. Pac. Housing Aviara 474,486 2.54 379,891 Acacia Credit Fund 545,230 2.92 467,981 Brookfield Carlsbad Inc. 466,094 2.50 335,845 Aviara FSRC Associates LP 567,363 3.04 21,843 Richmond American Homes 236,867 1.27 170,675 Puritan Bennett Corp 355,363 1.90
Total - Top 10 Assessees $11,085,689 56.22% $5,528,711
Total - District 18,665,690 100.00% $9,267,054
Total - Top 5 Assessees 8,914,771.21 47.76% $4,532,366
Source:
Assessed Value-to-
$26,723,673 3.37
55,226,034 31.41
5,221,533 2.37
10,295,980 14.76
5,968,560 6.99
5,550,OOo 5.48
9,799,650 12.22
3,510,OOo 5.96
3,531,040 8.66
19.315.000 54.35
$145,141,470 8.74
$421,689,557 15.10
$103,435,780 7.69
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Value to Lien Distribution
The following table shows the value-to-lien distribution in the District.
Assessed Value- Number of to-Lien Ratio Parcels Percent of Assessment Lien Percent of
Ili2t.d Amount ILi-&d
25:l and above 2O:l - 24.99:1 15:l - 19.99:1 1O:l - 14.99:l
5:l - 9.99:1 3:l - 4.99:1 1:l - 2.99:1 Less than .99:1 N/A (City of Carlsbad)
333 133 89 153 91 47 32
35.35% !M,o73,904 21.83% 14.12 1,252,534 6.71 9.45 1,182,730 6.34 16.24 2,684,453 14.38 9.66 1,750,805 9.38 4.99 1,156,196 6.19
3.40 3,822,495 20.48 0.85 843,766 4.52
5.94 1.898,806 10.17
District Total
Source:
942 100.00% 18,665,690 100.00%
Value to Lien Ratios on a Parcel-by Parcel Basis
A summary of the value to lien ratios of the Reassessment Parcels on a parcel-by-parcel basis is set forth in Appendix E: “Table of Value-to-Lien Ratios”.
For a complete discussion of property values, see “THE DISTRICT - Land Value”.
Reserve Fund
On the date of issuance and delivery of the Bonds, the City will make an initial deposit
from Bond proceeds into the Reserve Fund in the amount of the Reserve Requirement. The Reserve Requirement is defined in the Fiscal Agent Agreement to be, as of any date of calculation, an amount not to exceed the lesser of (i) Maximum Annual Debt Service on the Outstanding Bonds (as defined in the Fiscal Agent Agreement) or (ii) ten percent (10%) of the total of the proceeds of the Bonds deposited pursuant to the provisions of the Fiscal Agent Agreement, as reduced on June 1,2005 by a transfer from the Reserve Fund to the Redemption Fund pursuant to the Fiscal Agent Agreement (as described in the following paragraph). Maximum Annual Debt Service is defined in the Fiscal Agent Agreement to mean the largest Debt Service for any Bond Year after the calculation is made through the final maturity date of any Outstanding Bonds. Investment earnings on amounts on deposit in the Reserve Fund will be retained therein until such time as the amount on deposit in the Reserve Fund is equal to the
Reserve Requirement. Monies in the Reserve Fund will be held by the Fiscal Agent for the
benefit of the City and the Bondholders as a reserve for the payment of principal of (including required sinking fund payments), interest and any premium on the Bonds.
The Fiscal Agent Agreement provides that on June 1,2005, the Fiscal Agent will transfer from the Reserve Fund to the Redemption Fund the amount then on deposit in the Reserve
Fund that is attributable to the portion of the Bonds used to refund the Assessment District No.
85-2 Bonds, which sum will be applied as a credit against Reassessments otherwise payable in December, 2005 and April, 2006 by property owners in former District No. 85-2.
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The Reserve Fund will be maintained, used, transferred, reimbursed and liquidated as
follows:
k-4 Whenever there are insufficient funds in the Redemption Fund to pay the next maturing installment of principal of or interest on the Bonds, an amount necessary to make up such deficiency will be transferred from the Reserve Fund, to the extent of available funds, to the Redemption Fund. The amounts so advanced will be reimbursed from the proceeds of redemption or sale of the parcel for which payment of delinquent installments of the Reassessments and interest thereon has
been made from the Reserve Fund.
@I
(cl
(4
If any reassessment or any portion thereof is prepaid prior to the final maturity of the Bonds, the amount of principal of the Reassessments to be prepaid will be reduced. The proportional reduction of the Reassessments shall equal the product of the ratio of the original amount of the Reassessment securing any Bonds so paid to the original amount of all Reassessments securing any Bonds, times the initial Reserve Requirement.
Except to the extent, if any, required for rebate to the federal government, all proceeds from investment of monies in the Reserve Fund will remain in the Reserve Fund until the balance therein is equal to, as of any Interest Payment Date or on any other date requested by the Finance Director of the City, an amount not to exceed the Reserve Requirement. All such proceeds in excess of the Reserve Requirement will be transferred to the Redemption Fund.
When the balance in the Reserve Fund is sufficient to retire all Bonds then
outstanding (whether by advance retirement or otherwise), the amount of the Reserve Fund will be transferred to the Redemption Fund, and the remaining installments of principal and interest not yet due will be canceled without payment, and the Reserve Fund will be liquidated in the retirement of the Bonds.
If proceeds are realized from redemption or sale of properties with respect to which payment of delinquent reassessments and interest thereon was made from the Reserve Fund, such proceeds will be credited to the Reserve Fund.
Sales of Tax Defaulted Property Generally
Property securing delinquent reassessment installments which is not sold pursuant to the judicial foreclosure proceedings described above may be sold, subject to redemption by the
property owner, in the same manner and to the same extent as real property sold for
nonpayment of general County property taxes. On or before June 30 of the year in which such
delinquency occurs, the property becomes tax-defaulted. This initiates a five-year period
during which the property owner may redeem the property. At the end of the five-year period
the property becomes subject to sale by the County Treasurer and Tax Collector. Except in
certain circumstances, as provided in the Bond law, the purchaser at any such sale takes such property subject to all unpaid reassessments, interest and penalties, costs, fees and other charges which are not satisfied by application of the sales proceeds and subject to all public improvement reassessments which may have priority.
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Limited Obligations of the City Upon Delinquency
If a delinquency occurs in the payment of any Reassessment installment, the City has no duty to transfer into the Redemption Fund the amount of the delinquency except from monies available in the Reserve Fund. There is no assurance that funds will be available in the Reserve Fund for this purpose and if, during the period of delinquency, there are insufficient funds in the Reserve Fund, a delay may occur in payments to the Bondowners or there may be insufficient funds to make such payments. If there are additional delinquencies after exhaustion of funds in the Reserve Fund, the City has no direct or contingent liability to transfer into the Redemption Fund the amount of delinquency out of any other available monies of the City.
No Acceleration
The principal of the Bonds will not be subject to acceleration under the provisions of the Fiscal Agent Agreement.
THE DISTRICT
Description
The District was formed for the purpose of reassessing the Reassessed Parcels, superseding and supplanting the existing assessments (except for the 1997-98 Assessments and any delinquent assessment installments), and refunding the Prior Bonds (see “THE BONDS - Purpose of Issue and the Refunding Plan”).
District No. 85-2. District No. 85-2 originally included 61 parcels totaling 615.63 gross acres located in what is referred to as the “Industrial Corridor” of the City.
The Assessment District No. 85-2 Bonds were issued to finance construction and improvement of College Boulevard. Construction of these improvements was completed in
District No. 85-2 presently consists of parcels designated for industrial or commercial uses. The current status of development [describe use, ownership, etc., for (i) Carlsbad Research Center, (ii) Carlsbad Airport Center, (iii) Huntington Beach Company development, and (iv) Palomar Land Group, Limited , if any]
District No. 88-I. District No. 88-l totals approximately 1,027 gross acres. With the exception of four parcels, all of the land in District No. 88-l is part of a 990 -acre master- planned development commonly known as the Aviara Development.
The Assessment District No. 88-l Bonds were issued to finance construction and
installation of certain street improvements to upgrade Alga Road and Pointsettia Lane to full City standards and to link the two previously-dead-end roads. Construction of these improvements was completed in
The entire Aviara Development is subject to an approved Master Plan. District No. 88-l
currently consists of land designated for residential, commercial and resort use. Development of
the sixteen planning areas in Phase I (approximately 540 acres) was completed in [If Phase I is not yet complete, describe type and status of development, identity of developers, sources of financing, major property owners]. Phase I consists of single-family and multi-family
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housing, [an elementary/a high] school in the Carlsbad Unified School District and the Four Seasons Resort at Aviara, a 336-room, five-star resort.
Phase II [describe type and status of development, identity of developers, sources of financing, major property owners]
Phase III [describe type and status of development, identity of developers, sources of financing, major property owners]
Methods of Assessment and Reassessment Spread
As described in the Reassessment Engineer’s Report attached hereto as Exhibit D, the
assessments levied in District No. 85-2 and District No. 88-l were spread on the basis of special
and direct benefits received by the assessed parcels from the improvements to be constructed, as initially recommended by the assessment engineer and as finally approved by the City Council. The Reassessments are spread in amounts exactly proportional to the respective outstanding assessments securing the Prior Bonds.
Assessment Installment Delinquencies
Property taxes (including assessment and Reassessment installments) may be paid in two installments. The first installment is due on November 1 and is delinquent if not paid by December 10. The second installment is due on March 1 and is delinquent if not paid by April 10. The Bonds are limited obligation improvement bonds of the City payable from Reassessments. The Reassessments are spread in amounts exactly proportional to the respective outstanding assessments securing the Prior Bonds. However, Reassessments will not be collected until December, 1998; thus, interest payable on the Bonds on March 2, 1998 and September 2,1998 is payable from the 1997-98 Assessments to be collected in December, 1997
and April, 1998.
The following Table 3 sets forth the combined current amount of remaining delinquent
assessments in District No. 85-2 and District No. 88-l for the indicated fiscal year. The City of
Carlsbad is not on the Teeter Plan; therefore, revenues realized from assessments reflect actual
collections.
Table 4 City of Carlsbad Reassessment District No. 97-l(Alga Road and College Boulevard) Assessment Delinquency History
Fiscal Year
1993-94 1994-95 1995-96 1996-97
ount Levied Amount Delinauent Percent Delinauent
Source: City of Carlsbad
The City has determined that the Reassessments will not include delinquent installments of assessments or the penalties and interest thereon because the City has instituted foreclosure proceedings with respect to those installments. Thus, the lien of the original assessments will
not be superseded and supplanted and will be equal in priority to the lien of the Reassessments.
Land Ownership in the District
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There are 940 parcels within the District responsible for the payment of the Reassessments and a total of 618 property owners. Information is set forth below about the three largest property owners in the District. Although the following information is believed to be
reliable, such information has been provided by the property owners and, with the exception of information relating to the City, is not to be construed as representations of the City. The percentages set forth below of land owned in the District by any particular owner are correct as of November 1,1997 and may change depending upon the sale or acquisition of land by such owner.
Aviara Land Associates Limited Partnership. Aviara Land Associates Limited Partnership, a Delaware limited partnership (“Aviara Land Associates”) is responsible for payment of approximately 24..8% of the Reassessments. Aviara Land Associates is currently one of five limited partners in Aviara Resort Associates.
Aviara Resort Associates Limited Partnership. Aviara Resort Associates Limited Partnership (“Aviara Resort Associates”) owns land in the District primarily consisting of the Four Seasons Resort at Aviara. Aviara Resort Associates is responsible for payment of approximately 8.5% of the Reassessments.
City of Carlsbad. The City is responsible for payment of approximately 8.16% of the
Reassessments. The City plans to use its property in the District for development of a municipal golf course. The City is currently undertaking the environmental review process with respect to
the golf course, which it expects to complete in February, 1999.
Land Value
The City has obtained the “full cash values” of the Reassessment Parcels as shown in the records of San Diego County for 1997/98 property tax purposes. The “full cash values” of such parcels are shown in Appendix E attached hereto. Article XIIIA of the California Constitution (Proposition 13) defines “full cash value” to mean “the county assessor’s valuation of real property as shown on the 1975/76 bill under ‘full cash value’, or thereafter, the appraised value
of real property when purchased or newly constructed or when a change in ownership has
occurred after the 1975 reassessment,” subject to exemptions in certain circumstances of property transfer or reconstruction. The “full cash value” is subject to annual adjustment to reflect increases, not to exceed 2% for any year, or decreases in the consumer price index or comparable local data, or to reflect reductions in property value caused by damage, destruction or other factors. Because of the general limitation to 2% per year in increases in full cash value of properties which remain in the same ownership the county tax roll does not reflect values uniformly proportional to actual market values. The City has not engaged an independent appraiser to provide opinions concerning the values of the Reassessment Parcels which have improvements constructed thereon.
Environmental Conditions in the District
[Describe significant environmental conditions, if any]
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Direct and Overlapping Debt
Overlapping local agencies provide public services within the District, and such agencies
have issued general obligation bonds and other types of indebtedness. Direct and overlapping
bonded indebtedness is shown in the following table.
[to come]
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-.
SPECIAL RISK FACTORS
This Special Risk Factors section of the Official Statement does not summarize the
Official Statement. Rather it supplements other sections in order to provide a practical
perspective on the material risks of the investment. Necessarily, the listing and discussion of
risks is neither comprehensive nor definitive. It is based largely upon typical experience with
special reassessment bonds in other situations.
Introduction
Debt service on the Bonds is payable from installment payments of principal and interest on unpaid reassessments on the Reassessment Parcels. The principal of the reassessment is the aggregate of the amounts of the individual reassessments levied against the Reassessment Parcels. The individual reassessment on a parcel will be paid in annual installments, together with interest on the unpaid balance, unless the unpaid balance is subsequently prepaid. The annual installments of principal and interest with respect to a Reassessment Parcel will be collected on the County tax roll at the same time and in the same manner as general real property taxes are collected. The annual installments of principal and interest with the respect to all Reassessment Parcels are equal in the aggregate to the annual debt service on the Bonds. The remaining unpaid balance will be paid in annual installments together with interest thereon
A Reserve Fund will be established from the proceeds of the sale of the Bonds. See “SECURITY FOR THE BONDSReserve Fund” herein. Monies in the Reserve Fund will be used to pay debt service on the Bonds in the event installment collections of the reassessment are insufficient. There is no assurance, however, that at any particular time the Reserve Fund will be sufficient for that purpose. See the discussion below under the caption “Depletion of Reserve Fund.”
Payment of the Reassessment installments is secured by the Reassessment Parcels. In the event an installment is not paid when due, the City Council may institute foreclosure proceedings in court to cause any Reassessment Parcels to be sold in order to recover the delinquent amount from the proceeds of the sale of any Reassessment Parcels. The foreclosure remedy is alternative to the usual property tax collection procedures which will be used unless foreclosure proceedings are instituted. Foreclosure and sale and tax collection procedures, however, may not result in the recovery of the full amount of delinquent reassessment installments. See the discussion below under the caption “Foreclosure and Sale Proceedings.”
The sufficiency of tax or foreclosure sale proceeds to cover delinquent amounts depends in part on the market for and the value of the Reassessment Parcels at the time of the tax or foreciosure sale. The facts and circumstances determinin g value at any given time may include contemplated land ownership, development plans and other factors affecting the progress of land development, economic conditions affecting real estate values and natural conditions affecting the use of the Reassessment Parcels, as well as a number of additional factors many of which are discussed or referred to herein. Future substantial changes may result in future values and value relationships that differ significantly from the present value and value relationships. See the discussion below under the caption “Factors Affecting Parcel Value and Aggregate Values.”
The sufficiency of tax or foreclosure sale proceeds to cover delinquent amounts may also depend on the value of any prior or parity liens and similar claims. Governmental liens may presently exist or may arise in the future with respect to a Reassessment Parcel which, unless
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subordinate to the reassessment, may effectively reduce the realizable value of the parcel for the benefit of the reassessment. Other claims, such as hazardous substance claims, may also affect the realizable value even though such claims may not rise to the status of liens. See the discussion below under the caption “Other Possible Claims Upon the Value of a Reassessment Parcel. ”
Timely foreclosure and sale proceedings with respect to a Reassessment Parcel may be
forestalled or delayed in the event the owner of the parcel becomes the subject of bankruptcy
proceedings. Not only may foreclosure and sale proceedings be forestalled and delayed, but
sale of an Reassessment Parcel by the County tax collector may be similarly affected by
bankruptcy. Further, payment of reassessment installments may be subordinated to bankruptcy law priorities. See the discussion below under the caption “Bankruptcy Proceedings.”
Although bankruptcy proceedings may forestall or delay a foreclosure and sale or a tax
sale of a delinquent parcel the reassessment is secured by a lien which, assuming proper
procedures are followed, may be enforced against the parcel. The owner of an Reassessment Parcel, however, is not personally obligated to pay the installment. See the discussion below under the caption “Payment of the Reassessment Not a Personal Obligation.”
Further, except from the Reserve Fund, the City is not obligated to pay debt service on the Bonds in the event Reassessment installment collections are delinquent, nor is the City obligated to advance funds to pay debt service. See the discussion below under the caption “Limited City Obligation to Pay Debt Service.”
Finally, even if the debt service is timely paid, the interest on a Bonds may have to be included in the gross income of the owner of the Bonds by reason of some circumstance occurring subsequent to issuance of the Bonds. See the discussion below under the caption
“Loss of Tax Exemption.”
Depletion of Reserve Fund
On the date of issuance and delivery of the Bonds, certain amounts will be deposited in
the Reserve Fund. See “SECURITY FOR THE BONDS - Reserve Fund”. Whenever there are
insufficient funds in the Redemption Fund to pay the next maturing installment of principal and interest on the Bonds, the amounts necessary to make up the deficiency, to the extent available, will be transferred from the Reserve Fund to the Redemption Fund. Amounts so transferred will be reimbursed to the Reserve Fund from the payments of delinquent installments and from the proceeds of redemption or sale of delinquent parcels.
The Reserve Fund is subject to reduction if and when the unpaid balance of the
Reassessment on a parcel is prepaid. Upon prepayment of a Reassessment in whole, the City is
required to reduce the Reserve Fund by a proportional reduction equal to the ratio of the
amount initially provided for the funding of the Reserve Fund to the total amount originally assessed. Upon prepayment of a Reassessment in part only, the Reserve Fund is reduced by a proportionate lesser amount. A reduction in the Reserve Fund by prepayment of a Reassessment is a permanent, non reimbursable reduction, but the amount remaining in the Reserve Fund after a prepayment will bear approximately the same proportionate relationship to outstanding Bonds as would be the case if the prepayment was not made because accumulating reassessment prepayments will be used to redeem Bonds earlier than their maturity dates.
As described above, the Fiscal Agent Agreement also provides that on June 1,2007, the Fiscal Agent will transfer from the Reserve Fund to the Redemption Fund a sum equal to the
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amount by which the funds then on deposit in the Reserve Fund will exceed the Reserve Requirement on September 3,2007, which sum will be applied as a credit against Reassessments
The Reserve Fund may be invested, and, to the extent that investment earnings will not result in the interest on the Bonds becoming subject to federal income taxation, the investment earnings may be deposited in the Reserve Fund thereby increasing the balance up to the Reserve Requirement. Nevertheless, there is no assurance that the amount in the Reserve Fund will, at any particular time, be sufficient to pay debt service on the Bonds nor that the Reserve Fund will be fully reimbursed for any amounts expended for debt service.
Foreclosure and Sale Proceedings
The City Council is obligated under certain conditions to institute foreclosure and sale
proceedings against Reassessment Parcels which have delinquent reassessment installments, and may do so in other circumstances even if not so obligated. Foreclosure proceedings are instituted by the bringing of an action in the superior court of the county in which the
Reassessment Parcel lies, naming the owner and other interested persons as defendants. The action is prosecuted in the same manner as other civil actions. Upon judgment of foreclosure the Reassessment Parcel may be offered for sale at a minimum price. The established minimum price will be sufficient to cover the amount of the delinquent installments and unpaid interest together with penalties, costs, fees and charges and the costs of execution and sale.
However, in the event an Reassessment Parcel does not sell for the minimum price the court may modify its judgment and reduce or eliminate the minimum price. In order to do so, however, written notice of a hearing on the matter of reducing or eliminating the minimum price is required to be given all registered Owners of the Bonds.
If at the hearing the court determines that such a sale will not result in an ultimate loss to the Bondowners, or if the owners of seventy-five percent (75%) of the outstanding Bonds by principal amount consent and the sale will not result in an ultimate loss to the nonconsenting owners of Bonds, the court may reduce or eliminate the minimum price at which an Reassessment Parcel may be sold. Further, if the owners of seventy-five percent (75%) of the outstanding Bonds by principal amount consent the court may reduce or eliminate the minimum price at which a Reassessment Parcel may be sold even if sale below the minimum
price will result in an ultimate loss to nonconsenting owners of Bonds, provided that the court
makes certain additional determinations specified by statute including the reasonable
unavailability of any other remedy acceptable to the owners of seventy-five percent (75%) or more of the outstanding Bonds by principal amount. Upon sale of the Reassessment Parcel for less than the minimum price the remaining unpaid balance of the reassessment on the Reassessment Parcel will be reduced by the difference between the minimum price and the sale price. By such a reduction the aggregate principal amount of the outstanding Bonds will exceed the aggregate principal amount of the unpaid reassessment.
Under such circumstances, unless other funds are available or unless consenting owners of Bonds agree to the protection from ultimate loss of nonconsenting owners of Bonds, proportionate payments are to be made, periodically, of the unpaid principal and interest of the Bonds without priority or preference between Bondowners as funds become available from collection of the unpaid reassessment installments. The maturity dates of the Bonds are to be disregarded and no redemption premiums are to be payable on payments of the principal of Bonds the maturity dates of which are subsequent to the date of any such payments. The Bondowners may be required to surrender the Bonds for cancellation in order to participate in
such proportionate payments.
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Factors Affecting Parcel Value and Aggregate Values
The facts and circumstances concerning the values of the Reassessment Parcels that are
of importance are not confined to those relating to individual Reassessment Parcel values
because the Bonds are not individually secured by particular Reassessment Parcels. The Bonds
are secured by all of the unpaid reassessments on all of the Reassessment Parcels. Therefore the value of the Reassessment Parcels must also be evaluated in the aggregate. The following are some of the factors which may affect the market for and value of particular Reassessment Parcels individually and in the aggregate.
The completion of improvements. The basis for the reassessment is the benefit to the
Reassessed Parcels from the District improvements. Failure to complete the improvements in a
timely manner means that the reassessment on the Reassessment Parcels not served or fully served by improvements may exceed the benefit, and even if benefit is not exceeded the reassessment may exceed a secure relationship to value: Many factors may lead to improvements not being constructed on the unimproved Reassessed Parcels; for example, general economic conditions and environmental conditions affecting the District. There can be no assurances that improvements will be constructed on the unimproved Reassessment Parcels, or if constructed, when construction might occur.
Geologic, topographic and climatic conditions. Values of Reassessment Parcels can be adversely affected by a variety of natural events and conditions. These include, without limitation
- geologic conditions such as earthquakes; - topographic conditions such as earth movements and floods; and - climatic conditions such as droughts.
The possibility of the occurrence of some of these conditions and events has been taken into account to a limited extent in the design of the District improvements and has been or will be taken into account to a limited extent in the designs of other public improvements which may be approved by the City or other public agencies. Building codes require that some of these conditions be taken into account to a limited extent in the design of private improvements. Design criteria in any of these circumstances are established upon the basis of a variety of
considerations and may change from time to time leaving previously designed improvements
unaffected by more stringent subsequently established criteria. In general, design criteria, at the
time of their establishment, reflect a balance between the present costs of protection and the
future costs of lack of protection, based in part upon a present perception of the probability that the condition will occur and the seriousness of the condition should it occur. Also reflecting that balance are decisions not to impose design criteria at all.
The City expects that one or more of these conditions may occur from time to time, and, even if design criteria do exist, such conditions may result in damage to property improvements. That damage may entail significant repair or replacement costs, and repair or replacement may never occur. Under any of these circumstances, the value of the Reassessment Parcels could depreciate substantially notwithstanding the establishment of design criteria.
LegaI requirements. Other events which may affect the value of an Reassessment Parcel include changes in the law or application of the law. Such changes may include, without limitation, the following:
- local growth control initiatives; - local utility connection moratoriums; - local application of statewide tax and governmental spending limitation measures.
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Prepayment of reassessments. There is rarely a uniform relationship between the value of Reassessment Parcels and the proportionate share of debt service on the Bonds to be borne by
the Reassessment Parcels.
One of the factors that may effect a significant change in the relationship between the
aggregate Reassessment Parcel values and the reassessment is the prepayment before final bond
maturity of the remaining balance of the reassessments on particular Reassessment Parcels.
Should the reassessments on Reassessment Parcels having a relatively high ratio of value to
reassessment be prepaid, the security for the Bonds, as evidenced by the ratio of the aggregate
remaining Reassessment Parcel values to the remaining balance of the reassessment, will be
reduced.
Other Possible Claims Upon the Value of a Reassessment Parcel
While the reassessment is secured by the Reassessment Parcels the security only extends to the value thereof that is not subject to priority and parity liens and similar claims relative to the reassessments. Other governmental obligations may be authorized and undertaken or issued in the future the tax, reassessment or charge for which may become an obligation of one or more of the Reassessment Parcels and may be secured by liens on a parity with the liens of the reassessments securing the Bonds.
In general, as long as instalbnents of the reassessment are collected on the County tax roll, the installments and all other taxes, reassessments and charges also collected on the tax roll are on a parity. Questions of priority become significant when collection of one or more of the taxes, reassessments or charges is sought by some other procedure, such as foreclosure and sale. In the event of proceedings of foreclosure for delinquency of installments of an reassessment securing the Bonds, the reassessment will have priority over specific-amount special reassessments levied subsequent to the levy of the reassessments but will be subordinate to those referred to above. Otherwise, in the event of such foreclosure proceedings the installments of the reassessment will generally be on a parity with the other taxes, reassessments and charges. The reassessment will have priority over non-governmental liens on a Reassessment Parcel regardless of whether or not the non-governmental liens are in existence at the time of the levy of the reassessment.
While governmental taxes, reassessments and charges are a common claim against the value of a Reassessment Parcel other less common claims may be relevant. One of the most serious in terms of the potential reduction in the value that may be realized to pay the
reassessment installments is a claim with regard to a hazardous substance. In general, the
owners and operators of a Reassessment Parcel may be required by law to remedy conditions of the Reassessment Parcel relating to released or threatened releases of hazardous substances. The federal Comprehensive Environmental Response, Compensation and Liability Act of 1980, sometimes referred to as “CERCLA” or “Superfund Act”, is the most well known and widely applicable of these laws, but California laws with regard to hazardous substances are also stringent and similar. Under many of these laws the owner or operator of a property is obligated to remedy a hazardous substance condition whether or not the owner or operator has anything to do with creating or handling the hazardous substance. The effect therefore, should
any of the Reassessment Parcels be affected by a hazardous substance, is to reduce the marketability and value of the parcel by the costs of remedying the condition. [Delete if no existing material environmental conditions See “THE DISTRICT-Environmental Conditions in the District” herein.]
The values shown in the section herein entitled “THE DISTRICT - Land Value” do not take into account, unless otherwise noted, the possible reduction in marketability and value of
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any of the Reassessment Parcels by reason of the possible liability of the owner or operator for the remedy of a hazardous substance condition of the Reassessment Parcel.
Further, it is possible that liabilities may arise in the future with respect to any of the Reassessment Parcels resulting from the current existence on the Reassessment Parcel of a substance presently classified as hazardous but which has not been released or the release of which is not presently threatened, or may arise in the future resulting from the existence on the Reassessment Parcel of a substance not presently classified as hazardous but which may in the future be so classified. Further, such liabilities may arise not simply from the existence of a hazardous substance but from the method of handling it. All of these possibilities could significantly affect the value of a Reassessment Parcel that is realizable upon delinquency.
Bankruptcy Proceedings
Regardless of the priority of the reassessment securing the Bonds over non- governmental liens the exercise by the City of the foreclosure and sale remedy or by the County of the tax sale remedy may be forestalled or delayed by bankruptcy, reorganization, insolvency or other similar proceedings affecting the owner of a Reassessment Parcel. The Federal bankruptcy laws provide for an automatic stay of foreclosure and sale or tax sale proceedings thereby delaying such proceedings perhaps for an extended period. Delay in exercise of remedies, especially if the owner owns Reassessment Parcels the reassessments of which are significant or if bankruptcy proceedings are instituted with respect to a number of owners owning Reassessment Parcels the reassessments of which are significant, may result in periodic reassessment installment collections which, even in conjunction with the Reserve Fund, may be insufficient to pay the debt service on the Bonds as it comes due. Further, should remedies be exercised under the bankruptcy law against the Reassessment Parcels, payment of installments of the reassessment may be subordinated to bankruptcy law priorities. Therefore, certain claims may have priority over the reassessment lien, even though they would not were the bankruptcy law not applicable.
Payments by FDIC
The City’s ability to collect interest and penalties specified by State law and to foreclose
the lien of a delinquent Reassessment, may be limited in certain respects with regard to
properties in which the Internal Revenue Service, the Drug Enforcement Agency, the Federal Deposit Insurance Corporation (the “FDIC”) or other similar federal agencies has or obtains an
interest. On June 4,199l the FDIC issued a Statement of Policy Regarding the Payment of State
and Local Real Property Taxes. The 1991 Policy Statement was revised and superseded by a new Policy Statement effective January 9,1997 (the “Policy Statement”). The Policy Statement
provides that real property owned by the FDIC is subject to state and local real property taxes
only if those taxes are assessed according to the property’s value, and that the FDIC is immune
from real property taxes assessed on any basis other than property value. According to the
Policy Statement, the FDIC will pay its proper tax obligations when they become due and
payable and will pay claims for delinquent property taxes as promptly as is consistent with sound business practice and the orderly administration of the institution’s affairs, unless abandonment of the FDIC’s interest in the property is appropriate. The FDIC will pay claims for interest on delinquent property taxes owed at the rate provided under state law, to the extent the interest payment obligation is secured by a valid lien. The FDIC will not pay any amounts in the nature of fines or penalties and will not pay nor recognize liens for such amounts. If any property taxes (including interest) on FDIC owned property are secured by a valid lien (in effect before the property became owned by the FDIC), the FDIC will pay those claims. The Policy Statement further provides that no property of the FDIC is subject to levy, attachment, garnishment, foreclosure or sale without the FDIC’s consent. In addition, the FDIC will not
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permit a lien or security interest held by the FDIC to be eliminated by foreclosure without the
FDIC’s consent.
Under the Policy Statement, it is unclear whether the FDIC considers special
reassessments, such as those levied by the Issuer, to be “real property taxes” which they intend to pay. The Policy Statement provides: “The [FDIC] is only liable for state and local taxes which
are based on the value of the property during the period for which the tax is imposed, notwithstanding the failure of any person, including prior record owners, to challenge an reassessment under the procedures available under state law. In the exercise of its business judgment, the [FDIC] may challenge reassessments which do not conform with the statutory
provisions, and during the challenge may pay tax claims based on the reassessment level
deemed appropriate, provided such payment will not prejudice the challenge. The [FDIC] will
‘generally limit challenges to the current and immediately preceding taxable year and to the
pursuit of previously filed tax protests. However, the [FDIC] may, in the exercise of its business
judgment, challenge any prior taxes and reassessments provided that (1) the [FDICJ’s records
(including appraisals, offers or bids received for the purchase of the property, etc.) indicate that
the assessed value is clearly excessive, (2) a successful challenge will result in a substantial savings to the [FDIC], (3) the challenge will not unduly delay the sale of the property, and (4) there is a reasonable likelihood of a successful challenge”.
However, the Resolution Trust Corporation (which dissolved at the end of 1995 and transferred all of its assets to the FDIC), which adopted a similar policy, stated in a letter dated July 2, 1993 to the Honorable Lucille Roybel-Allard, member of the United States House of Representatives from the State of California, that it “. . . will pay Mello-Roos special taxes and other special reassessments and related interest where those taxes and reassessments were imposed prior to receivership. However, Mello-Roos special taxes and other special reassessments that are imposed on property when the institution owning the property is in receivership will not be paid.”
The City is unable to predict what effect the application of the Policy Statement would
have in the event of a delinquency with respect to an reassessment parcel in which the PDIC has
an interest, although prohibiting the lien of the FDIC to be foreclosed on at a judicial foreclosure
sale would likely reduce the number of or eliminate the persons willing to purchase such a parcel at a foreclosure sale. Owners of the Bonds should assume that the City will be unable to foreclose on any reassessment parcel owned by the FDIC. Such an outcome would cause a draw on the Reserve Fund and perhaps, ultimately, a default in payment of the Bonds. The City has not undertaken to determine whether the FDIC currently has, or is likely to acquire, any interest in any of the Reassessment Parcels, and therefore expresses no view concerning the likelihood that the risks described above will materialize while the Bonds are outstanding.
Proposition 218
Under the California Constitution, the power of initiative is reserved to the voters for the
purpose of enacting statutes and constitutional amendments. Over the past 18 years, the voters have exercised this power through the adoption of Proposition 13 and similar measures, the most recent of which was approved as Proposition 218 in the general election held on November 5,1996.
Any such initiative may affect the collection of fees, taxes and other types of revenue by local agencies such as the City. Subject to overriding federal constitutional principles, such collection may be materially and adversely affected by voter-approved initiatives, possibly to the extent of creating cash-flow problems in the payment of outstanding obligations such as the Bonds.
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Proposition 218Voter Approval for Local Government Taxes-Limitation on Fees, Reassessments, and Charges-Initiative Constitutional Amendment, added Articles XIIIC and XIIID to the California Constitution, imposing certain vote requirements and other limitations on the imposition of new or increased taxes, reassessments and property-related fees and charges. Proposition 218 states that all taxes imposed by local governments shall be deemed to be either general taxes or special taxes. Special purpose districts, including reassessment districts, have no power to levy general taxes. No local government may impose, extend or increase any general tax unless and until such tax is submitted to the electorate and approved by a majority vote. No local government may impose, extend or increase any special tax unless and until such tax is submitted to the electorate and approved by a two-thirds vote.
Proposition 218 also provides that no tax, reassessment, fee or charge shall be assessed by any agency upon any parcel of property or upon any person as an incident of property ownership except: (i) the ad valorem property tax imposed pursuant to Article XIII and Article XIIIA of the California Constitution, (ii) any special tax receiving a two-thirds vote pursuant to the California Constitution, and (iii) reassessments, fees and charges for property related services as provided in Proposition 218. Proposition 218 then goes on to add voter requirements for reassessments and fees and charges imposed as an incident of property ownership, other than fees and charges for sewer, water, and refuse collection services. In addition, all reassessments and fees and charges imposed as an incident of property ownership,
including sewer, water, and refuse collection services, are subjected to various additional
procedures, such as hearings and stricter and more individualized benefit requirements and
findings. The effect of such new provisions will presumably be to increase the difficulty a local agency will have in imposing, increasing or extending such reassessments, fees and charges.
Proposition 218 also provides that the constitutional initiative power shall not be prohibited or otherwise limited in matters of reducing or repealing any local taxes, reassessments, fees and charges. This provision with respect to the initiative power is not limited to taxes imposed on or after November 6,1996, the effective date of Proposition 218, and could result in retroactive repeal or reduction in any existing taxes, reassessments, fees and charges, subject to overriding federal constitutional principles relating to the impairments of contracts.
The Reassessments are being levied against Reassessment Parcels after the passage of Proposition 218. However, the City believes that the issuance of the Bonds does not require the conduct of further proceedings under the Bond Law or Proposition 218 because Senate Bill 919 (effective July 1,1997) amended the Bond Law to provide: “Any reassessment that is approved and confirmed pursuant to [the Bond Law] shall not be deemed to be an assessment within the meaning of, and may be ordered without compliance with the procedural requirements of, Article XIIID of the California Constitution.”
Like its antecedents, Proposition 218 is likely to undergo both judicial and legislative
scrutiny before its impact on the City and its obligations can be determined. Certain provisions
of Proposition 218 may be examined by the courts for their constitutionality under both State and federal constitutional law. The City is not able to predict the outcome of any such examination.
The foregoing discussion of Proposition 218 should not be considered an exhaustive or authoritative treatment of the issues. The City does not expect to be in a position to control the
consideration or disposition of these issues and cannot predict the timing or outcome of any
judicial or legislative activity in this regard. Interim rulings, final decisions, legislative proposals and legislative enactments may all affect the impact of Proposition 218 on the Bonds as well as the market for the Bonds. Legislative and court calendar delays and other factors may prolong any uncertainty regarding the effects of Proposition 218.
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Payment of the Reassessment Not a Personal Obligation
The owners of Reassessment Parcels are not personally liable for the payment of the reassessment or the reassessment installments. Rather, the reassessment is an obligation only of
the Reassessment Parcels. If the value of an Reassessment Parcel is not sufficient to fully secure the reassessment on it the City has no recourse against the owner under the laws by which the
reassessment has been levied and the Bonds have been issued.
Limited City Obligation to Pay Debt Service
THE CITY’S OBLIGATION TO ADVANCE FUNDS TO PAY DEBT SERVICE ON THE
BONDS IN THE EVENT REASSESSMENT INSTALLMENT COLLECTIONS ARE INSUFFICIENT, WILL NOT EXCEED THE AMOUNT ON DEPOSIT FROM TIME TO TIME IN THE RESERVE FUND, AND IF SO ADVANCED WILL REDUCE THE RESERVE FUND BY THE AMOUNT OF THE FUNDS ADVANCED. Notwithstanding the limited nature of the City’s obligation, the City may, at its option and in its sole discretion, elect to advance available funds of the City in the amount of any delinquent reassessment installments to pay debt service on the Bonds. Should the City do so it is entitled to reimbursement from the first proceeds of any payments of delinquent installments or the redemption or sale of delinquent Reassessment Parcels. OWNERS OF BONDS MAY NOT RELY UPON THE CITY TO ADVANCE FUNDS TO PAY DEBT SERVICE ON THE BONDS UPON DEPLETION OF THE RESERVE FUND EVEN IF THE CITY MAY HAVE PREVIOUSLY DONE SO OR MAY DO SO CONTEMPORANEOUSLY WITH RESPECT TO OTHER BONDS OR OBLIGATIONS.
No Acceleration
The principal of the Bonds will not be subject to acceleration under the provisions of the Fiscal Agent Agreement. Bondholders must rely on other remedies contained in the Fiscal Agent Agreement in the event there is a deficiency in the amounts held under the Fiscal Agent Agreement for the payment of the principal of and interest on the Bonds.
Loss of Tax Exemption
As discussed in the section herein entitled “LEGAL MATTERS - Tax Exemption,” interest on the Bonds could become includable in gross income for purposes of federal income taxation, retroactive to the date of issuance, as a result of acts or omissions of the City subsequent to issuance in violation of the City’s covenants applicable to the Bonds. Should interest become includable in gross income the Bonds are not subject to redemption by reason thereof and may remain outstanding. The Bonds are subject to redemption for other reasons as discussed in the section herein entitled “THE BONDS - Redemption.”
LEGAL MATTERS
Tax Exemption
In the opinion of Brown Diven & Hentschke, Solana Beach, California, Bond Counsel, subject, ,however, to the qualifications set forth below, under existing law, the interest on the Bonds is excluded from gross income for federal income tax purposes, and such interest is not 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 computing the
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alternative minimum tax imposed on 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 paragraph are subject to the condition that the City comply with all requirements of the Internal Revenue Code of 1986 (the “Code”) that must
be satisfied subsequent to the issuance of the Bonds 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 of such interest in gross income for federal income tax purposes to be
retroactive to the date of issuance of the Bonds. Bond Counsel expresses no opinion regarding
other federal tax consequences arising with respect to the Bonds.
In the further opinion of Bond Counsel, interest on the Bonds is exempt from California personal income taxes.
Absence of Litigation
No litigation is pending or threatened concerning the validity of the Bonds. There is no action, suit or proceeding known by the City to be pending at the present time restraining or enjoining the delivery of the Bonds, or in any way contesting or affecting the validity of the Bonds or any proceedings of the City taken with respect to the execution thereof. A no litigation certificate executed by the City will be delivered to the Underwriters simultaneously with the delivery of the Bonds.
Legal Opinion
All proceedings in connection with the issuance of the Bonds are subject to the approval
as to their legality of Brown Diven & Hentschke, Solana Beach, California, Bond Counsel for the
City of Carlsbad in connection with the Bonds. The unqualified opinion of Brown Diven &
Hentschke approving the validity of the Bonds will be attached to each Bond. Bond Counsels
employment is limited to a review of legal procedures required for the approval of the Bonds
and to rendering an opinion as to the validity of the Bonds and the exemption of interest on the Bonds from income taxation.
MISCELLANEOUS
No Rating
The City has not made, and does not contemplate making, an application to any rating
agency for the assignment of a rating of the Bonds.
Underwriting
The Bonds are being purchased by Dean Witter Reynolds Inc. (the “Underwriter”) at a purchase price of $ discount of $ (representing the par amount of the Bonds less underwriters’ ) plus accrued interest. The Bond Purchase Agreement relating to the Bonds provides that all Bonds will be purchased if any are purchased, and that the obligation to make such purchase is subject to certain terms and conditions set forth in said Bond Purchase
Agreement, including, but not limited to, the approval of certain legal matters by counsel.
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Additional Information
References are made herein to certain documents and reports which are brief summaries thereof which do not purport to be complete or definitive, and reference is made to such documents and reports for full and complete statements of the contents thereof.
Any statements in this Official Statement involving matters of opinion, whether or not expressly so stated, are intended as such and not as representations of fact. This Official Statement is not to be construed as a contract or agreement between the City and the purchasers or Owners of any of the Bonds.
The execution and delivery of this Official Statement has been duly authorized by the
City.
CITY OF CARLSBAD
By:
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APPENDIX A
GENERAL INFORMATION ABOUT THE CITY OF CARLSBAD
The following information relating to the City of Carlsbad, San Diego County, California (the “City”) is supplied solely for purposes of information.
The City of Carlsbad, California is located about 35 miles north of San Diego and 86 miles south of Los Angeles. City limits cover approximately 42.19 square miles and has an estimated population of 70,100. The City was incorporated July 16,1952.
Municipal Government
Carlsbad is a general law city with the council-manager form of government. A five- member City council is elected at large for four-year alternating terms at elections held every two years. -The mayor is the presiding officer of the council and also is elected to serve a four- year term. The city manager, appointed by the council for an indeterminate term, acts as chief executive officer in carrying out council policies. The current city manager has served for 10 years.
The City had approximately 725 full- and part-tune employees during 1995-96. City services include police and fire protection, public safety, parks and recreation, library, community development, and water and sewer services.
Climate and Topography
Carlsbad has mild summers with a mean temperature for the month of July of 73 degrees and moderate winters with an average winter temperature of 58 degrees. The relative humidity is low. Average rainfall, which occurs generally in the period between October and February, is less than 9 inches.
The City is located on the Pacific Ocean 31 miles north of San Diego at an altitude of sea
level to 585 feet above sea level.
Population
Population figures for the City bf Carlsbad, San Diego County and the State for the last
five years are shown in the following table.
CITY OF CARLSBAD Population Estimates Calendar Years 1993 through 1997
Calendar City of county State of
San California
1993 66500 2,614,200 31/517,000
1994 66,700 2,638~00 31,661,OOO
1995 6500 2,658,600 31,910,OOO
1996 Woo0 2,682,N.M 32,223,OOO
1997 70,100 2,724,400 32,609,OOO
Source: State Department of Finance estimates (as of January 1)
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City Employees Retirement Program
The City contributes to the California Public Employees Retirement System (“PER!?‘), an agent multiple-employer public employee retirement system that acts as a common investment
and administrative agent for participating public entities within the state of California. All
salaried full-time employees are eligible to participate in PERS. Participants in the plan vest
after 5 years of employment. Employees in the plan are eligible to retire after ages 50 to 60 and
receive annual retirement benefits calculated based on age at retirement, years of membership service and the amount of earnings based on the highest 12 consecutive months average. The City’s payroll for employees covered by PERS for the year ended June 30,1996 was $22,028,791
out of a total payroll of $25,216,119.
Pension costs are recorded as expenditures when paid by monthly contributions to PERS. At June 30,1995, the market value of the net assets available for benefits was $89,855,496. The City’s total unfunded (overfunded) pension benefits obligation at June 30, 1995 was approximately $12.9 million.
City Insurance Program
Effective January 1,1991, the City became a participating member of the Public Agency
Risk Sharing Authority of California (“PARSAC”), a risk-management pool for general liability
claims. Under this program, the pool provides coverage up to a maximum of $500,000 per claim
with a self insured retention provided by the City also in the amount of $500,000 per claim. In
addition, excess general liability insurance coverage up to $10,000,000 is provided. Under the
terms of the agreement with PARSAC, the City must maintain an unencumbered portion of
fund equity equal to $1,500,000. At June 30,1996, unencumbered fund equity for the General
Liability Self-Insurance Fund was approximately $2,200,000.
Health Insurance coverage for City employees is provided by Kaiser, PERS, or an indemnity plan. The majority of City employees are covered through the indemnity plan which is administered by Northwestern National Life (“NWNL”). Under the City’s agreement with NWNL, NWNL provides coverage for each individual claim over $125,000. If claims for the City as a whole exceed 125% of the average of the previous two months, NWNL assumes payment
for the excess amount.
The City is insured for worker’s compensation claims by Employers Reinsurance
Corporation providing coverage for losses which exceed the City’s self-insured retention of
$300,000 per claim.
Employment and Industry
The City of Carlsbad is included in the San Diego Metropolitan Statistical Area, which includes all of San Diego County. Set forth below is data from 1992 to 1996, reflecting San Diego County’s civilian labor force, employment and unemployment. In the past five years total employment in San Diego County rose 2.3% while the labor force increased 1%.
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METROPOLITAN STATISTICAL AREA (SAN DIEGO COUNTY) Civilian Labor Force, Employment and Unemployment (Annuial Averages)
Civilian Labor Force
Employment Unemployment Unemployment Rate mee and Salarv Emolovment
Total AI1 Industries
Agriculture
Nonagricultural Industries
Mining Construction Manufacturing
Transportation, Public Utilities Wholesale Trade Retail Trade Finance, Insurance, Real Estate
Services Government
1,201,OOO 1226,300 1236,500 vw~ 1,236,300 1,113,OOO 1,131,600 1,149500 1,155,800 1,170,700 88,ooo 94,700 87,000 78,700 65,600 7.3% 7.7% 7.0% 6.4% 5.3%
958,400 957,900
10,600 10,700
947,800 947,200
500 43,100 39,;: 124,100 117,500
34,800 35,700
42,300 39,700 179,100 185,800 61,100 62,200
283,600 287,300 179300 179,100
965800 989,300 1,009/800
10,600 10,800 10800
955300 978,600 999,000
400 300 40,600 43,600 114,100 114,900
36,400 37,400
44;: 116,200
38,000
42,000 42,900 43300 185,100 186,600 191,400
59,100 55,800 56,600
296,100 310,900 319300 181/500 186,100 189,600
Source: State of California Employment Development Department
The following tables list the major employers within the City and their estimated number of employees.
The major manufacturing employers located within Carlsbad are summarized in the
table below.
CITY OF CARLSBAD Major Manufacturing Employers As of September 1996
EmDlovment l?l?xha
CaIIaway GoIf 2,250 Golf Equipment The Upper Deck 5’: Entertainment Cards Smith & Nephew Don Joy Inc. Orthopedic Braces Nellcor Puritan Bennett Corp. 400 Medical Equipment Republic Tool & Manufact. Co. 400 Tools Taylor Made Golf Co., Inc. 400 Golf Equipment Cobra Golf Inc. II 350 Golf Equipment Palomar Products 300 Ashworth, Inc. Integrated Circuits 250 Golf Apparel Eaton-Leonard Corporation 240 Tube Bending Machines
Source: City of Carlsbad Chamber of Commerce
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A list of major non-manufacturing employees in the City is set forth in the table below.
CITY OF CARLSBAD Major Non-Manufacturing Employers
As of September 1996
Plaza Camho Real La Costa Resort & Spa City of Carlsbad Carlsbad Unified School District Car Country Carlsbad Farmers Insurance-Regional San Diego Gas & Electric Co. Isis Pharmaceuticals Price Costco Coast Waste Management
3,000 950
z 500 400 300 250 200 165
Produc&
Shopping Mall (4 major dept. stores) Hotel and Health Spa Municipal Government Education Car Dealerships Insurance Services Power Generation Research and Development Grocer/Wholesale/Retail Solid Waste Disposal
Source: City of Carlsbad Chamber of Commerce
Property Taxes
Property taxes have historically been the largest source of revenue for the City’s General Fund. However, due to the permanent loss of certain property taxes to the State and a State- wide deflation of real estate values, property tax revenues fell from a high of approximately $13.5 million in fiscal year 1991-92 to approximately $10.9 million for fiscal year 1995-96. Property values are beginning to stabilize, however, and assessed values are now beginning to increase.
Assessed Vufuation. The valuation of property in the City is established by the San Diego County Assessor, except for public utility property which is assessed by the State Board of Equalization. Assessed valuations are reported at 100% of the full value of the property, as defined in Article XIIIA of the California Constitution. Prior to 1981-82, assessed valuations were reported at 25% of the full value of the property.
A State-reimbursed exemption currently provides a credit of $7,000 of the full value of
an owner-occupied dwelling for which application has been made to the County Assessor. Revenue estimated to be lost to local taxing agencies due to the this exemption has in the past been reimbursed from State sources. Reimbursement is based upon total taxes due upon such
exemption values and therefore is not reduced by any estimated amount of actual delinquencies.
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The following table shows assessed valuations for fiscal years 1993-94 through 1997-98.
CITY OF CARLSBAD Assessed Valuation
Fiscal Years 1993-94 through 1997-98
Fiscal Year 1993-94 1994-95 1995-96 1996-97 1997-98
SeCl.Ud $5,858,987,695 $5,673,354,814 $5,676,061,219 $5,811,751,594
Unsecured 270,120$!519 288,206,831 310,402,764 348,706,124
Less Exemptions 36,151,898 40,417,338 46,279,594 55,138,448
Total AV (1) $6,092,9k6,316 $5,921,144,3OY S,94W%389 $6,105,319,2’/0
Less 94,519,630 96,173,142 98,488,810 100,249,766 Homeowner’s Exemption
Net AV f§V%436,686 $5,824,9/1,165 .WN695,579 WWO6994
% Change (1.1%) (2.9%) 0.3% 2.8%
(1) Does not include redevelopment incremental valuation or state-assessed unitary values.
Source: City of Carlsbad, Finance Department.
$6,232,883,670
352,854,173
57,681,797
$6,528,056,046-
103,825,400
RXGW646
7.0%
Property Tax Collections and Delinquencies. The table below sets forth for fiscal years 1992- 93 through 1996-97, the property tax levies, total current collections and percent of levy
collected in the City for property tax accruing to the City’s general fund.
CITY OF CARLSBAD Property Tax Levies, Total Current Collections
and Percent of Lwy Collected For Fiscal Years 1992-93 through 1996-97
Fiscal Total Current Total Current Percent of Collections J my Collected
1992-93 13,990,844 12,776,232 91.3% 1993-94 12,373,782 11,318,017 93.7 1994-95 11,977,833 lo,843322 90.5 1995-96 11,891,199 11,164,134 93.9 1996-97 12,227,583 11,551,981 94.5
Source: City of Carlsbad, Finance Department; Comprehensive Annual Financial Report (1996).
Median Effective Buying Income
A-5
“Effective Buying Income” is defined as personal income less personal tax and nontax
payments, a number often referred to as “disposable” or “after-tax” income. Personal income is
the aggregate of wages and salaries, other labor-related income (such as employer contributions to private pension funds), proprietor’s income, rental income (which includes imputed rental income of owner-occupants of non-farm dwellings), dividends paid by corporations, interest income from all sources, and transfer payments (such as pensions and welfare assistance). Deducted from this total are personal taxes (federal, state and local), nontax payments (fines, fees, penalties, etc.) and personal contributions to social insurance. According to U.S. government definitions, the resultant figure is commonly known as “disposable personal income.”
Due to changes implemented in 1996 in the method of calculating Effective Buying Income, prior years are not directly comparable with statistics for 1996. The following table summarizes the total effective buying income for the City, the County of San Diego, the State and the United States for the period 1992 through 1996.
and Area Median Household tive Buviw
1992 City of Carlsbad 1,360,268 45,754 San Diego County 40,840,447 35,776 California 490,749(649 36,943 United States 3,728,967,043 32,073
1993 City of Carlsbad 1,418,208 46,746 San Diego County 42,282,698 36,503 California 509,152,677 37,686 United States 3,916,947,023 33,178
1994 City of Carlsbad 1,407,026 48692 San Diego County 43,795,963 38,082 California 528,958,745 39330 United States 4,169,724,052 35,056
1995 City of Carlsbad 1,450,561 50,414 San Diego County 45,541,671 39,542 California 552,074,838 40,969 United States 4,436,178 37,070
1996* City of Carlsbad
pge; county . .
United States
b3R354 43,416
39,777,129 33,679
477,640303 34333 3,964,285,118 32,238
EFFECTIVE BUYING INCOME As of January 1,1992 through 1996
Total Effective Buying Income
Source: Sales & Marketing Management Survey of Buying Power
* Not comparable with prior years. 1996 Effective Buying Income is based on money income versus personal income.
A-6
Building Activity
The table below summarizes building activity in the City of Carlsbad from Fiscal Year
1991-92 through Fiscal Year 1995-96.
CITY OF CARLSBAD Building Activity and Valuation Fiscal Years 1991-92 through 1995-96
Single Family Dwelling Condominium Apartment Single Family Attached Residential addition Commercial Industrial Hotel Commercial Tenant Imprv
Industrial Tenant Imprv.
Miscellaneous (1)
Total Permit Valuations
. . . No. of Jhdshg 1 Jms Single-Family Multi-Family TOTAL
$6,804,789 3,238,929
165,200
7557,96:
6,477,323
1,009,419
77,923
4,284,573
9,241,979
$17,785,588 !&35,(x31,151 $78,616,708 1,462,181 7,760,077 7,094,873 0 5,000 23380,699 0 0 0
6,226,265 6,400,751 4,840,546
4,097,715 3,265,874 9,437,919
3,896,471 4,900,033 4517,873
55,913 0 0
3,527,502 2,027,029 4,103,740
7,991,710 9,156,907 10,404,779
$98,179568
4,083/850
1303,79:
4,648,906
19,824,541 9,618,919 6,905,798 8,246,037
5,028,806
!§42,006,312 $49,809,414 $71,057,243 $145259,418 $162,116,427
46 91
353
$
455
2
(1) Includes electrical, mechanical, mobile home, patio/decks, plumbing, pool, retaining wall, sign and other miscellaneous permits.
Source: City of Carlsbad
A-7
APPENDIX B
FORM OF BOND COUNSEL OPINION
B-l
APPENDIX C
FORM OF CONTINUING DISCLOSURE CERTIFICATE
C-l
APPENDIX D
REASSESSMENT ENGINEER’S REPORT
C-l
APPENDIX E
TABLE OF VALUE-TO-LIEN RATIOS
E-l
ClTY OF CARLSBAD
$ Limited Obligation Refunding Improvement Bonds
Reassessment District No. 97-l (Alga Road and College Boulevard)
This Continuing Disclosure Certificate (the “Disclosure Certificate”) is executed and
delivered by the City of Carlsbad (the “Issuer”) in connection with the issuance of
$ City of Carlsbad Limited Obligation Refunding Improvement Bonds, Reassessment District No. 97-1 (Alga Road and College Boulevard) (the “Bonds”). The Bonds are being issued pursuant to a resolution adopted by the Issuer on November 18,1997 and a Fiscal Agent Agreement, dated as of December 1, 1997, by and between the Issuer and First Trust of California, National Association, as Fiscal Agent. The Issuer covenants and agrees as follows:
Section 1. Purpose of the Disclosure Certificate. This Disclosure Certificate is being executed and delivered by the Issuer for the benefit of the holders and beneficial owners of the
Bonds and in order to assist the Participating Underwriters in complying with S.E.C. Rule
15~2-1 2(b)(5).
Section 2. Definitions. In addition to the definitions set forth in the Resolution of
Issuance which apply to any capitalized term used in this Disclosure Certificate unless otherwise defined in this Section, the following capitalized terms shall have the following meanings:
“Annual Report” shall mean any Annual Report provided by the Issuer pursuant to, and as described in, Sections 3 and 4 of this Disclosure Certificate.
“Dissemination Agent” shall mean the Fiscal Agent, or any successor Dissemination Agent designated in writing by the issuer and which has filed with the Issuer a written acceptance of such designation.
“Listed Events” shall mean any of the events listed in Section 5(a) of this Disclosure Certificate.
“National Repository” shall mean any Nationally Recognized Municipal Securities
Information Repository for purposes of the Rule.
“Participating Underwriter” shall mean any of the original underwriters of the Bonds
required to comply with the Rule in connection with offering of the Bonds.
“Repository” shall mean each National Repository and each State Repository.
“Rule” shall mean rule 15c-2-12(b)(5) adopted by the Securities and Exchange Commission under the Securities Exchange Act of 1934, as the same may be amended from time to time.
“State Repository” shall mean any public or private repository or entity designated by the State of California as a state repository for the purpose of the Rule and recognized as such by the Securities and Exchange Commission. As of the date of this Disclosure Certificate, there is no State Repository
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Section 3. Provision of Annual Renorts.
(a) The Issuer shall, or shall cause the Dissemination Agent to, not later than 270 days after the end of the Issuer’s fiscal year, commencing with the report for the 1996/97 Fiscal Year, provide to each Repository an Annual Report which is consistent
with the requirements of Section 4 of this Disclosure Certificate. Not later than fifteen (15) Business Days prior to said date, the Issuer shall provide the Annual Report to the Dissemination Agent (if other than the Issuer). The Annual Report may be submitted as a single document or as separate documents comprising a package, and may include by reference other information as provided in Section 4 of this Disclosure Certificate;
provided that the audited financial statements of the Issuer may be submitted
separately from the balance of the Annual Report, and later than the date required
above for the filing of the Annual Report if not available by that date. If the Issuer’s fiscal year changes, it shall give notice of such change in the same manner as for a Listed Event under Section 5(c).
(b) If the Issuer is unable to provide to the Repositories an Annual Report by the date required in subsection (a), the Issuer shall send a notice to the Municipal Securities Rulemaking Board and the appropriate State Repository, if any, in substantially the form attached as Exhibit A.
(c) The Dissemination Agent shall:
(i) determine each year prior to the date for providing the Annual Report the name and address of each National Repository and each State Repository, if any; and
(ii) if the Dissemination Agent is other than the Issuer, file a report with
the Issuer certifying that the Annual Report has been provided pursuant to this
Disclosure Certificate, stating the date it was provided and listing all the
Repositories to which it was provided.
Section 4. Content of Annual Renorts. The Issuer’s Annual Report shall contain or incorporate by reference the following:
(a) Audited Financial Statements prepared in accordance with generally accepted accounting principles as promulgated to apply to governmental entities from time to time by the Governmental Accounting Standards Board.
(b) The following information regarding the Bonds:
(i). FINANCES OF DISTRICT
,
(A) Principal amount of Bonds outstanding;
(B) Balance in Prepayment Account of Redemption Fund;
(C) Balance in Redemption Fund;
(D) Balance in Reserve Fund and statement of Reserve Requirement;
(E) Table of property owners responsible for greater than 10% of the
annual special reassessment installments in the District, including amount
of annual installrnent and percentage of the total annual installment;
(F) Table indicating annual special reassessment installment, amount collected, delinquent amount and percent delinquent for the most recent
fiscal year;
(G) Status of foreclosure proceedings and summary of results of foreclosure sales, if available; and
(H) Identity of any delinquent property owner representing more than 10% of levy and value to lien ratios of applicable properties (using assessed values unless more accurate information is available).
(ii). STATUS OF DEVELOPMENT
(A) Significant amendments to land use entitlements;
(B) Status of any major governmentally-imposed preconditions to commencement or continuation of development; and
(C) Status of any legislative, administrative and judicial challenges to the construction of the development known to the Issuer.
(c) In addition to any of the information expressly required to be provided under paragraphs (a) and (b) of this Section, the Issuer shall provide such further information, if any, as may be necessary to make the specifically required statements, in the light of the circumstances under which they are made, not misleading.
Any or all of the items listed above may be included by specific reference to other documents, including official statements of debt issues of the Issuer or related public entities, which have been submitted to each of the Repositories or the Securities and Exchange
Commission If the document included by reference is a final official statement, it must be available from the Municipal Securities Rulemaking Board. The Issuer shall clearly identify each
such other document so included by reference.
Section 5. RenortinP of Sienificant Events.
(a) Pursuant to the provisions of this Section 5, the Issuer shall give, or cause to be given, notice of the occurrence of any of the following events with respect to the Bonds, if material:
(0 00 (iii)
(iv)
w (vi)
(vii) (viii)
Principal and interest payment delinquencies; Non-payment related defaults; Unscheduled draws on debt service reserves reflecting financial difficulties; Unscheduled draws on credit enhancements reflecting financial difficulties; Substitution of credit or liquidity providers, or their failure to perform; Adverse tax opinions or events affecting the tax-exempt status of the security; Modifications to rights of security holders; Contingent or unscheduled bond calls;
3
(ix) Defeasances; and
(4 Release, substitution, or sale of property securing repayment of the
securities.
(b) Whenever the Issuer obtains knowledge of the occurrence of a Listed Event,
the Issuer shall as soon as possible determine if such event would be material under
applicable Federal securities law.
(c) If the Issuer determines that knowledge of the occurrence of a Listed Event
would be material under applicable Federal securities law, the Issuer shall promptly file
a notice of such occurrence with the Municipal Securities Rulemaking Board and each
State Repository. Notwithstanding the foregoing, notice of Listed Events described in subsections (a)(viii) and (iv) need not be given under this subsection any earlier than the notice (if any) of the underlying event is given to holders of affected Bonds pursuant to the Resolution of Issuance.
Section 6. Termination of Renortinp Oblieation. The Issuer’s obligations under this Disclosure Certificate shall terminate upon the legal defeasance, prior redemption or payment in full of all of the Bonds. If such termination occurs prior to the final maturity of the Bonds, the
Issuer shall give notice of such termination in the same manner as for a Listed Event under
Section 5(c).
Section 7. Dissemination Aeent. The Issuer may, from time to time, appoint or engage a
Dissemination Agent to assist it in carrying out its obligations under this Disclosure Certificate,
and may discharge any such Agent, with or without appointing a successor Dissemination
Agent. The initial Dissemination Agent shall be First Trust of California, National Association.
Section 8. Amendment Wa’ver Notwithstanding any other provision of this Disclosure Certificate, the Issuer may ameid this Disclosure Certificate, and any provision of this Disclosure Certificate may be waived, provided that the following conditions are satisfied
(a) if the amendment or waiver relates to the provisions of Sections 3(a), 4 or 5(a), it may only be made in connection with a change in circumstances that arises from a change in legal requirements, change in law, or change in the identity, nature, or status of an obligated person with respect to the Bonds, or type of business conducted;
(b) the undertakings herein, as proposed to be amended or waived, would, in the opinion of nationally recognized bond counsel, have complied with the requirements of the Rule at the time of the primary offering of the Bonds, after taking into account any amendments or interpretations of the Rule, as well as any change in circumstances; and
(c) the proposed amendment or waiver either (i) is approved by holders of the Bonds in the manner provided in the Resolution of Issuance, or (ii) does not, in the opinion of the Fiscal Agent or nationally recognized bond counsel, materially impair the interests of the holders or beneficial owners of the Bonds.
If the annual financial information or operating data to be provided in the Annual Report is amended pursuant to the provisions hereof, the first annual financial information filed pursuant hereto containing the amended operating data or financial information shall explain,
in narrative form, the reasons for the amendment and the impact of the change in the type of operating data or financial information being provided.
If an amendment is made to the undertaking specifying the accounting principles to be followed in preparing financial statements, the annual financial information for the year in
4
which the change is made shall present a comparison between the financial statements or
information prepared on the basis of the new accounting principles and those prepared on the
basis of the former accounting principles. The comparison shall include a qualitative discussion of the differences in the accounting principles and the impact of the change in the accounting principles on the presentation of the financial information in order to provide information to investors to enable them to evaluate the ability of the Issuer to meet its obligations. To the extent reasonable feasible, the comparison shall be quantitative. A notice of the change in the accounting principles shall be sent to the Repositories in the same manner as for a Listed Event
under Section 5(c).
Section 9. Additional Information. Nothing in this Disclosure Certificate shall be deemed
to prevent the Issuer from disseminating any other information, using the means of
dissemination set forth in this Disclosure Certificate or any other means of communication, or
including any other information in any Annual Report or notice of occurrence of a Listed Event,
in addition to that which is required by this Disclosure Certificate. If the Issuer chooses to
include any information in any Annual Report or notice of occurrence of a Listed Event in addition to that which is specifically required by this Disclosure Certificate, the Issuer shall have no obligation under this Disclosure Certificate to update such information or include it in any future Annual Report or notice of occurrence of a Listed Event.
Section 10. Default. In the event of a failure of the Issuer to comply with any provision
of this Disclosure Certificate any holder or beneficial owner of the Bonds may take such actions
as may be necessary and appropriate, including seeking mandate or specific performance by
court order, to cause the Issuer to comply with its obligations under this Disclosure Certificate.
A default under this Disclosure Certificate shall not be deemed an Event of Default under the
Fiscal Agent Agreement or any Supplemental Fiscal Agent Agreement, and the sole remedy
under this Disclosure Certificate in the event of any failure of the Issuer to comply with this
Disclosure Certificate shall be an action to compel performance.
Section 11. Duties, Immunities a d L’abilities of Dissem’ at’on Apent. The Dissemination Agent shall have only dutiei as fre specifically set fortnh m this Disclosure Certificate, and the Issuer agrees to indemnify and save the Dissemination Agent, its officers, directors, employees and agents, harmless against any loss, expense and liabilities which it may incur arising out of or in the exercise or performance of its powers and duties hereunder, including the costs and expenses (including attorneys fees) of defending against any claim of liability, but excluding liabilities due to the Dissemination Agent’s negligence or willful misconduct. The obligations of the Issuer under this Section shall survive resignation or removal of the Dissemination Agent and payment of the Bonds.
Section 12. Beneficiaries. This Disclosure Certificate shall inure solely to the benefit of the Issuer, the Dissemination Agent, the Participating Underwriters and holders and beneficial owners from time to time of the Bonds, and shall create no rights in any other person or entity.
5
Section 13. Future Determination of Oblieated Persons. In the event that the Securities Exchange Commission amends, clarifies or supplements the Rule in such a manner that requires any landowner within the District to be an obligated person as defined in the Rule, nothing contained herein shall be construed to require the Issuer to meet the continuing disclosure requirements of the Rule with respect to such obligated person and nothing in this Disclosure Certificate shall be deemed to obligate the Issuer to disclose information concerning any owner of land within the District except as required as part of the information required to be disclosed by the Issuer pursuant to Section 4 and Section 5 hereof.
Date: December --I 1997
CITY OF CARISBAD
investigation made by or on behalf of the Underwriter, until the earlier of (a) issuance of the
Bonds hereunder, and (b) any termination of this Bond Purchase Agreement.
12. Counterparts. This Bond Purchase Agreement may be executed by the parties hereto in separate counterparts, each of which when so executed and delivered shall be an original, but aII such counterparts shall together constitute but one and the same instrument.
13. Severabilitv. In case any one or more of the provisions contained herein shall for any
reason be held to be invalid, illegal or unenforceable in any respect, such invalidity, illegality or
unenforceability shall not affect any other provision hereof.
14. State Law Governs. The validity, interpretation and performance of this Bond
Purchase Agreement shall be governed by the laws of the State.
15. No Assienment. The rights and obligations created by this Bond Purchase Agreement
shall not be subject to assignment by the Underwriter or the City without the prior written
consent of the other party hereto.
16. Liauidated Damaees In the event that the Underwriter fails (other than for a reason permitted by this Purchase Contract) to accept and pay for the Bonds at the Closing, the amount of one percent (1%) of the principal amount of the Bonds will be accepted as liquidated damages for such failure and any and all defaults hereunder on the part of the Underwriter. Acceptance of such amount by the City shall constitute a full release and discharge of all claims and rights of the City against the Underwriter. The parties hereto agree that the amount of actual damages to the City that would result from a default on the part of the Underwriter is
difficult to determine, and the parties’ further agree that the amount specified above is
acceptable to both parties as fair and reasonable damages.
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DEAN WITTER REYNOLDS INC.
Accepted as of the date first stated above:
CITY OF CARLSBAD
By: Financial Management Director
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EXHIBITA
Maturity @ep tember 2)
1999
2000 2001
2002
2003 2004
2005
2006
2007
2008 2009 2010 2011
Principal
Amount Price
Exhibit A Page 1
, 14029-06 JHCKL. 11/6/97
CITY OF CARLSBAD Limited Obligation Refunding Improvement Bonds Reassessment District of No. 97-l (Alga Road and College Boulevard)
BOND PURCHASE AGREEMENT
December - 1997
City of Carlsbad
1200 Carlsbad Village Drive Carlsbad, California 92008-1989
Ladies and Gentlemen:
The undersigned (the “Underwriter”) hereby offers to enter into this Bond Purchase Agreement with you, the City of Carlsbad, California (the “City”), for the purchase by the
Underwriter and sale by you of the City’s Limited Obligation Refunding Improvement Bonds,
Reassessment District No. 97-l (Alga Road and College Boulevard) specified below. This offer
is made subject to acceptance by the City prior to 5:00 P.M., San Francisco time, on the date
hereof, and upon such acceptance this Bond Purchase Agreement shall be in full force and effect
in accordance with its terms and shall be binding upon both the City and the Underwriter.
1. Purchase and Sale. Upon the terms and conditions and upon the basis of the representations set forth herein the Underwriter hereby agrees to purchase from the City and the City hereby agrees to sell to the Underwriter all (but not less than all) of the $ aggregate principal amount of Limited Obligation Refunding Improvement Bonds, Reassessment District No. 97-l (Alga Road and College Boulevard) (the “Bonds”), to be dated the date of the delivery thereof (the Bonds being more fully described in the Official Statement dated the date hereof relating to the Bonds, the “Official Statement”), at an aggregate purchase price of
$ , consisting of the par amount of $ , less an underwriter’s discount
of $ .
2. Authorizinp Instruments and Law The Bonds are being issued pursuant to the provisions of the Refunding Act of 1984 for 1915 Improvement Bonds (the “Bond Act”). The Bonds shall be as described in, and shall be issued and secured under and pursuant to a Resolution adopted by the City Council of the City on November 18,1997 (the “Resolution of Issuance”) and a Fiscal Agent Agreement, dated as of December 1, 1997 (the “Fiscal Agent
Agreement”), by and between the City and First Trust of California, National Association (the
“Fiscal Agent”). The City also adopted a Resolution of Intention to Levy Reassessments and to Issue Refunding Bonds on October 28,1997 and a Resolution Adopting Reassessment Report, Confirming and Ordering the Reassessment by Summary Proceedings and Directing Actions with Respect Thereto, on November 18, 1997 (together with the Resolution of Issuance, the “Resolutions”). The City will record a Notice of Reassessment (the “Notice of Reassessment”) in the real property records of San Diego County on December 18,1997.
The Bonds shall mature on September 2 in the years and in the amounts, and shall bear interest, as set forth in Exhibit A attached hereto. The Bonds shall be issued in the denominations of $5,000 or integral multiples thereof (except as set forth in the Fiscal Agent Agreement). The Underwriter agrees to make a public offering of the Bonds at the initial offering prices as set forth in the Official Statement, which prices may be changed from time to time by the Underwriter.
The proceeds of the Bonds, along with other available funds, will be used (i) to make a deposit into the Escrow Fund created pursuant to the reassessment proceedings and held by First Trust of California, National Association, as escrow agent (the “Escrow Agent”) under that certain Escrow Deposit and Trust Agreement, dated as of December 1, 1997 (the “Escrow Agreement”), which will be used to call and redeem, on March 2,1998, (A) the outstanding City of Carlsbad Improvement Bonds Assessment District No. 85-2, College Boulevard (San Diego County, California) (the “Assessment District No. 85-2 Bonds”), currently outstanding in the principal amount of $5,160,000 and (B) the outstanding City of Carlsbad (San Diego County, California) Limited Obligation Improvement Bonds, Assessment District No. 88-l (Alga Road) (the “Assessment District No. 88-1 Bonds”, and together with the Assessment District No. 85-2
Bonds, the “Prior Bonds”), currently outstanding in the principal amount of $13,530,000, (ii) to make an initial deposit into a reserve fund for the Bonds, and (iii) to pay certain costs of
issuance associated with the Bonds.
3. Public Offering. The Underwriter agrees to make a bona fide public offering of all the Bonds initially at the public offering prices (or yields) set forth on Appendix A attached hereto and incorporated herein by reference. Subsequent to the initial public offering, the Underwriter reserves the right to change the public offering prices (or yields) as it deems necessary in connection with the marketing of the Bonds, provided that the Underwriter shall not change the interest rates set forth on Appendix A. The Bonds may be offered and sold to certain dealers at prices lower than such initial public offering prices.
4. Deliverv of Official Statement: Continuine Disclosure. Pursuant to the authorization of the City, the Underwriter has distributed copies of the Preliminary Official Statement dated , 1997, relating to the Bonds (the “Preliminary Official Statement”) to prospective
purchasers of the Bonds. By its acceptance of this proposal, the City hereby ratifies such use by
the Underwriter of the Preliminary Official Statement; and the City agrees to approve the final Official Statement relating to the Bonds, which will consist of the Preliminary Official Statement
with such changes as may be made thereto, with the approval of the City and the Underwriter, and to provide copies thereof to the Underwriter as set forth herein. The Underwriter hereby agrees to deposit the Official Statement with a nationally recognized municipal securities
information depository. The City hereby authorizes the Underwriter to use and distribute, in
connection with the offer and sale of the Bonds, the Preliminary Official Statement, the Official Statement, the Fiscal Agent Agreement, the Escrow Agreement and this Bond Purchase
Agreement and all information contained herein, and all other documents, certificates and
statements furnished by the City to the Underwriter in connection with the transactions contemplated by this Bond Purchase Agreement.
To assist the Underwriter in complying with SEC Rule 15~2-12 (b)(5) (“Rule 15c2-W’), each of the City [and any owner of property within the Reassessment District of 1997 (the
“District”) which pursuant to the Rule is considered to have a substantial obligation with
respect to the payment of assessments levied within the District (the “Obligated Persons”)] will undertake, pursuant to a Continuing Disclosure Agreement, to provide certain annual financial information and notices of the occurrence of certain events, if material. A description of these undertakings are set forth in the Preliminary Official Statement and will also be set forth in the Official Statement.
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5. The Closing. At 8:00 a.m., California time, on December 19,1997 or at such other time
or on such earlier or later business day as shall have been mutually agreed upon by the City and
the Underwriter, the City will cause to be delivered (i) the Bonds, through the facilities of The Depository Trust Company, to the Underwriter in New York, New York, and (ii) the closing documents hereinafter mentioned at the offices of Brown Diven & Hentschke (“Bond Counsel”), Solana Beach, California, or another place to be mutually agreed upon by the City and the Underwriter. The Underwriter will accept such delivery and pay the purchase price of the Bonds as set forth in Section 1 hereof in immediately available funds. This payment and delivery, together with the delivery of the aforementioned documents, is herein called the
“Closing.” The Bonds will be delivered in such denominations and deposited in the account or
accounts specified by the Underwriter pursuant to written notice to the City not later than five
business days prior to Closing.
6. ReDresentations. Warranties and Covenants. The City represents to and agrees with
the Underwriter that:
(a) the City is and will be at the date of Closing duly authorized and existing under the Constitution and laws of the State of California with the powers and authority, among others, (i) to issue the Bonds pursuant to the Constitution of the State of California and the Bond Act, (ii) to execute and deliver the Fiscal Agent Agreement, the Escrow Agreement and this Bond Purchase Agreement, and (iii) to carry out and consummate the transactions contemplated by the Resolutions, the Fiscal Agent Agreement, the Escrow Agreement and this Bond Purchase Agreement;
(b) when delivered to and paid for by the Underwriter at the Closing in
accordance with the provisions of this Bond Purchase Agreement, the Bonds will have
been duly authorized, executed, issued and delivered and will constitute valid and
binding limited obligations of the City of the character permitted to be issued by the
Law, in conformity with, and entitled to the benefit and security of the Resolutions and the Fiscal Agent Agreement;
(c) by official action of the City prior to or concurrently with the acceptance hereof, the City duly adopted the Resolutions, the Fiscal Agent Agreement and the Escrow Agreement and authorized and approved the execution and delivery of, and the performance by the City of the obligations on its part contained in the Bonds, the Fiscal Agent Agreement, the Escrow Agreement and this Bond Purchase Agreement;
(d) the execution and delivery of the Bonds, the Fiscal Agent Agreement, the Escrow Agreement and this Bond Purchase Agreement, and compliance with the provisions on the City’s part contained therein and in the Resolutions, will not conflict with or constitute a breach of or default under any law, administrative regulation, judgment, decree, loan agreement, indenture, bond, note, resolution, agreement or other instrument to which the City is party or is otherwise subject, nor will any such execution, delivery, adoption or compliance result in the creation or imposition of any lien, charge
or other security interest or encumbrance of any nature whatsoever upon any of the properties or assets of the City under the terms of any such law, administrative regulation, judgment, decree, loan agreement, indenture, bond, note, resolution, agreement or other instrument, except as provided by the Resolutions, the Fiscal Agent Agreement or the Escrow Agreement;
(e) to the best of its knowledge, there is no action, suit, proceeding, inquiry or
investigation, at law or in equity, before or by any court, governmental agency, public
board or body, pending or threatened against the City affecting the existence of the City or the titles of its officers to their respective offices or seeking to prohibit, restrain or
-3-
enjoin the sale, issuance or delivery of the Bonds or the collection of revenues pledged or
to be pledged to pay the principal of, and premium, if any, and interest on the Bonds, or the pledge thereof, or in any way contesting or affecting the validity or enforceability of the Bonds, the Resolutions, the Escrow Agreement, the Fiscal Agent Agreement or this Bond Purchase Agreement, or contesting the powers of the City or its authority to issue, enter into, adopt or perform its obligations under any of the foregoing;
(f) all approvals, consents, authorizations, certifications and other orders of any governmental authority, board, agency or commission having jurisdiction, and all filings with any such entities, which would constitute conditions precedent to or the failure to obtain which would materially adversely affect the performance by the City of its obligations hereunder or under the Resolutions, have been duly obtained and no further consent, approval, authorization or other action by any governmental or regulatory authority having jurisdiction over the City that has not been obtained is or will be required for the issue and sale of the Bonds or the consummation by the City of the other
transactions contemplated by this Bond Purchase Agreement, except as such may be required under the state securities or Blue Sky laws in connection with the distribution of the Bonds by the Underwriter;
(g) the City will furnish such information, execute such instruments and take such other action in cooperation with the Underwriter as the Underwriter may reasonably request in order (1) to qualify the Bonds for offer and sale under the Blue Sky or other securities laws and regulations of such states and other jurisdictions of the United States as the Underwriter may designate and (2) to determine the eligibility of the Bonds
for investment under the laws of such states and other jurisdictions, and will use its best efforts to continue such qualification in effect so long as required for distribution of the Bonds; provided, however, that in no event shall the City be required to take any action which would subject it to general or unlimited service of process in any jurisdiction in which it is not now so subject;
(h) the Preliminary Official Statement was as of its date, and the Official Statement is, and at all times subsequent to the date of the Official Statement up to and including the Closing will be, true and correct in all material respects, and the Preliminary Official Statement and the Official Statement contain and up to and including the Closing will contain no misstatement of any material fact and do not, and up to and including the Closing will not, omit any statement necessary to make the statements contained therein, in the light of the circumstances in which such statements were made, not misleading;
(i) the City will advise the Underwriter promptly of any proposal to amend or supplement the Official Statement, will not effect or consent to any such arnendment or
supplement without the consent of the Underwriter, which consent will not be unreasonably withheld, and the City will advise the Underwriter promptly of the institution of any proceedings known to it by any governmental agency prohibiting or
otherwise affecting the use of the Official Statement in connection with the offering, sale or distribution of the Bonds;
(j) if, after the date of this Bond Purchase Agreement and until 25 days after the end of the “underwriting period” (as defined below), any event occurs as a result of which the Official Statement as then amended or supplemented would include an untrue
statement of a material fact, or omit to state any material fact necessary in order to make the statements contained therein, in the light of the circumstances under which they were made, not misleading, and, in the reasonable opinion of the Underwriter, an amended or supplemented Official Statement should be delivered in connection with the
4
offers or sales of the Bonds to reflect such event, the City promptly will prepare at its expense an amendment or supplement which will correct such statement or omission and the City shall promptly furnish to the Underwriter a reasonable number of copies of such amendment or supplement; unless the Underwriter otherwise advises the City in
writing that the end of the underwriting period shall be another specified date, the end
of the underwriting period shall be the day of Closing;
(k) any certificate signed by any official of the City and delivered to the Underwriter shall be deemed to be a representation and warranty by the City to the Underwriter as to the statements made therein; and
(l) the Preliminary Official Statement heretofore delivered to the Underwriter is deemed final by the City as of its date and as of the date hereof, except for the omission of such information as is permitted to be omitted in accordance with paragraph (b)(l) of Rule 15~2-12; the City hereby covenants and agrees that, within seven business days from the date hereof, the City shall cause a final printed form of the Official Statement to be delivered to the Underwriter in sufficient quantity to comply with paragraph (b)(4) of Rule 15~2-12 and Rules of the Municipal Securities Rulemaking Board.
The execution and delivery of this Bond Purchase Agreement by the City shall constitute a representation by the City to the Underwriter that the representations and warranties contained in this Bond Purchase Agreement are true as of the date hereof; provided that no member of the governing body of the City shall be individually liable for the breach of any representation or warranty made by the City in this Bond Purchase Agreement
7. Closing Conditions. The Underwriter hereby enters into this Bond Purchase 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 date of the Closing. Accordingly, the Underwriter’s obligations under this Bond Purchase Agreement to purchase, to accept delivery of and to pay for the Bonds shall be conditioned upon the performance by the City of its obligations to be performed hereunder and under such documents and instruments at or prior to the Closing, and shall also be subject to the following additional conditions:
(a) Bring Down Representation. The representations and warranties of the City
contained herein shall be true, complete and correct on the date hereof and as of the
Closing, as if made on and at the Closing;
(b) Executed Documents. At the Closing, the Resolutions, the Escrow Agreement the Fiscal Agent Agreement and this Bond Purchase Agreement shall be in full force and effect and shall not have been amended, modified or supplemented except as may have been agreed to in writing by the Underwriter; and there shall be in full force and effect such resolutions as, in the opinion of Bond Counsel, shall be necessary in connection with the transactions contemplated hereby;
(c) Termination Events. The Underwriter shall have the right to cancel their obligation to purchase the Bonds if between the date hereof and the Closing, (i) legislation shall have been enacted by the Congress of the United States or the legislature of the State of California or shall have been reported out of committee of either body or be pending in committee of either body, or a decision shall have been rendered by a court of the United States or of the State of California or the Tax Court of the United States, or a ruling shall have been made or a regulation or temporary regulation shall have been proposed or made or any other release or announcement shall have been made by the
Treasury Department of the United States or the Internal Revenue Service, with respect to Federal or California taxation upon revenues or other income of the general character to be derived by the City or upon interest received on obligations of the general character of the Bonds, which in the reasonable judgment of the Underwriter, materially adversely
affects the market for the Bonds, or (ii) there shall have occurred any outbreak of hostilities or other national or international calamity or crisis, the effect of such
outbreak, calamity or crisis on the financial markets of the United States being such as,
in the reasonable judgment of the Underwriter, would make it impracticable for the
Underwriter to market or enforce contracts for the sale of the Bonds, or (iii) there shall
be in force a general suspension of trading on the New York Stock Exchange or minimum
or maximum prices for trading shall have been fixed and be in force, or maximum ranges for prices for securities shall have been required and be in force on the New York Exchange, whether by virtue of a determination by that Exchange or by order of the Securities and Exchange Commission or any other governmental authority having jurisdiction, or (iv) a general banking moratorium shall have been declared by either Federal or California authorities having jurisdiction and be in force, or (v) there shall be established any new restriction on transactions in securities materially affecting the free market for securities (including the imposition of any limitation on interest rates) or the extension of credit by, or the charge to the net capital requirements of, Underwriter established by the New York Stock Exchange, the Securities and Exchange Commission,
any other Federal or State agency or the Congress of the Unites States, or by Executive Order, or (vi) a decision of any Federal or state court or a ruling or regulation (final, temporary or proposed) of the Securities and Exchange Commission or other governmental agency shall have been made or issued to the effect that (A) the Bonds or any securities of the City or of any similar body of the type contemplated herein are subject to the registration requirements of the Securities Act of 1933 or (B) the qualification of an indenture or resolution in respect of the Bonds or any such securities is required under the Trust Indenture Act of 1939, as amended;
(d) Closing Documents. At or prior to the Closing, the Underwriter shall receive the following documents, in each case satisfactory in form and substance to the Underwriter:
(1) Final Opinion. An approving opinion of Bond Counsel dated the date of the Closing and substantially in the form included in the Official Statement, together with a letter from such counsel, dated the date of the Closing and addressed to the Underwriter, to the effect that the foregoing opinion addressed to the City may be relied upon by the Underwriter to the same extent as if such opinion were addressed to it.
(2) City Certijkates. A certificate or certificates, dated the date of Closing, signed by an authorized official of the City, in form and substance satisfactory to the Underwriter, to the effect that ‘to the best of his or her knowledge, no litigation is pending or threatened (a) to restrain or enjoin the issuance or delivery of the Bonds or the collection of unpaid assessments that are the source of payment therefor, (b) in any way contesting or affecting the authority for the issuance of the Bonds or the validity of the Bonds, the Resolutions, the Escrow Agreement, the Fiscal Agent Agreement or this Bond Purchase Agreement, or (c)
in any way contesting the existence or powers of the City.
(3) Resolutions. Two certified copies of each of the Resolutions and two executed copies of any and all other documentation contemplated thereby.
(4) Supplemental Opinion. A supplemental opinion of Bond Counsel addressed to the Underwriter, in form and substance acceptable to the Underwriter, and dated the date of the Closing substantially to the following
effect:
(i) The statements contained in the Official Statement on the cover page and under the captions “INTRODUCTION,” “THE BONDS” (other than under the subheading “Book-Entry Only System” as to which no opinion need be expressed), “SECURITY FOR THE BONDS,” and “LEGAL MATTERS,” insofar as such statements expressly summarize certain provisions of the Bonds, the Escrow Agreement, the Fiscal Agent Agreement, the Resolutions, and Bond Counsel’s opinion concerning certain federal tax matters relating to the Bonds, are accurate in all material respects; and
(ii) The Bonds are not subject to the registration requirements of the Securities Act of 1933, as amended, and the Fiscal Agent Agreement is exempt from qualification pursuant to the Trust Indenture Act of 1939, as amended.
(5) City Attorney Opinion. An opinion of the City Attorney, dated the date of the Closing and addressed to the Underwriter, in form and substance acceptable to the Underwriter substantially to the following effect:
(i) The City is a general law city duly organized and validly
existing under the Constitution and the laws of the State of California;
(ii) The City has full legal power and lawful authority to enter into the Fiscal Agent Agreement and the Escrow Agreement and to issue the Bonds;
(iii) The Fiscal Agent Agreement and the Escrow Agreement have been duly authorized, executed and delivered by the City and constitute the valid and binding agreements of the City enforceable against the City in accordance with their terms, except as enforcement may be limited by bankruptcy, insolvency, reorganization moratorium or similar laws or equitable principles relating to or limiting creditors’ rights generally;
(iv) The Resolutions were duly adopted at a meeting of the City Council called and held pursuant to law and with all public notice
required by law and at which a quorum was present and acting
throughout and the Resolutions are in full force and effect and have not
been modified, amended or rescinded;
(v) The execution and delivery of the Fiscal Agent Agreement and the Escrow Agreement and compliance with the provisions thereof, under the circumstances contemplated thereby, do not and will not in any material respect conflict with, or constitute on the part of the City a breach of or default under, any agreement or other instrument to which the City is a party or by which it is bound or any existing law, regulation,
court order or consent decree to which the City is subject;
(vi) No additional authorization, approval, consent, waiver or any other action by any person, board or body, public or private, not
-7-
previously obtained is required as of the date of the Closing for the City to enter into the Fiscal Agent Agreement and the Escrow Agreement, or to
perform its obligations thereunder;
(vii) Except as otherwise disclosed in the Official Statement, there
is no litigation, proceeding, action, suit, or investigation at law or in
equity before or by any court, governmental agency or body, pending or, to the best knowledge of such counsel after due investigation, threatened against the City, challenging the creation, organization or existence of the City, or the validity of the Bonds, the Resolutions, the Fiscal Agent Agreement or the Escrow Agreement or in any way contesting or affecting the validity of the Fiscal Agent Agreement or the Escrow Agreement or any of the transactions referred to therein or contemplated thereby or contesting the authority of the City to enter into or perform its obligations under the Fiscal Agent Agreement or the Escrow Agreement; and
(viii) That nothing has come to the attention of such counsel which would lead it to believe that the Official Statement (excluding therefrom the financial and statistical data and forecasts included therein and information about The Depository Trust Company, as to which no opinion need be expressed) contains any untrue statement of a material fact or omits to state a material fact necessary to make the statements therein, in the light of the circumstances under which they were made, not
misleading.
(6) Continuing Disclosure Certificates. Executed copies of any Continuing Disclosure Certificates.
(7) Fiscal Agent and Esbrow Agent’s Certificate. A certificate of the Fiscal Agent and Escrow Agent, dated the date of Closing, addressed to the City and the Underwriter, in form and substance acceptable to the Underwriter, to the following effect:
(i) The Fiscal Agent has all necessary power to enter into the Fiscal Agent Agreement; and
(ii) The Fiscal Agent Agreement and the Escrow Agreement have
been duly authorized, executed and delivered by the Fiscal
Agent/Escrow Agent and each of the Fiscal Agent Agreement and the Escrow Agreement constitutes the legal, valid and binding obligation of the Fiscal Agent/Escrow Agent enforceable in accordance with its terms, except as enforcement thereof may be limited by bankruptcy, insolvency or other laws affecting the enforcement of creditors’ rights generally and by the application of equitable principles, if equitable remedies are sought;
(iii) No consent, approval, authorization or other action by any governmental or regulatory authority having jurisdiction over the Fiscal
Agent/Escrow Agent that has not been obtained is or will be required for the execution and delivery of the Fiscal Agent Agreement or the Escrow Agreement or the performance by the Fiscal Agent/Escrow Agent of its duties and obligations under the Fiscal Agent Agreement or the Escrow Agreement ;
-&
(iv) The execution and delivery by the Fiscal Agent/Escrow Agent of the Fiscal Agent Agreement and the Escrow Agreement and compliance with the terms thereof will not conflict with, or result in a violation or breach of, or constitute a default under, any loan agreement, indenture,
bond, note, resolution or any other agreement or instrument to which the Fiscal Agent/Escrow Agent is a party or by which it is bound, or any law or any rule, regulation, order or decree of any court or governmental agency or body having jurisdiction over the Fiscal Agent/Escrow Agent or any of its activities or properties (except that no representation, warranty or agreement need be made by such counsel with respect to any federal or State securities or blue sky laws or regulations); and
(v) There is no action, suit, proceeding or investigation, at law or in equity, before or by any court or governmental agency, public board or body pending, or to the best knowledge of the Fiscal Agent/Escrow Agent, threatened against the Fiscal Agent/Escrow Agent which in the reasonable judgment of the Fiscal Agent/Escrow Agent would affect the existence of the Fiscal Agent/Escrow Agent or in any way contesting or affecting the validity or enforceability of the Fiscal Agent Agreement or the Escrow Agreement or contesting the powers of the Fiscal Agent/Escrow Agent or its authority to enter into and perform its obligation thereunder.
(8) Escrow Verification. Evidence satisfactory to the Underwriter, Bond Counsel and counsel to the Underwriter reflecting the defeasance in whole of the Prior Bonds.
(9) Form 8038-G. Evidence that the federal tax information form 8038-G has been prepared for filing.
(10) Nonarbitrage Certificate. A tax and nonarbitrage certificate in form satisfactory to Bond Counsel.
(11) CDlAC Statements. A copy of the Notices of Sale required to be delivered to the California Debt and Investment Advisory Commission pursuant
to Section 53583 of the California Government Code.
(12) Underwriter’s Counsel Opinion. An opinion of Jones Hall, A Professional Law Corporation, counsel to the Underwriter, dated the Closing
Date, and addressed to the Underwriter, to the effect that:
(0 during the course of serving as Underwriter’s Counsel in connection with issuance of the Bonds and without having undertaken to determine independently or assuming any responsibility for the accuracy, completeness or fairness of the statements contained in the Official Statement, no information came to the attention of the attorneys in such firm rendering legal services in connection with the issuance of the Bonds that would lead them to believe that the Official Statement (excluding therefrom the financial statements, any financial or statistical data, or
forecasts, charts, numbers, estimates, projections, assumptions or
expressions of opinion included in the Official Statement, information
regarding DTC, and the appendices to the Official Statement as to which no opinion need be expressed), as of the date thereof or the Closing Date, contains any untrue statement of a material fact or omits to state a
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DRAFT 11/06/97
FISCAL AGENT AGREEMENT
by and between
CITY OF CARLSBAD
and
FIRST TRUST OF CALIFORNIA, NATIONAL ASSOCIATION
as Fiscal Agent
Dated as of December 1, 1W
Relating to:
City of Carlsbad Limited Obligation Refunding Improvement Bonds
Reassesment District No. 97-l
(Alga Road and College Boulevard)
DRAFT 11/06/97
section 1.01. Definitions ............................................. 2
section 1.02. Authority for this Agreement. ................................. 7
section 1.03. Agreement for Benefit of Bondowners. ........................... 7
section 2.01.
section 2.02.
Section 2.03.
Section 2.04.
section 2.05.
Section 2.06.
Section 2.07.
Section 2.08.
Section 2.09.
Section 3.01. IssuanceandDeliveryofBonds.. ............................. 13
Section 3.02. ValidityofBonds ........................................ 13
Section 3.03. Pledge of Reassess mentsaudFunds ............................ 13
Section 3.04. Limited Obligation ....................................... 13
Section 3.05. NoAcceleration ......................................... 13
Section 3.06. RefundingofBonds ....................................... 13
section 4.01. Depositof Bond Proceeds. ................................. 14
Section 4.02. CostaofIssuanceFund .................................... 14
Section 4.03. RedemptionFund ....................................... 14
Section 4.04. ReserveFund .......................................... 15
Section 4.05. EscrowFund .......................................... 16
Section 5.01. Collection of R -ts ................................. 17
Section 5.02. Foreclosure ........................................... 17
Section 5.03. Punctual Payment; Compliance With Documents ..................... 18
Section 5.04. No Priority for Additional Obligations ........................... 18
TABLE OF CONTENTS
ms ARTICLE I
DEFINITIONS AND STATUTORY AUTHORITY
ARTICLE II
THE BONDS
Authorized. ............................................ 8
TermsofBonds ......................................... 8
Redemption ............................................. 9
FormofRonds. ........................................ 10
Execution and Authentication of Bonds. .......................... 10
TransferandExchangeofBonds.. ............................. 11
Bond Register. ......................................... 11
Temporary Bonds. ....................................... 11
Bonds Mutilated, Lost, Destroyed or Stolen ........................ 11
ARTICLE III
ISSUANCE OF BONDS
ARTICLE IV
FUNDS
ARTICLE V
COVENANTS
i
Dm 11106l97
section 5.05.
Section 5.06.
Section 5.07.
Section 5.08.
Section 5.09.
Section 5.10.
Section 5.11.
Section 5.12.
Section 5.13.
Section 6.01. DepositandInvestmentofMoneysinFunds ....................... 20
Section 6.02. Acquisition, Disposition and Valuation of Investments. ................. 20
Section 6.03. LiabilityofCity ........................................ 21
Section 6.04. Employment of Agents by City. ............................... 21
Section 7.01. Appoiutment of Fiscal Agent. ................................ 22
Section 7.02. Liability of Fiscal Agent ................................... 22
section 7.03. Information; Books and Accounts .............................. 23
Section 7.04. Notice to Fiscal Agent. .................................... 24
Section 7.05. compensation .......................................... 24
Section 7.06. Interaction With the City ................................... 24
Section 8.01.
Section 8.02.
Section 8.03.
Section 8.04.
Section 8.05.
Section 8.06.
Section 8.07.
Section 9.01. BenefitsofAgreementLimitedtoParties.. ........................ 28
Section 9.02. SuccessorisDeemedIncludedinAllReferencetoPredecessor ............. 28
Section 9.03. Discharge of Agreement. ................................... 28
Section 9.04. ExecutionofDocumentsandProofofOwnershipbyGwners ............. 28
Section 9.05. Waiver of Personal Liability. ................................. 29
Section 9.06. NoticestoandDemandonCityandFiscalAgent .................... 29
section 9.07. PartialInvalidity ......................................... 29
FurtherAssurances ....................................... 18
Private Activity Bond Limitation .............................. 18
Federal Guarautee Prohibition ................................ 18
NoArbitrage .......................................... 18
RebateRequirement ...................................... 19
Yield of the Bonds. ...................................... 19
Amendment ........................................... 19
Maintenance of Tax Exemption ............................... 19
Continuing Disclosure ..................................... 19
ARTICLE VI
INVESTMENTS; LIABILITY OF THE CITY
ARTICLE VII
THE FISCAL AGENT
ARTICLE VIII
MODIFICATION OR AMENDMENT OF THIS AGREEMENT
AmtmdmentaPermitted .................................... 25
Owners' Meetings ....................................... 25
AmmdmentwithWrittenCmsentofChvners. ...................... 25
Disqualified Bonds. ...................................... 26
Effect of Supplemental Agreement ............................. 26
Endorsement or Replacement of Bonds Issued After Amendment. .......... 26
Amendatory Endorsement of Bonds ............................. 27
ARTICLE IX
MISCELLANEOUS
ii
-
Section 9.08. UnchimedMoneys. ...................................... 29
section 9.09. ApplicableLaw. ........................................ 30
section 9.10. ChtlictwithAct ........................................ 30
!3ection 9.11. Conclusive Evidence of Regularity ............................. 30
Section 9.12. Payment on Business Day. .................................. 30
Section 9.13. count ........................................... 30
EXHIBIT A FORM OF BOND
i
DRAIT 11106197
’ FISCAL AGENT AGREEMENT
THIS FISCAL AGENT AGREEMENT (this ‘Agreement”) is made and entered into as of
December 1, 1997 by and between the City of Carlsbad a chartered city and a political subdivision of the
State of California (the “City”) and First Trust of California, National Association, as fiscal agent (the
“Fiscal Agent”),
WITNESSETH:
WHEREAS, on October 28, 1997 the Council of the City adopted a Resolution No. - (the “Resolution of Intention”) relating to the levy of reassessments and issuance of refunding bonds pursuant
to the Refunding Act of 1984 for 1915 Improvement Bonds, Division 11.5 (commencing with Section
9500) of the Streets and Highways Code of California (the “Act”) in and for the Reassessment District
No. 97-l (Alga Road and College Boulevard) (the “Assessment District”) and by the Resolution of
Intention, the City Council of the City provided that refunding improvement bonds as more particularly
described herein would be issued and reference to the Resolution of Intention is hereby expressly made
for further particulars;
WHERJUS, under the provisions of the Act, on November 18, 1997, the Council of the City
adopted its Resolution No. - (the “Resolution of Issuance”), which resolution, among other matters,
autborized the issuance of refunding improvement bonds of the City designated “Limited Obligation
Refunding Improvement Bonds, Reassessment District No. 97-1 (Alga Road and College Boulevard)” (the
“Bonds”), upon the security of the unpaid reassessments and provided that said issuance would be in
accordance with the Act and this Agreement, and authorized the execution hereof;
WHEREAS, a portion of the proceeds of the Bonds shall be used to retire, in advance of their
scheduled maturities, certain bonds of the City designated “Assessment District No. 85-2 (College
Boulevard) Limited Obligation Improvement Bonds,” dated May 5, 1986 and originally issued in the
principal amount of $9570,250 (the “85-2 Bonds”);
WHEREAS, a portion of the proceeds of the Bonds shall be used to retire, in advance of their
scheduled maturities, certain bonds of the City designated “Assessment District No. 88-l (Alga Road)
Limited Obligation Improvement Bonds,” dated September 2, 1990 and originally issued in the principal
amount of $19,561,247&j (the “88-l Bonds”);
WHERJUS, it is in the public interest and for the benefit of the City and the owners of the
Bonds that the City enter into this Agreement to provide for the issuance of the Bonds, the disbursement
of proceeds of the Bonds, the disposition of the reassessments securing the Bonds and the administration
and payment of the Bonds, and the retirement in advance of scheduled maturities of the 85-2 Bonds and
the 88-l Bonds (together, the “Prior Bonds”);
WHEREUS, the City has determined that all things necessary to cause the Bonds, when
authenticated by the Fiscal Agent and issued as provided in the Act, the Resolution and this Agreement,
1
to be legal, valid and binding and limited obligations in accordance with their terms, and all things
necessary to cause the creation, authorization, execution and delivery of this Agreement and the creation,
authorization, execution and issuance of the Bonds, subject to the terms hereof, have in all respects been
duly authorized;
NOW, THEREFORE, in consideration of the covenants and provisions herein set forth and for
other valuable consideration the receipt and sufficiency of which is hereby acknowledged, the parties
hereto do hereby agree as follows:
ARTICLE I:
DEFINITIONS AND STATUTORY AUTHORITY:
Section 1.01. Definitions. Unless the context otherwise requires, the terms defined in this
Section 1.01 shall, for all purposes of this Agreement, of any Supplemental Agreement, and of any
certificate, opinion or other document herein mentioned, have the meanings herein specified. All
references herein to Articles, Sections and other subdivisions are to the corresponding Articles, Sections
or subdivisions of this Agreement, and the words “herein,” “hereof, n “hereunder” and other words of
similar import refer to this Agreement as a whole and not to any particular Article, Section or subdivision
hereof.
“Act” means the Refunding Act of 1984 for 1915 Improvement Act Bonds, being Division 11.5
of the California Streets and Highways Code.
‘Agreement” means this Fiscal Agent Agreement, as it may be amended or supplemented from
time to time by any Supplemental Agreement adopted pursuant to the provisions hereof.
aAssessment IX&&# * means the area within the City designated “Reassessment District No. 97-
1” referenced in proceedings by the City under the Act and the Resolution of Intention.
“Auditor” means the auditor/controller of the County, or such other official at the County who
is responsible for preparing property tax bills.
“Addzed Ofice&’ means the City Manager, City Clerk, City Attorney, Finance Director,
Director of Public Works, or any other officer or employee author&d by the City Council of the City
or by an Author&d Officer to undertake the action referenced in this Agreement as required to be
undertaken by an Author&d Officer.
“Bond or Bonds I, means Limited Obligation Refunding Improvement Bonds, Assessment District
No. 97-l at any time Outstanding under this Agreement or any Supplemental Agreement.
“Bond Counsel” means any attorney or firm of attorneys acceptable to the City and nationally
recognized for expertise in rendering opinions as to the legality and tax-exempt status of securities issued
by public entities.
2
DRAPE 11/06/97
“Bond Law” means the Improvement Bond Act of 1915, as amended, Division 10 of the
California Streets and Highways Code.
“Bond fir&use Agmement” means the agreement or contract whereby the City agrees to sell
and the Original Purchaser agrees to buy all or a portion of the Bonds.
“Bond Register” means the books or other records maintained by the Fiscal Agent under Section
2.07 hereof for the registration and transfer of the Bonds.
“Bond Year” means the one-year period beginning on September 2 in each year and ending on
September 1 in the following year except that the first Bond Year shall begin on the Closing Date and
the last Bond Year may end on a prior redemption date.
“Business my” means any day other than (i) a Saturday or a Sunday or (ii) a day on which
banking institutions in the state in which the Fiscal Agent has its principal corporate trust office are
authorized or obligated by law or executive order to be closed.
“City” means the City of Carlsbad, and any successor thereto.
“city A#orney * means the City Attorney of the City or other designated counsel to the City with
respect to the Assessment District.
“C&k” means the Clerk or Deputy or Assistant Clerk of the City.
“Closing LhaM m means the date upon which there is a physical delivery of the Bonds in exchange
for the amount representing the purchase price of the Bonds by the Original Purchaser.
X’orrtinuing LX’sci’osu~ Certifcate n means the certificate by that name dated the date of issuance
and delivery of the Bonds and executed by the City, as originally executed and as it may be amended
from time to time in accordance with the terms thereof.
uCoskr of Issuance P&d” means the fund designated “Assessment District No. 97-l Costs of
Issuance Fund” established and administered under Section 4.02 hereof.
“Council” means the City Council as the legislative body of the City.
“Cowtty * means the County of San Diego, State of California.
“&ted Date” means the date of Bonds which is December 1, 1997.
“Debt Service” means, for each Bond Year, the sum of (i) the interest due on the Outstandmg
Bonds in such Bond Year, assuming that the Outstanding Bonds are retired as scheduled, and (ii) the
principal amount of the Outstanding Bonds due in such Bond Year.
3
Dm 11/06/97
uKscro~ AgmemeM” means the Escrow Agreement dated as of December 1, 1997, by and
between the City and the Escrow Holder, by which the Escrow Fund is established and administered.
uEsc~w find” means the fund designated “Assessment District No. 97-l Prior Bonds Escrow
Fund” established and administered under Section 4.05 hereof.
%SCIVW Holder” means the Fiscal Agent acting as Escrow Holder under the Escrow Agreement.
“Fair Market Vdue” means for purposes of valuing the Permitted Investments, the price at
which a willing buyer would purchase the investment from a willing seller in a bona fide, arm’s length
transaction (determined as of the date the contract to purchase or sell the investment becomes binding)
if the investment is traded on an established securities market (within the meaning of section 1273 of the
Tax Code) and, otherwise, the term “fair market value” means the acquisitions price in a bona fide arm’s
length transaction (as referenced above) if (i) the investment is a certificate of deposit that is acquired in
accordance with applicable regulations under the Tax Code, (ii) the investment is an agreement with
specifically negotiated withdrawal or reinvestment provisions and a specifically negotiated interest rate
(for example, a guaranteed investment contract, a forward supply contract or other investment agreement)
that is acquired in accordance with applicable regulations under the Tax Code, (iii) the investment is a
United States Treasury Security - State and Local Government Series that is acquired in accordance with
applicable regulations of the United States Bureau of Public Debt, or (iv) any commingled investment
fund in which the City and related parties do not own more than a ten percent (10%) beneficial interest
if the return paid by such fund is without regard to the source of investment.
“Fe&ml Securities” means any of the following which at the time of investment are legal
investments under the laws of the State of California for the funds purported to be invested therein:
(4 direct general obligations of the United States of America (including obligations
issued or held in book entry form on the books of the Department of the Treasury of the United
States of America); and
(b) obligations of any agency, department or instrumentality of the United States of
America the timely payment of principal of and interest on which are fully guaranteed by the
United States of America.
“Finance DiectW’ means the Finance Director or other financial officer of the City or deputy
or designee thereof.
“Fiscal Agent” means First Trust of California, National Association as the Fiscal Agent
appointed by the City and acting as an independent fiscal agent with the duties and powers herein
provided, its successors and assigns, and any other corporation or association which may at any time be
substituted in its place, as provided in Section 7.01 hereof.
“RscuZ Year” means the twelve-month period extending from July 1 in a calendar year to June
30 of the succeeding year, both dates inclusive.
DRAFT 11/06/97
“Inform&ion Services” means Financial Information, Inc.‘s “Daily Called Bond Service,” 30
Montgomery Street, 10th Floor, Jersey City, New Jersey 07302, Attention: Editor; Kenny Information
Services’ Called Bond Service, 55 Broad Street, 28th Floor, New York, New York 10004; “Moody’s
Investors Service Municipal and Government,” 99 Church Street, New York, New York 10007,
Attention: Municipal News Reports; Standard & Poor’s Corporation “Called Bond Record,” 25
Broadway, 3rd Floor, New York, New York 10004; and, in accordance with then current guidelines of
the Securities and Exchange Commission, such other addresses and/or such services providing
information with respect to called bonds as the City may designate in an Officer’s Certificate delivered
to the Fiscal Agent.
‘Interest Payment Dates” means March 2 and September 2 of each year, commencing March
2, 1998.
“List of Unpaid Reassessments” means the list on file with the Finance Director showing the
amounts of the Reassessments upon each of the parcels in the Assessment District.
“Maxidum AnnuaZ Debt Service” means the largest Debt Service for any Bond Year after the
calculation is made through the final maturity date of any Gutstanding Bonds.
“Oflcer’s Cert@ate” means a written certificate of the City signed by an Authorized officer
of the City.
“Original Purchaser” means the first purchaser of the Bonds from the City.
“Outstanding” when used as of any particular time with reference to Bonds, means, subject to
the provisions of Section 8.04, all Bonds except:
(a) Bonds theretofore canceled by the Fiscal Agent or surrendered to the
Fiscal Agent for cancellation;
0) Bonds paid or deemed to have been paid within the meaning of Section 9.03;
(c) Bonds in lieu of or in substitution for which other Bonds shall have been
authorized, executed, issued and delivered by the City pursuant to this Agreement or any
Supplemental Agreement.
Ww~r” or “Bond Owner” means the registered owner of any Outstanding Bond as shown on
the Bond Register of the Fiscal Agent under Section 2.08 hereof.
up ‘* * arfrcrpclturg Underw&r” shall have meaning ascribed to thereto in the Continuing Disclosure
Certificate.
DRAQI’ 11106l97
“Pemzlted Investments” means the following, but only to the extent that the same are acquired
at Fair Market Value:
(a) Federal Securities;
0 securities (other than those identified in paragraphs (a) and (d) of Section 53601
of the Government Code of the State) in which the City may legally invest funds subject to its
control, pursuant to Article 1, commencing with Section 53600, of Chapter 4 of Part 1 of
Division 2 of Title 5 of the Government Code of the State, as now or hereafter amended;
Cc) shares in a California common law trust established pursuant to Title 1, Division
7, Chapter 5 of the California Government Code which invests exclusively in investments
permitted by Section 53635 of Title 5, Division 2, Chapter 4 of the California Government Code,
as it may be amended, including but not limited to the California Arbitrage Management Program
(CAMP);
(d) the Local Agency Investment Fund of the State of California, created pursuant
to Section 16429.1 of the California Government Code, to the extent the Finance Director is
author&d to register such investment in the City’s name;
03 investment agreements or guaranteed investment contracts, with or guaranteed by
a financial entity whose long-term unsecured obligations are rated “AA” or better by Moody’s
Investor’s Service (“Moody’s) and Standard and Poor’s Ratings Group (“S&P”), and such
agreement or contract shall provide that the financial entity shall deposit collateral with a third
party in accordance with criteria established by Moody’s and S&P in the event that the rating
of long-term debt of the entity is downgraded below “Aa3” by Moody’s or “AA-” by S&P;
0 money market funds (including money market funds for which Fiscal Agent, its
affiliates or subsidiaries provide investment advisory or other management services) which are
rated Am or better by S&P.
uPmpayment Account” means the account within the Redemption Fund and designated
“Reassessment District No. 97-l Redemption Fund Prepayment Account” established and administered
under Section 4.04 hereof.
uprinc@al Amowrt” means the aggregate principal amount of the Bonds authorized under this
Agreement which is Eighteen Million Six Hundred and Seventy Thousand Dollars ($18,670,000).
“Phcipd Ofice” means the corporate trust office of the Fiscal Agent in Los Angeles,
California, located at such address as shall be specified in a written notice by the Fiscal Agent to the City
under Section 9.06 hereof and, except for payment, registration, presentation, transfer or exchange of
the Bonds.
6
‘Stir Bonds” means the bonds of the City designated “Limited Obligation Improvement Bonds
City of Carlsbad Assessment District No. 85-2 (College Boulevard),” dated May 5, 1986 and originally
issued in the principal amount of $$9,570,250 and the City designated “Limited Obligation Improvement
Bonds Assessment District No. 88-l (Alga Road),” dated September 2, 1990 and originally issued in the
principal amount of $19,561,247.66.
6‘Reassessments~ means the unpaid reassessments levied within the Assessment District by the
Council in the proceedings taken under the Resolution of Intention.
“Record Date” means the fifteenth day of the calendar month immediately preceding the
applicable Interest Payment Date, whether or not such day is a Business Day.
“Redemption Fund” means the fund designated “Reassessment District No. 97-l Redemption
Fund” established under Section 4.03 hereof.
“Redemption Prenrum” means premium to be paid upon redemption of Bonds under Section
2.03, which premium, expressed as a percentage of the principal amount of such bonds being redeemed,
shall be three percent (3%).
“Refunding” means the retirement in advance of scheduled maturities of the Prior Bonds.
“Reserve Fund” means the fund designated “Reassessment District No. 97-l Reserve Fund”
established and administered under Section 4.04.
uReserve Requirement” means as of any date of calculation, an amount not to exceed the lesser
of (a) Maximum AMU~ Debt Service on the Outstanding Bonds or (b) ten percent (10%) of the total
proceeds of the Bonds deposited under Section 4.01 hereof reduced by the amount of funds transferred
from the Reserve Fund to the Redemption Fund pursuant to part (ii) of paragraph E of Section 4.04
hereof.
“Resolution of Intention” means Resolution No. - adopted by the Council of the City on
October 28, 1997.
“Resolution of Issuance” means Resolution No. adopted by the Council of the City on
November 18, 1997 authorizing the issuance of the Bonds under this Agreement.
“Su@emeti Agreements means an agreement the execution of which is authorized by a
resolution which has been duly adopted by the City under the Act and which agreement is amendatory
of or supplemental to this Agreement, but only if and to the extent that such agreement is specifically
author&d hereunder.
“Tax Code” means the Internal Revenue Tax Code of 1986 as in effect on the date of issuance
of the Bonds or (except as otherwise referenced herein) as it may be amended to apply to obligations
issued on the date of issuance of the Bonds, together with applicable proposed, temporary and final
regulations promulgated, and applicable official public guidance published, under the Tax Code.
7
Dm 11/06/97
‘Trerrsurer” means the official of the City who performs the duties of the City treasurer, which
official may be the Finance Director or designee thereof.
Section 1.02. Authority for this Agreement. This Agreement is entered into pursuant to the
provisions of the Act and the Resolution.
Section 1.03. Agreement for Benefit of Bondowners. The provisions, covenants and
agreements herein set forth to be performed by or on behalf of the City and the Fiscal Agent shall be for
the equal benefit, protection and security of the Owners. All of the Bonds, without regard to the time
or times of their issuance or maturity, shall be of equal rank without preference, priority or distinction
of any of the Bonds over any other thereof, except as expressly provided in or permitted by this
Agreement. The Fiscal Agent may become the owner of any of the Bonds in its own or any other
capacity with the same rights it would have if it were not Fiscal Agent.
ARTICLE II:
THE BONDS:
section 2.01. Authorized. The Bonds, in the aggregate Principal Amount, are hereby authorized
to be issued by the City under and subject to the terms of the Resolution of Issuance and this Agreement,
the Act and other applicable laws of the State of California. The Bonds shall be secured by the
Reassessments and moneys in the Redemption Fund and the Reserve Fund.
Section 2.02. Terms of Bonds.
(A) Denominations. The Bonds shall be issued as fully registered Bonds without coupons in
the denomination of $5,000 or any integral multiple thereof. Bonds shall be lettered and numbered in
a customary manner as determined by the Fiscal Agent.
09 Date of Bonds. The Bonds shall be dated the Dated Date.
0 CUSIP. “CUSIP” identification numbers shall be imprinted on the Bonds, but such
numbers shall not constitute a part of the contract evidenced by the Bonds and any error or omission with
respect thereto shall not constitute cause for refusal of any purchaser to accept delivery of and pay for
the Bonds. In addition, failure on the part of the City or the Fiscal Agent to use such CUSIP numbers
in any notice to Owners shall not constitute an event of default or any violation of the City’s contract with
such Owners and shah not impair the effectiveness of any such notice.
8
(D) Maturities. The Bonds shall mature and be payable on September 2 of each year and
shall bear interest at the rates per annum as follows:
Maturity Date Principal
(Sentember 2) Amount
Interest
m
Maturity Date
(September 2)
Principal
Amount
Interest
1999 2006
2ooo 2007
2001 2008
2002 2009
2003 2010
2004 2011
2005
6 Interest. The Bonds shall bear interest at the rates set forth above payable on the Interest
Payment Dates in each year. Interest shall be calculated on the basis of a 360day year composed of
twelve 30day months. Each Bond shall bear interest from the Interest Payment Date next preceding the
date of authentication and registration thereof unless it is authenticated and registered (i) prior to an
Interest Payment Date and after the close of business Record Date preceding such Interest Payment Date,
in which event it shall bear interest from such Interest Payment Date, or (ii) prior to the close of business
on the Record Date preceding March 2, 1998, in which event it shall bear interest from the Dated Date.
(F) Method of Payment. Interest on the Bonds (including the final interest payment upon
maturity or earlier redemption) is payable by check of the Fiscal Agent mailed by first class mail to the
registered Owner thereof at such registered Owner’s address as it appears on the registration books
maintained by the Fiscal Agent at the close of business on the Record Date preceding the Interest
Payment Date, or by wire transfer made on such Interest Payment Date upon written instructions of any
Owner of $1 ,OOO,OOO or more in aggregate principal amount of Bonds delivered to the Fiscal Agent prior
to the applicable Record Date. The principal of the Bonds and any premium on the Bonds are payable
in lawful money of the United States of America upon surrender of the Bonds at the Principal Office of
the Fiscal Agent. All Bonds paid by the Fiscal Agent pursuant this Section shall be canceled by the Fiscal
Agent. The Fiscal Agent shall destroy the canceled Bonds and, upon request of the City, issue a
certificate of destruction of such Bonds to the City.
Section 2.03. Redemption.
(A) General.
. (i) Qntional Red- . Whenever, as of an Interest Payment Date, there
are sufficient funds in the Prepayment Account of the Redemption Fund from the proceeds of
prepayments of Reassessments or from the application of any surplus funds by the Council, Bonds
shall be called for redemption. Each Bond, or any portion of the principal thereof in the principal
amount of $5,000 or any integral multiple thereof, may be redeemed and paid in advance of
maturity on any Interest Payment Date in any year by giving notice to the Owner thereof as
hereafter provided and by paying the principal amount thereof, plus interest to the date of
DRAIT 11106b7
redemption, unless sooner surrendered, in which event said interest will be paid to the date of
payment, together with the Redemption Premium.
(ii) Selection of Bonds, The provisions of Part 11.1 of the Bond Law are applicable
to the advance payment of Reassessments and to the calling of the Bonds. The Fiscal Agent shall
select Bonds for redemption in such a way that the ratio of Outstanding Bonds to issued Bonds
shall be approximately the same in each annual series insofar as possible(i.e. on a pro-rata basis
among maturities of the Bonds) Within each annual maturity, the Fiscal Agent shall select Bonds
for retirement by lot. The Finance Director shall advise the Fiscal Agent of such provisions to
the extent not specified herein.
0 Notice to Fiical Agent. In the event it is transmitting moneys for deposit in the
Prepayment Account of the Redemption Fund, the City shall give the Fiscal Agent written notice of the
aggregate amount of Bonds expected to be redeemed pursuant to subsection (A) not less than sixty (60)
days prior to the applicable redemption date.
(C) Redemption Procedure by Fiscal Agent. The Fiscal Agent shall select Bonds for
retirement in such a way that ‘the ratio of Outstanding Bonds to issued Bonds shall be approximately the
same in each annual series insofar as possible. Within each annual series the Fiscal Agent shall select
Bonds for retirement by lot. The Fiscal Agent shall cause notice of any redemption to be given by
registered or certified mail or by personal service to the respective registered Owners of any Bonds
designated for redemption, at their addresses appearing on the Bond Register in the Principal Office of
the Fiscal Agent at least 30 days before the applicable Interest Payment Date. The Fiscal Agent shall also
cause notice of redemption to be sent to one or more of the Information Services at least one day earlier
than the giving of notice to the Owners as aforesaid; provided, however, such mailing to the Information
Services shall not be a condition precedent to such redemption. Failure to so mail any notice of
redemption, or of any person or entity to receive any such notice, or any defect in any notice of
redemption, shall not affect the validity of the proceeding for the redemption of such Bonds.
Such notice shall state the redemption date and the redemption price and, if less than all of the
then Outstanding Bonds are to be called for redemption, shall designate the CUSIP numbers and Bond
numbers of the Bonds to be redeemed by giving the individual CUSIP number and Bond number of each
Bond to be redeemed or shall state that all Bonds between two stated Bond numbers, both inclusive, are
to be redeemed or that all of the Bonds of one or more maturities have been called for redemption, shall
state as to any Bond called in part the principal amount thereof to be redeemed, and shall require that
such Bonds be then surrendered at the Principal Office of the Fiscal Agent for redemption at the said
redemption price, and shall state that further interest on such Bonds, or the portion thereof to be
redeemed, will not accrue from and after the redemption date.
Upon the payment of the redemption price of Bonds being redeemed, each check or other transfer
of funds issued for such purpose shall, to the extent practicable, bear the CUSIP number identifying, by
issue and maturity, the Bonds being redeemed with the proceeds of such check or other transfer.
Upon surrender of Bonds redeemed in part only, the City shall execute and the Fiscal Agent shall
authenticate and deliver to the registered Owner, at the expense of the City, a new Bond or Bonds, of
10
the same series and maturity, of authorized denominations in aggregate principal amount equal to the
unredeemed portion of the Bond or Bonds.
0 Effect of Redemption. From and after the date fixed for redemption, if funds available
for the payment of the principal of, and interest and any premium on, the Bonds so called for redemption
shall have been deposited in the Redemption Fund on the date fixed for redemption, such Bonds so called
shall cease to be entitled to any benefit under this Agreement other than the right to receive payment of
the redemption price, and no interest shall accrue thereon on or after the redemption date specified in
such notice.
All Bonds redeemed by the Fiscal Agent pursuant to this Section 2.03 shall be canceled by the
Fiscal Agent. The Fiscal Agent shall destroy the canceled Bonds and, upon request of the City, issue
a certificate of destruction of such Bonds to the City.
Section 2.04. Form of Bonds. The Bonds, the form of Fiscal Agent’s certificate of
authentication and the form of assignment, to appear thereon, shall be substantially in the forms,
respectively, set forth in Exhibit A attached hereto and by this reference incorporated herein, with
necessary or appropriate variations, omissions and insertions, as permitted or required by this Agreement,
the Resolution of Issuance and the Bond Law.
Section 2.05. Execution and Authentication of Bonds. The Bonds shall be executed on behalf
of the City by the facsimile signatures of its Treasurer and its Clerk who are in office on the Closing
Date, and the seal of the City shall be impressed, imprinted or reproduced by facsimile thereon. If any
officer whose signature appears on any Bond ceases to be such officer before delivery of the Bonds to
the owner, such signature shall nevertheless be as effective as if the officer had remained in office until
the delivery of the Bonds to the owner. Any Bond may be signed and attested on behalf of the City by
such persons as at the actual date of the execution of such Bond shall be the proper officers of the City
although at the nominal date of such Bond any such person shall not have been such officer of the City.
Only such Bonds as shall bear thereon a certificate of authentication in substantially the form set forth
in Exhibit A, executed and dated by the Fiscal Agent, shall be valid or obligatory for any purpose or
entitled to the benefits of this Agreement, and such certificate of authentication of the Fiscal Agent shall
be conclusive evidence that the Bonds registered hereunder have been duly authenticated, registered and
delivered hereunder and are entitled to the benefits of this Agreement. The Fiscal Agent is hereby
author&d and directed to authenticate, register and deliver the Bonds to the Original Purchaser in
accordance with an appropriate request of the City.
Section 2.06. Transfer and Exchange of Bonds. Any Bond may, in accordance with its terms,
be transferred, upon the books required to be kept pursuant to the provisions of Section 2.07 hereof by
the registered, in person or by his duly author&d attorney, upon surrender of such Bond for cancellation,
accompanied by delivery of a duly written instrument of transfer in a form approved by the Fiscal Agent.
Whenever any Bond or Bonds shall be surrendered for transfer, the City shall execute and the Fiscal
Agent shall authenticate and deliver a new Bond or Bonds, for like aggregate principal amount(s),
maturity(ies) and interest rate(s) in the denominations herein authorized. Bonds may be presented for
exchange at the Principal Office of the Fiscal Agent for a like aggregate principal amount of Bonds of
authorized denominations and of the same maturity. Neither the City nor the Fiscal Agent shall be
required to make such transfer or exchange of Bonds after a Record Date or any such transfer after a
11
Dm 11/06/97
Bond has been selected for redemption. The cost for any services rendered or any expenses incurred by
the Fiscal Agent in connection with any such transfer or exchange shall be paid by the City; provided,
however, that the Fiscal Agent shall collect from the Owner requesting such transfer or exchange any
tax or other governmental charge required to be paid with respect to such transfer, including the costs
otherwise payable by the City.
Section 2.07. Bond Register. The Fiscal Agent will keep, or cause to be kept for the Bonds,
a Bond Register, consisting of books or other records for the registration and transfer of the Bonds which
Bond Register shall show the series number, date, maturity amount, rate of interest and last registered
Owner of each Bond. The Bond Register shall at all times be open to inspection by the City during
regular business hours on any Business Day, upon reasonable notice; and, upon presentation for such
purpose, the Fiscal Agent shall, under such reasonable regulations as it may prescribe, register or transfer
or cause to be registered or transferred, on said books, the ownership of the Bonds as hereinbefore
provided.
section 2.08. Temporary Bonds. The Bonds may be initially issued in temporary form
exchangeable for definitive Bonds when ready for delivery. The temporary Bonds may be printed,
lithographed or typewritten, shall be of such authorized denominations as may be determined by the City,
and may contain such reference to any of the provisions of this Agreement as may be appropriate. Every
temporary Bond shall be executed by the City and authenticated by the Fiscal Agent upon the same
conditions and in substantially the same manner as the definitive Bonds. If the City issues temporary
Bonds it will execute and furnish definitive Bonds without delay and thereupon the temporary Bonds shall
be surrendered, for cancellation, in exchange for the definitive Bonds at the Principal Office of the Fiscal
Agent or at such other location as the Fiscal Agent shall designate, and the Fiscal Agent shall authenticate
and deliver in exchange for such temporary Bonds an equal aggregate principal amount of definitive
Bonds of author&d denominations. Until so exchanged, the temporary Bonds shall be entitled to the
same benefits under to this Agreement as definitive Bonds authenticated and delivered hereunder.
Section 2.09. Bonds Mutilated, Lost, Destroyed or Stolen. If any Bond shall become
mutilated, the City, at the expense of the Owner of said Bond, shall execute, and the Fiscal Agent shall
authenticate and deliver, a new Bond of like tenor and principal amount in exchange and substitution for
the Bond so mutilated, but only upon surrender to the Fiscal Agent of the Bond so mutilated. Every
mutilated Bond so surrendered to the Fiscal Agent shall be canceled by it and destroyed by the Fiscal
Agent who shall, upon request of the City, deliver a certificate of destruction thereof to the City. If any
Bond shall be lost, destroyed or stolen, evidence of such loss, destruction or theft may be submitted to
the Fiscal Agent and, if such evidence be satisfactory to the Fiscal Agent and indemnity satisfactory to
the Fiscal Agent and the City shall be given, the City, at the expense of the Owner, shall execute, and
the Fiscal Agent shall authenticate and deliver, a new Bond of like tenor and principal amount in lieu of
and in substitution for the Bond so lost, destroyed or stolen. The City may require payment of a sum
not exceeding the actual cost of preparing each new Bond delivered under this Section 2.10 and of the
expenses which may be incurred by the City and the Fiscal Agent for the preparation, execution,
authentication and delivery. Any Bond delivered under the provisions of this Section in lieu of any Bond
alleged to be lost, destroyed or stolen shall constitute an original additional contractual obligation on the
part of the City whether or not the Bond so alleged to be lost, destroyed or stolen is at any time
enforceable by anyone, and shall be equally and proportionately entitled to the benefits of this Agreement
with all other Bonds issued pursuant to this Agreement.
12
DRAFT llKW97
Section 2.10 Book-Entry. The Bonds shall be initially issued in the form of a single, fully
registered Bond for each maturity (which may be typewritten). Upon initial issuance, the ownership of
such Bonds shall be registered in the name of the Nominee identified below as nominee of The
Depository Trust Company, New York, and its successors and assigns (the “Depository” or “DTC”),
Except as hereinafter provided, all of the Outstanding Bonds shall be registered in the name of the
nominee of the Depository, which may be the Depository, as determined from time to time pursuant to
this Section (the “Nominee”).
With respect to the Bonds registered in the name of the Nominee, neither the City nor the Fiscal
Agent shall have any responsibility or obligation to any broker-dealers, banks and other financial
institutions from time to time for which the Depository holds Bonds as securities depository (the
“Participant”) or to any person on behalf of which such a Participant holds an interest in the Bonds.
Without limiting the immediately preceding sentence, neither the City nor the Fiscal Agent shall have any
responsibility or obligation (unless the City is at such time the Depository) with respect to (i) the accuracy
of the records of the Depository, the Nominee, or any Participant with respect to any ownership interest
in the Bonds, (ii) the delivery to any Participant or any other person, other than an Owner of a Bond as
shown in the register, of any notice with respect to the Bonds, including any notice of redemption, (iii)
the selection by the Depository and its Participants of the beneficial interests in the Bonds to be redeemed
in the event the City redeems the Bonds in part, or (iv) the payment to any Participant or any other
person, other than an Owner of a Bond as shown in the register, of any amount with respect to principal
of, premium, if any, or interest on the Bonds, The City and the Fiscal Agent may treat and consider the
person in whose name each Bond is registered as the holder and absolute Owner of such Bond for the
purpose of payment of principal, premium, if any, and interest with respect to such Bond, for the purpose
of giving notices of redemption if applicable, and other matters with respect to such Bond, for the
purpose of registering transfers with respect to such Bond, and for all other purposes whatsoever. The
City shall pay all principal of, premium, if any, and interest on the Bonds only to or upon the order of
the respective Owner of a Bond, as shown in the register, and all such payments shall be valid and
effective to fully satisfy and discharge the District’s obligations with respect to payment of principal of
and interest on the Bonds to the extent of the sum or sums so paid. No person other than an Owner of
a Bond, as shown in the register, shall receive a Bond evidencing the obligation of the City to make
payments of principal, premium, if any, and interest pursuant to this Indenture. Upon delivery by the
Depository to the Owners of the Bonds, and the City of written notice to the effect that the Depository
has determined to substitute a new nominee in place of the Nominee, and subject to the provisions herein
with respect to Record Dates, the word Nominee in this Indenture shall refer to such nominee of the
Depository.
In order to qualify the Bonds for the Depository’s book-entry system, the City has executed and
delivered to the Depository a Representation Letter. The execution and delivery of the Representation
Letter shall not in any other way limit the provisions of this Section or in any other way impose upon
the City any obligation whatsoever with respect to persons having interests in the Bonds other than the
Owners of the Bonds, as shown on the register. In addition to the execution and delivery of the
Representation Letter, the City shall take such other actions, not inconsistent with this Indenture, as are
reasonably necessary to qualify the Bonds for the Depository’s book-entry program.
In the event (i) the Depository determines not to continue to act as securities depository for the
Bonds, or (ii) the Depository shall no longer so act and gives notice to the City of such determination,
13
then the City will discontinue the book-entry system with the Depository, If the City determines to
replace the Depository with another qualified securities depository, the City shall prepare or direct the
preparation of a new, single, separate, fully registered Bond, per maturity, registered in the name of such
successor or substitute qualified securities depository or its nominee. If the City fails to identify another
qualified securities depository to replace the Depository, then the Bonds shall no longer be restricted to
being registered in the register in the name of the Nominee, but shall be registered in whatever name or
names owners of the Bonds transferring or exchanging Bonds shall designate, in accordance with the
provisions of Section 2.10, and the City shall prepare and deliver Bonds to the Owners thereof for such
purpose.
In the event of a reduction in aggregate principal amount of Bonds Outstanclmg or an advance
refunding of part of the Bonds Outstanding, DTC, in its discretion, (a) may request the City to prepare
and issue a new Bond or (b) may make an appropriate notation on the Bond indicating the date and
amounts of such reduction in principal, but in such event the City records maintained by the Fiscal Agent
shall be conclusive as to what amounts are Outstanding on the Bond, except in the case of final maturity,
in which case the Bond must be presented to the Fiscal Agent prior to payment.
Notwithstanding any other provision of this Indenture to the contrary, so long as any Bond is
registered in the name of the Nominee, all payments of principal, premium and interest with respect to
such Bond and all notices with respect to such Bonds shall be made and given, respectively, as provided
in the Representation Letter or as otherwise instructed by the Depository and acceptable to the City.
The initial Nominee shall be Cede & Co., as Nominee of DTC.
ARTICLE m:
ISSUANCE OF BONDS:
section 3.01. Issuance and Delivery of Bonds. At any time after the execution of this
Agreement, the City may issue the Bonds in the aggregate principal amount set forth in Section 2.01
hereof and deliver the Bonds to the Original Purchaser. Pursuant to the Resolution of Issuance, the
Authorized Officers of the City are author&d and directed to deliver any and all documents and
instruments necessary to cause the issuance of the Bonds in accordance with the provisions of the Act,
the Resolution of Issuance and this Agreement, to authorize the payment of Costs of Issuance and costs
of the Refunding by the Fiscal Agent from the proceeds of the Bonds and to do and cause to be done any
and all acts and things necessary or convenient for delivery of the Bonds to the Original Purchaser.
Section 3.02. Validity of Bonds. The validity of the authorization and issuance of the Bonds
shall not be dependent upon the completion of the Refunding or upon the performance by any person or
such person’s obligation with respect to the Refunding.
Section 3.03. Pledge of Reassessments and Funds. The Bonds shall be secured by a first pledge
(which pledge shall be effected in the manner and to the extent herein provided) of all of the
Reassessments and all moneys deposited in the Redemption Fund (including the Prepayment Account
therein) and the Reserve Fund. The Reassessments and all moneys deposited into said funds (except as
14
Dm 11/06/97
otherwise provided herein) are hereby dedicated to the payment of the principal of, and interest and any
premium on, the Bonds as provided herein and in the Bond Law until all of the Bonds have been paid
and retired or until moneys or Federal Securities have been set aside irrevocably for that purpose in
accordance with Section 9.03.
Section 3.04. Limited Obligation. All obligations of the City under this Agreement and the
Bonds shall not be general obligations of the City, but shall be limited obligations, payable solely from
the Reassessments and the funds pledged therefore hereunder. Neither the faith and credit of the City
nor of the State of California or any political subdivision thereof is pledged to the payment of the Bonds.
The Bonds are “Limited Obligation Improvement Bonds” under section 8769 of the Bond Law because,
notwithstanding any other provision of this Agreement, the City is not obligated to advance available
surplus funds from the City treasury to cure any deficiency in the Redemption Fund.
Section 3.05. No Acceleration. The principal of the Bonds shall not be subject to acceleration
hereunder. Nothing in this Section 3.05 shall in any way prohibit the prepayment or redemption of
Bonds under Section 2.03 hereof, or the defeasance of the Bonds and discharge of this Agreement under
Section 9.03 hereof.
Section 3.06. Refunding of Bonds. The Bonds may be refunded by the City under Divisions
11 or 11.5 of the Streets and Highways Tax Code of California upon the conditions set forth in
proceedings therefor, all as determined by the Council.
ARTICLE Iv:
FUNDS:
Section 4.01. Deposit of Bond Proceeds. The proceeds of the purchase of the Bonds by the
Original Purchaser, shall be paid to the Fiscal Agent, who shall forthwith set aside, pay over and deposit
such proceeds on the Closing Date as follows:
(A) $-.OO into the Costs of Issuance Fund;
09 $-Xl0 into the Redemption Fund;
03 $-.OO into the Reserve Fund; and
03 $-JO into the Escrow Fund.
Section 4.02. Costs of Issuance F’und.
(4 E&ablishment of Costs of Issuance Fund. The Costa of Issuance Fund is hereby
established as a separate fund to be held by the Finance Director to the credit of which a deposit shall
be made as required by Section 4.01. Moneys in the Costs of Issuance Fund shall be held by the Finance
Director for the benefit of the City and shall be disbursed as provided in subsection (B) of this Section
4.02 for the payment or reimbursement of Costs of Issuance.
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DRAFT 11106&7
03 Disbursement. Amounts in the Costs of Issuance Fund shall be disbursed from time to
time to pay Costs of Issuance The Finance Director shall pay all Costs of Issuance upon receipt of an
invoice from any such payee which requests payment. The Finance Director shall maintain the Costs of
Issuance Fund for a period of 90 days from the Closing Date or until the last known Costs of Issuance
have been paid, whichever is earlier, and then shall transfer any moneys remaining therein, including any
investment earnings thereon, ‘to the Redemption Fund.
(C) Investment. Moneys in the Costs of Issuance Fund shall be invested and deposited in
accordance with Section 6.01 hereof. Pending its closing under Subsection (B) above, interest earnings
and profits resulting from said investment shall be retained in the Costs of Issuance Fund to be used for
the purposes of such fund.
Seetiou 4.03. Redemption Fund.
(A) Establishment of Redemption Fund. The Redemption Fund is hereby established as a
separate fund to be held by the Finance Director and to the credit of which deposits shall be made as
required by Section 4.01 and Section 5.01 and as otherwise required to be deposited therein by this
Agreement or the Act. Amounts received by the City with respect to the Prior Bonds, including
principal, interest, penalties and delinquencies,shall be transferred to the Finance Director for deposit in
the Redemption Fund and, except as needed to pay principal and interest on the next succeeding Interest
Payment Date, transferred to the Prepayment Account and used to call Bonds prior to maturity. Moneys
in the Redemption Fund shall be held by the Finance Director for the benefit of the City and the Owners
of the Bonds, shall be disbursed for the payment of the principal of, and interest and any premium on,
the Bonds as provided below. Within the Redemption Fund, the Finance Director shall establish the
Prepayment Account into which shall be placed the proceeds of the prepayment of any Reassessment and
which Prepayment Account shall be administered by the Finance Director in accordance with Section
8767 of the Bond Law.
P) Disbursements.
(0 Genera. At least one Business Day prior to each Interest Payment Date, the
Finance Director shall withdraw from the Redemption Fund and transfer to the Fiscal Agent an
amount equal to the principal of, and interest and any premium, then due and payable on the
Bonds on the next Interest Payment Date. The Fiscal Agent shall pay to the Owners of the Bonds
the principal of, and interest and any premium, then due and payable on the Bonds on such
Interest Payment Date. Fitieen (15) Business Days prior to each Interest Payment Date, the
Finance Director shall determine if the amounts then on deposit in the Redemption Fund are
sufficient to pay the debt service due on the Bonds on such Interest Payment date. If there are
insufficient funds in the Redemption Fund to make the payments provided for in the first sentence
of the first paragraph of this Section 4.03(B), the Fiscal Agent shall apply the available funds first
to the payment of interest on the Bonds, then to the payment of principal due on the Bonds, and
then to payment of principal due on the Bonds by reason of Bonds called for redemption pursuant
to Section 2.03 hereof.
(ii) Collections for 1997-98 Fiscal Year. If and to the extent funds in the Redemption
Fund on July 1, 1998 exceed the principl of and interest on the Bonds due and payable on
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September 2, 1998, the Finance Director shall transfer the excess amount to the following funds
or accounts in the following order of priority:
(A) To the Prepayment Account, excess funds sufficient to redeem $
the Bonds prior to maturity on September 2, 1998;
of
(B) To the Reserve Fund, excess funds, but only in an amount such that the
funds in the Reserve Fund after such transfer equals the Reserve Requirement.
(C) To the Prepayment Account, all remaining excess funds to redeem Bonds
prior to maturity on September 2, 1998;
(iii) RedemDtion of Bon&. Funds placed in the Prepayment Account of the
Redemption Fund shall be disbursed therefrom for the call and redemption of Bonds as set forth
in Section 2.03 hereof.
(iv) Credits and Rebate . Any earnings on investments not required to be disbursed
under Section 4.03(B)(i) and(K) above shall be credited against Debt Service; provided, however,
that before any such credit shall be made, such earnings shall be available for the payment of any
rebate that may be owed under the Tax Code.
(Cl Investment. #Moneys in the Redemption Fund and the accounts therein shall be invested
and deposited in accordance with Section 6.01. Interest earnings and profits resulting from such
investment and deposit shall be retained in the Redemption Fund to be used for the purposes thereof.
Section 4.04. Reserve Fund.
(A) Establishmeni of Reserve Fund. The Reserve Fund is hereby established as a separate
fund to be’held by the Finance Director to the credit of which a deposit shail be made as required by
Section 4.01, and deposits shall be made as provided in the Bond Law. Moneys in the Reserve Fund
shall be held by the Finance Director for the benefit of the City and the Bond Owners as a reserve for
the payment of principal of, and interest and any premium on, the Bonds. The City shall cause the
Reserve Fund to be administered in accordance with Part 16 of the Bond Law; provided that proceeds
from redemption or sale of properties with respect to which payment of delinquent Reassessments and
interest thereon was made from the Reserve Fund, shall be credited to the Reserve Fund to the extent of
such payments from the Reserve Fund.
09 Use of Fund. Except as otherwise provided in this Section 4.04 all amounts deposited
in the Reserve Fund shall be used and withdrawn by the Finance Director solely for the purpose of
making transfers to the Redemption Fund in the event of any deficiency at any time in the Redemption
Fund of the amount then required for payment of the principal of, and interest and any premium on, the
Bonds or, in accordance with the provisions of this Section 4.04, for the purpose of redeeming Bonds
from the Redemption Fund.
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0 Transfer Due to Deficiency in Redemption Fund. Transfers shall be made from the
Reserve Fund to the Redemption Fund in the event of a deficiency in the Redemption Fund, in
accordance with Section 4.04(B) hereof.
03 Payment of Reassess ments. Whenever, after the issuance of the Bonds, a Reassessment
is paid, in whole or in part, as provided in the Bond Law, the Finance Director shall transfer from the
Reserve Fund to the Redemption Fund an amount specified in such direction equal to the product of the
ratio of the original amount of the Reassessment securing any Bonds so paid to the original amount of
all Reassessments securing any Bonds, times the initial Reserve Requirement.
(El Transfer of Excess of Reserve Requirement. (i) Whenever, on any Interest Payment
Date, or on any other date selected by the Finance Director, the amount in the Reserve Fund exceeds the
then applicable Reserve Requirement, the Finance Director shall, except as otherwise provided in Section
5.09 hereof for purposes of rebate, transfer on or before such Interest Payment Date an amount equal to
the excess from the Reserve Fund to the Redemption Fund to be used in accordance with Part 16 of the
Bond Law.
(ii) On June 1, 2005, the Finance Director shall transfer from the Reserve Fund to the
Redemption Fund a sum equal to that portion of the Reserve Fund attributable to those properties
formerly within Assessment District No. 85-2 (College Boulevard) of the City (being the amount of
fJ- reduced by (1) any credits to such properties with respect to prepayments, (2) any draws on the
Reserve Fund due to delinquent reassessment installments with respect to those properties which have not
been restored to the Reserve Fund, and (3) the proportionate amount, if any, by which the Reserve Fund
is less than the Reserve Requirement for any cause other than delinquent reassessment installments),
which sum shall be applied as a credit against Reassessments on those properties as provided in Section
5.01 hereof.
09 Transfer When Balance Exceeds Outstanding Bonds. Whenever the balance in the
Reserve Fund is sufficient to retire all the Outstanding Bonds, whether by advance retirement or
otherwise, collection of the principal and interest on the Reassessments shall be discontinued and the
Reserve Fund liquidated by the Finance Director in retirement of the Outstanding Bonds, as directed by
an Officer’s Certificate. In the event that the balance in the Reserve Fund at the time of liquidation
exceeds the amount required to retire all of the Outstanding Bonds, the excess shall after payment of
amounts due to the Fiscal Agent, be transferred to the City to be used in accordance with the Act and
the Bond Law.
(‘3 Investment. Moneys in the Reserve Fund shall be invested and deposited in accordance
with Section 6.01. Interest earnings and profits resulting from said investment shall be retained in the
Reserve Fund subject to the provisions of Section 4.040 hereof.
Section 4.05. Escrow Fund. On the Closing Date, the Escrow Fund shall be established by the
Finance Director with the Escrow Holder under the Escrow Agreement with deposit(s) provided under
Section 4.01. The purpose of the establishment of the Escrow Fund shall be to assure the timely advance
retirement of the Prior Bonds, using a portion of the proceeds of the Bonds and other funds held by the
City with respect to the Prior Bonds and investment earnings thereon, all as to be specified in the Escrow
Agreement.
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ARTICLE v:
COVENANTS:
Section 5.01. Collection of R epssessments. The City shall comply with all requirements of the
Act, the Bond Law and the Resolution of Issuance and this Agreement to assure the timely collection of
the Reassessments, including, without limitation, the enforcement of delinquent Reassessments; provided,
however, that with respect to the Reassesment installments payable in the Fiscal Year 2005-06, property
formerly within the City’s Assessment District No. 85-2 (College Boulevard) shall receive a proportionate
credit against the Reassessment installment to the extent that monies are transferred from the Reserve
Fund to the Redemption Fund pursuant to Section 4.04(E)(ii) hereof. Any funds received by the City
in and for the Assessment District, including, but not limited to, collections of Reassessments upon the
secured tax rolls, collections of delinquent Reassessments and penalties thereon through foreclosure
proceedings, the prepayment of Reassessments or portions thereof, and the collecton of assessments with
respect to the Prior Bonds including delinquencies thereof and penalties thereon shall be immediately
transmitted directly to the Finance Director, without deduction, to be deposited into the funds and
accounts herein specified. To that end, the following shall apply:
(A) The Reassessments as set forth on the List of Unpaid Reassessments on file with the
Finance Director together with the interest thereto, shall be payable in annual series corresponding in
number to the number of serial maturities of the Bonds issued. An annual proportion of each
Reassessment shall be payable in each year preceding the date of maturity of each of the several series
of Bonds issued sufficient to pay the Bonds when due and such proportion of each Reassessment coming
due in any year, together with the annual interest thereon, shall be payable in the same manner and at
the same time and in the same installments as the general taxes on real property are payable, and become
delinquent at the same times and in the same proportionate amounts and bear the same proportionate
penalties and interests after delinquency as do the general taxes on real property. All sums received from
the collection of the Reassessments and of the interest and penalties thereon shall be placed in the
Redemption Fund. Any prepayments of Reassessments shall be placed in the Prepayment Account
established under and administered under Section 4.03 hereof.
GO The Finance Director shall, before the final date on which the Auditor will accept the
transmission of the Reassessments for the parcels within the Assessment District for inclusion on the next
tax roll, prepare or cause to be prepared, and shall transmit to the Auditor, such data as the Auditor
requires to include the installments of the Reassessments on the next secured tax roll of the County. The
Finance Director is hereby author&d to employ consultants to assist in computing the installments of the
Reassessments hereunder and in reconciling Reassessments billed to amounts received as provided in the
subsection (C) of this Section 5.01.
0 In addition to any amounts author&d pursuant to section 8682 of the Bond Law to be
included with the annual amounts of installments as aforesaid, the City, pursuant to section 8682.1 of the
Bond Law, may cause to be entered on the assessment roll on which taxes will next become due, opposite
each lot or parcel of land within the Assessment District in the manner set forth in section 8682, each
lot’s pro rata share of the estimated annual expenses of the City in connection with the administrative
duties thereof for the Bonds, including, but not limited to, the costs of registration, authentication,
19
DM 11/06/97
transfer and compliance with the provisions of Article V hereof. Delinquent Reassessments shall be
subject to foreclosure pursuant to Section 5.02 hereof.
Section 5.02. Foreclosure. The City hereby covenants with and for the benefit of the Owners
of the Bonds that it will order, and cause to be commenced, and thereafter diligently prosecute an action
in the superior court to foreclose the lien of any Assessment or installment thereof which has been billed,
but has not been paid, pursuant to and as provided in sections 8830 and 8835, inclusive of the Bond Law
and the conditions specified in this Section 5.02. The Finance Director shall commence, or cause to be
commenced, such foreclosure proceedings and is hereby authorized to employ counsel to conduct any
such foreclosure proceedings.’ The following conditions shall apply to the foreclosure proceedings which
shall be commenced within 60 days of the making of any of the following determinations, which
determinations shall be made not later than the October 1st following a Fiscal Year:
(A) If the Finance Director determines that there is a delinquency of a Reassessment of $1 ,OMl
or more for a prior Fiscal Year or Years for any single parcel of land in the Assessment District.
09 If the Finance Director determines that the total amount of delinquent Reassessments for
the prior Fiscal Year for the entire Assessment District, less the total delinquencies under subsection (A)
above, exceeds three percent (3%) of the total Reassessments due and payable in the prior Fiscal Year,
foreclosure shall be commenced against each parcel of land in the Assessment District with any amount
of delinquency for the prior Fiscal Year or Years.
Section 5.03. Punctual Payment; Compliance With Documents. The City shall punctually
pay or cause to be paid the interest and principal to become due with respect to all of the Bonds in strict
conformity with the terms of the Bonds and of this Agreement, and will faithfully observe and perform
all of the conditions, covenants and requirements of this Agreement, and all Supplemental Agreements.
Section 5.04. No Priority for Additional Obligations. The City covenants that no additional
bonds or other obligations shall be issued or incurred having any priority over the Bonds in payment of
principal or interest out of the Reassessments. Nothing in this Agreement shall prohibit or impair the
authority of the City to issue bonds or other obligations secured by and payable from Reassessments
which are on a parity with or subordinate to the Bonds, upon such terms and in such principal amounts
as the City may determine.
Section 5.05. Further Assurances. The City will adopt, make, execute and deliver any and all
such further resolutions, instruments and assurances as may be reasonably necessary or proper to carry
out the intention or to facilitate the performance of this Agreement, and for the better assuring and
confirming unto the Owners of the Bonds the rights and benefits provided in this Agreement.
Section 5.06. Private Activity Bond Limitation. The City shall assure that the proceeds of the
Bonds are not so used as to cause the Bonds to satisfy the private business tests of section 14103) of the
Tax Code or the private loan financing test of section 141(c) of the Tax Code.
Section 5.07. Fe&&l 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 any of the Bonds to be “federally
guaranteed” within the meaning of Section 149(b) of the Tax Code.
20
DRAFT 11/06&7
section 5.08. No Arbitrage. The City shall not take, or permit or suffer to be taken by the
Fiscal Agent or otherwise, an$ action with respect to the proceeds of the Bonds which, if such action had
been reasonably expected to have been taken, or had been deliberately and intentionally taken, on the date
of issuance of the Bonds would have caused the Bonds to be “arbitrage bonds” within the meaning of
section 148 of the Tax Code.
!&&on 5.09. Rebate Requirement. The City shall take any and all actions necessary to assure
compliance with section 148(f) of the Tax Code, relating to the rebate of excess investment earnings, if
any, to the federal government, to the extent that such section is applicable to the Bonds.
Section 5.10. Yield of the Bonds. In determinin g the yield of the Bonds to comply with
Sections 5.08 and 5.09 hereof, the City will take into account redemption (including premium, if any)
in advance of maturity based on the reasonable expectations of the City, as of the Closing Date, regarding
prepayments of Assessments and use of prepayments for redemption of the Bonds, without regard to
whether or not prepayments are received or Bonds redeemed.
Section 5.11. Amendment. Without the consent of the Owners of the Bonds, the City hereafter
may amend this Agreement to add, modify or delete provisions if the same is necessary or desirable to
assure compliance with Section 148(f) of the Tax Code or as otherwise required, to assure the exemption
from federal income taxation of interest on the Bonds.
Section 5.12. Maintenance of Tax Exemption. The City shall take all actions necessary to
assure the exclusion of interest on the Bonds from the gross income of the Owners of the Bonds to the
same extent as such interest is permitted to be excluded from gross income under the Tax Code as in
effect on the date of issuance.of the Bonds.
Section 5.13. Continuing Disclosure. The City hereby covenants and agrees that it will comply
with and carry out all of the provisions of the Continuing Disclosure Certificate. Notwithstanding any
other provisions of this Agreement, failure of the City to comply with the Continuing Disclosure
Certificate shall not constitute a default by the City under this Agreement; however, the Fiscal Agent,
may (and at the request of any Participating Underwriter or the Owners of at least 25% of the aggregate
principal amount Outstanding Bonds, shall) or any Owner or beneficial owner of the Bonds may, take
such actions as may be necessary and appropriate to complete performance, including seeking mandate
or specific performance by court order.
ARTICLE VIZ
INVESTMENTS; LIABILITY OF THE CITY:
!ktion 6.01. Deposit and Investment of Moneys in Funds. Subject in all respects to the
provisions of Section 6.02, moneys in any fund or account created or established by this Agreement and
held by the Finance Director shall be invested by the Finance Director in Permitted Investments. The following shall apply to such investments:
21
DRAFT 11/06/97
(4 Obligations purchased as an investment of moneys in any fund shall be deemed to be part
of such fund or account, subject, however, to the requirements of this Agreement for transfer of interest
earnings and profits resulting from investment of amounts in funds and accounts;
09 The Fiscal Agent may act as agent in the acquisition or disposition of any investment.
The Fiscal Agent shall incur no liability for losses arising from any investments made pursuant to this
Section. For purposes of determining the amount on deposit in any fund or account held hereunder, all
Permitted Investments or investments credited to such fund or account shall be valued at Fair Market
Value;
07 Subject in all respects to the provisions of Section 6.02, investments in any and all funds
and accounts may be commingled in a separate fund or funds for purposes of making, holding and
disposing of investments, notwithstandmg provisions herein for transfer to or holding in or to the credit
of particular funds or accounts of amounts received or held by the Finance Director hereunder, provided
that the Finance Director shall at all times account for such investments strictly in accordance with the
funds and accounts to which they are credited and otherwise as provided in this Agreement; and
@I The Finance Director shall sell at the highest price reasonably obtainable, or present for
redemption, any investment security whenever it shall be necessary to provide moneys to meet any
required payment, transfer, withdrawal or disbursement from the fund or account to which such
investment security is credited and the Finance Director shall not be liable or responsible for any loss
resulting from the acquisition or disposition of such investment security in accordance herewith.
Section 6.02. Aupisition, DispoGtion and Valuation of Investments.
G-9 Except as otherwise provided in subsection (EBB) of this Section 6.02, the City covenants
that all investments of amounts deposited in any funds or accounts created by this Agreement, or
otherwise containing gross proceeds of the Ponds (as defined by section 148 of the Tax Code) shall be
acquired, disposed of and valued (as of the date that valuation is required by this Agreement or the Tax
Code) at Fair Market Value.
09 Investments in funds or accounts (or portions thereof) that are subject to a yield restriction
under applicable provisions of the Tax Code shall be valued at their present value (within the meaning
of section 149 of the Tax Code).
Section 6.03. Uabihty of City. The City shall not incur any responsibility in respect of the
Ponds or this Agreement other than in connection with the duties or obligations explicitly provided herein
or in the Bonds. The City shall not be liable to any Owner in connection with the performance of its
duties hereunder, except for its own negligence or willful default. The City shall not be bound to
ascertain or inquire as to the performance or observance of any of the terms, conditions, covenants or
agreements of the Fiscal Agent herein or of any of the documents executed by the Fiscal Agent in
connection with the Bonds, or as to the existence of a default thereunder. Under this Agreement, the
following shall apply to the City:
(A) In the absence of bad faith, the City, including the Finance Director and the Treasurer,
may conclusively rely, as to the truth of the statements and the correctness of the opinions expressed
22
therein, upon certificates or opinions furnished to the City and conforming to the requirements of this
Agreement. The City, including the Finance Director and the Treasurer, shall not be liable for any error
of judgment made in good faith;
09 No provision of this Agreement shall require the City to expend or risk its own general
funds or otherwise incur any financial liability (other than with respect to the foreclosure proceedings for
unpaid delinquent Assessments and the payment of fees, costs and other amounts due the Fiscal Agent)
in the performance of any of its obligations hereunder or in the exercise of any of its rights or powers,
if it shall have reasonable grounds for believing that repayment of such funds or adequate indemnity
against such risk or liability is not reasonably assured to it;
(C) The City may rely and shall be protected in acting or refraining from acting upon any
notice, resolution, request, consent, order, certificate, report, warrant, bond or other paper or document
believed by it to be genuine and to have been signed or presented by the proper party or proper parties.
The City may consult with counsel, who may be the City Attorney, with regard to legal questions, and
the opinion of such counsel shall be full and complete authorization and protection in respect of any
action taken or suffered by it hereunder in good faith and in accordance therewith;
0) The City shall not be bound to recognize any person as the Owner of a Bond unless duly
registered and until such Bond is submitted for inspection, if required, and such person’s title thereto
satisfactory established, if disputed; and
(E) Whenever in the administration of its duties under this Agreement the City shall deem
it necessary or desirable that a matter be proved or established prior to taking or suffering any action
hereunder, such matter (unless other evidence in respect thereof be herein specifically prescribed) may,
in the absence of willful misconduct on the part of the City, be deemed to be conclusively proved and
established by a certificate of the Fiscal Agent or other expert retained by the City for the purposes
hereof, and such certificate shall be full warrant to the City for any action taken or suffered under the
provisions of this Agreement or any Supplemental Agreement upon the faith thereof, but in its discretion
the City may, in lieu thereof, accept other evidence of such matter or may require such additional
evidence as to it may deem reasonable.
Section 6.04. Employment of Agents by City. In order to perform its duties, and obligations
hereunder, the City may employ such persons or entities as it deems necessary or advisable. The City
shall not be liable for any of the acts or omissions of such persons or entities employed by it with
reasonable care and in good faith hereunder, and shall be entitled to rely, and shall be fully protected in
doing so, upon the opinions, calculations, determinations and directions of such persons or entities.
ARTICLZ VII:
THE FISCAL AGENT:
Section 7.01, Appointment of Fiscal Agent. The Fiscal Agent is hereby appointed by the City
for purposes of this Agreement with respect to the Bonds. The Fiscal Agent undertakes to perform such
duties, and only such duties, as are specifically set forth in this Agreement, and no implied covenants or
23
DRAFT 11/06/97
obligations shall be read into this Agreement against the Fiscal Agent. With respect to the appointment
of the Fiscal Agent, the following shall apply:
(4 Any company into which the Fiscal Agent may be merged or converted or with which
it may be consolidated or any company resulting from any merger, conversion or consolidation to which
it shall be a party or any company to which the Fiscal Agent may sell or transfer all or substantially all
of its corporate trust business, provided such company shall be eligible under the following paragraph
of this Section 7.01 shall be the successor to such Fiscal Agent without the execution or filing of any
paper or any further act, anything herein to the contrary notwithstanding. The Fiscal Agent shall give the
Treasurer and the Finance Director written notice of any such succession hereunder.
09 The City may remove the Fiscal Agent initially appointed and any successor thereto, and
may appoint a successor or successor’s thereto, but any successor Fiscal Agent shall be a bank or trust
company having a combined capital (exclusive of borrowed capital) and surplus of at least Fifty Million
Dollars ($50,000,000) and subject to supervision or examination by federal or state authority. If such
bank or trust company publishes a report of condition at least annually, pursuant to law or to the
requirements of any supervising or examining authority above referred to, then for the purposes of this
Section 7.01, combined capital and surplus of such bank or trust company shall be deemed to be its
combined capital and surplus as set forth in its most recent report of condition so published.
0 The Fiscal Agent may at any time resign by giving written notice to the City and by
giving to the Owners notice by mail of such resignation. Upon receiving notice of such resignation, the
City shall promptly appoint a successor Fiscal Agent, satisfying the requirements of Section 7.01(B)
above, by an instrument in writing. Any resignation or removal of the Fiscal Agent shall become
effective upon acceptance of appointment by the successor Fiscal Agent.
@I If no appointment of a successor Fiscal Agent shall be made pursuant to the foregoing
provisions of this Section within forty-five (45) days after the Fiscal Agent shall have given to the City
written notice or after a vacancy in the office of the Fiscal Agent shall have occurred by reason of its
inability to act, the Fiscal Agent or any Bond Owner may apply to any court of competent jurisdiction
to appoint a successor Fiscal Agent. Said court may thereupon, after such notice, if any, as such court
may deem proper, appoint a successor Fiscal Agent; and
0 If, by reason of the judgment of any court, the Fiscal Agent is rendered unable to perform
its duties hereunder, all such duties and all of the rights and powers of the Fiscal Agent hereunder shall
be assumed by and vest in the Treasurer of the City in trust for the benefit of the Owners. The City
covenants for the direct benefit of the Owners that its Treasurer in such case shall be vested with all of
the rights and powers of the Fiscal Agent hereunder, and shall assume all of the responsibilities and
perform all of the duties of the Fiscal Agent hereunder, in trust for the benefit of the Owners of the
Bonds.
Section 7.02. Liability of Fiscal Agent. With respect to the liability of the Fiscal Agent, the
following shall apply:
6-V The recitals of facts, covenants and agreements herein and in the Bonds contained shall
be taken as statements, covenants and agreements of the City, and the Fiscal Agent assumes no
24
DRAIT 11106t97
responsibility for the correctness of the same, makes no representations as to the validity or sufficiency
of this Agreement or of the Bonds, or shall incur any responsibility in respect thereof, other than in
connection with the duties or obligations herein or in the Bonds assigned to or imposed upon it. The
Fiscal Agent shall not be liable in connection with the performance of its duties hereunder, except for its
own negligence or willful misconduct. The Fiscal Agent assumes no responsibility or liability for any
information, statement or recital in any official statement or other disclosure material prepared or
distributed with respect to the issuance of the Bonds;
(B) The Fiscal Agent may conclusively rely, as to the truth of the statements and the
correctness of the opinions expressed therein, upon certificates or opinions furnished to the Fiscal Agent
and conforming to the requirements of this Agreement; but in the case of any such certificates or opinions
by which any provision hereof are specifically required to be furnished to the Fiscal Agent, the Fiscal
Agent shall be under a duty to examine the same to determine whether or not they conform to the
requirements of this Agreement. Except as provided above in this paragraph, Fiscal Agent shall be
protected and shall incur no liability in acting or proceeding, or in not acting or not proceeding, in good
faith, reasonably and in accordance with the terms of this Agreement, upon any resolution, order, notice,
request, consent or waiver, certificate, statement, affidavit, or other paper or document which it shall in
good faith reasonably believe to be genuine and to have been adopted or signed by the proper person or
to have been prepared and furnished pursuant to any provision of this Agreement, and the Fiscal Agent
shall not be under any duty to make any investigation or inquiry as to any statements contained or matters
referred to in any such instrument;
(C) The Fiscal Agent shall not be liable for any error of judgment made in good faith by a
responsible officer unless it shall be proved that the Fiscal Agent was negligent in ascertain@ the
pertinent facts;
03 No provision of this Agreement shall require the Fiscal Agent to expend or risk its own funds or otherwise incur any financial liability in the performance of any of its duties hereunder, or in
the exercise of any of its rights or powers;
0 The Fiscal Agent shall be under no obligation to exercise any of the rights or powers
vested in it by this Agreement at the request or direction of any of the Owners pursuant to this Agreement
unless such Owners shall have offered to the Fiscal Agent reasonable security or indemnity against the
costs, expenses and liabilities which might be incurred by it in compliance with such request or direction;
and
(F) The Fiscal Agent may become the owner of the Bonds with the same rights it would have
if it were not the Fiscal Agent.
(0) The Fiscal Agent’s only obligation to comply with the provisions of the Bond Law shall
based solely upon the express provisions of this Agreement or any Officer’s Certificate of the City.
Section 7.03. Information; Books and Accounts. The Fiscal Agent shall provide to the City
such information relating to the Bonds and the funds and accounts maintained by the Fiscal Agent
hereunder as the City shall reasonably request, including but not limited to monthly statements reporting
funds held and transactions by the Fiscal Agent.
25
DRAFT 11106197
The Fiscal Agent will keep, or cause to be kept, proper books of record and accounts, separate
from all other records and accounts of the Fiscal Agent, in which complete and correct entries shall be
made of all transactions made by it relating to the expenditure of amounts disbursed from the Costs of
Issuance Fund, the Redemption Fund and the Reserve Fund. Such books of record and accounts shall,
upon reasonable notice, at all times during business hours on any Business Day be subject to the
inspection of the City and/or the Owners of not less than ten percent (10%) of the principal amount of
the Bonds then Outstanding, or their representatives duly author&d in writing.
Section 7.04. Notice to Fiscal Agent. The Fiscal Agent may conclusively rely, without
undertaking any investigation or inquiry, and shall be protected in acting or refraining from acting upon
any notice, resolution, request, consent, order, certificate, report, warrant, Bond or other paper or
document believed by it to be genuine and to have been signed or presented by the proper party or proper
parties. The Fiscal Agent may consult with counsel, who may be counsel to the City, with regard to
legal questions, and the opinion of such counsel shall be full and complete authorization and protection
in respect of any action taken or suffered by it hereunder in good faith and in accordance therewith. The
Fiscal Agent shall not be bound to recognize any person as the Owner of a Bond unless and until such
person is the registered Owner of such Bond and such Bond is submitted for inspection, if required, and
such Owner’s title thereto satisfactorily established, if disputed. Whenever in the administration of its
duties under this Agreement the Fiscal Agent shall deem it necessary or desirable that a matter be proved
or established prior to taking or suffering any action hereunder, such matter (unless other evidence in
respect thereof be herein specifically prescribed) may, in the absence of willful misconduct on the part
of the Fiscal Agent, be deemed to be conclusively proved and established by a certificate of an
Author&d Officer of the City, and such certificate shall be full warrant to the Fiscal Agent for any action
taken or suffered under the provisions of this Agreement or any Supplemental Agreement upon the faith
thereof, but in its discretion the Fiscal Agent may, in lieu thereof, accept other evidence of such matter
or may require such additional evidence as to it may seem reasonable.
Section 7.05. Compensation; Indemnification. The City shall pay to the Fiscal Agent from time
to time reasonable compensation for all services rendered as Fiscal Agent under this Agreement, and also
all reasonable expenses, charges, counsel fees and other disbursements, including those of the Fiscal
Agent’s in house or other attorneys, agents and employees, incurred in and about the performance of their
powers and duties under this Agreement, but the Fiscal Agent shall not have a lien therefor on any funds
at any time held by it under this Agreement. The City further agrees, to the extent permitted by
applicable law, to indemnify and save the Fiscal Agent, its officers, employees. directors and agents
harmless against any liabilities which it may incur in the exercise and performance of its powers and
duties hereunder which are not due to its negligence or willful misconduct. The obligation of the City
under this Section shall survive resignation or removal of the Fiscal Agent under this Agreement and
payment of the Bonds and discharge of this Agreement.
Section 7.06. Interaction With the City. In conducting its duties hereunder whenever the
Fiscal Agent is required or deems it appropriate to communicate with the City, it shall communicate with
the Finance Director unless otherwise specifically required hereunder. All statements and reports
required to be produced by the Fiscal Agent hereunder shall be provided to the Finance Director unless
otherwise specifically provided hereunder.
26
DRAIT 11/M/97
ARTICLE VIE
MODIF’ICAfllON OR AMENDMENT OF THIS AGREEMENT:
Section 8.01. Amendments Permitted. This Agreement and the rights and obligations of the
City and of the Owners of the Bonds may be modified or amended at any time by a Supplemental
Agreement pursuant to the affirmative vote at a meeting of Owners, or with the written consent without
a meeting, of the Owners of at least sixty percent (60%) in aggregate principal amount of the Bonds then
Outstanding, exclusive of Bonds disqualified as provided in Section 8.04. No such modification or
amendment shall (i) extend the maturity of any Bond or reduce the interest rate thereon, or otherwise alter
or impair the obligation of the City to pay the principal of, and the interest and any premium on, any
Bond, without the express consent of the Owner of such Bond, or (ii) permit the creation by the City of
any pledge or lien upon the unpaid Assessments superior to or on a parity with the pledge and lien
created for the benefit of the Bonds (except as otherwise permitted by the Act, the Resolution, the laws
of the State of California or this Agreement), or reduce the percentage of Bonds required for the
amendment hereof. Any such amendment may not modify any of the rights or obligations of the Fiscal
Agent without its written consent. This Agreement and the rights and obligations of the City and of the
Owners may also be modified or amended at any time by a Supplemental Agreement, without the consent
of any Owners, only to the extent permitted by law and only for any one or more of the following
purposes:
(4 to add to the covenants and agreements of the City in this Agreement contained, other
covenants and agreements thereafter to be observed, or to limit or surrender any right or power herein
reserved to or conferred upon the City;
PB) to make modifications not adversely affecting any outstanding series of Bonds of the City
in any material respect;
c-3 to make such provisions for the purpose of curing any ambiguity, or of curing, correcting
or supplementing any defective provision contained in this Agreement, or in regard to questions arising
under this Agreement, as the City and the Fiscal Agent may deem necessary or desirable and not
inconsistent with this Agreement, and which shall not adversely affect the rights of the Owners of the
Bonds; or
03 to make such additions, deletions or modifications as may be necessary or desirable to
assure exemption from federal income taxation of interest on the Bonds or the Authority Bonds.
Section 8.02. Owners’ Meetings. The City may at any time call a meeting of the Owners. In
such event the City is author&d to fix the time and place of said meeting and to provide for the giving
of notice thereof and to fix and adopt rules and regulations for the conduct of said meeting.
Section 8.03. Amendment with Written Consent of Owners. The City and the Fiscal Agent
may at any time adopt a Supplemental Agreement amending the provisions of the Bonds or of this
Agreement or any Supplemental Agreement, to the extent that such amendment is permitted by Section
27
DRAFT 11/06/97
8.01 hereof, to take effect when and as provided in this Section 8.03. With respect to such Supplemental
Agreement under this Section 8.03, the following shall apply:
(4 A copy of such Supplemental Agreement, together with a request to Owners for their
consent thereto, shall be mailed by first class mail, by the Fiscal Agent to each Owner of Bonds
Outstanding, but failure to mail copies of such Supplemental Agreement and request shall not affect the
validity of the Supplemental Agreement when assented to as in this Section provided;
03 Such Supplemental Agreement shall not become effective unless there shall be filed with
the Fiscal Agent the written consents of the Owners of at least sixty percent (60%) in aggregate principal
amount of the Bonds then Outstanding (exclusive of Bonds disqualified as provided in Section 8.04) and
a notice shall have been mailed as hereinafter in this Section provided. Each such consent shall be
effective only if accompanied by proof of ownership of the Bonds for which such consent is given, which
proof shall be such as is permitted by Section 9.04. Any such consent shall be binding upon the Owner
of the Bonds giving such consent and on any subsequent Owner (whether or not such subsequent Owner
has notice thereof) unless such consent is revoked in writing by the Owner giving such consent or a
subsequent Owner by filing such revocation with the Fiscal Agent prior to the date when the notice
hereinafter in this Section provided for has been mailed; and
0 After the Owners of the required percentage of Bonds shall have filed their consents to
the Supplemental Agreement, the City shall mail a notice to the Owners in the mannef hereinbefore
provided in this Section for the mailing of the Supplemental Agreement, stating in substance that the
Supplemental Agreement has been consented to by the Owners of the required percentage of Bonds and
will be effective as provided in this Section but failure to mail copies of said notice shall not affect the
validity of the Supplemental Agreement or consents thereto). Proof of the mailing of such notice shall
be filed with the Fiscal Agent. A record, consisting of the papers required by this Section 8.03 to be filed
with the Fiscal Agent, shall be proof of the matters therein stated until the contrary is proved. The
Supplemental Agreement shall become effective upon the tiling with the Fiscal Agent of the proof of
matters therein of such notice, and the Supplemental Agreement shall be deemed conclusively binding
(except as otherwise hereinabove specifically provided in this Article) upon the City and the Owners of
all Bonds at the expiration of sixty (60) days after such filing, except in the event of a final decree of a
court of competent jurisdiction setting aside such consent in a legal action or equitable proceeding for
such purpose commenced within such sixty-day period.
Section 8.04. Disqualified Bonds. Bonds owned or held for the account of the City, excepting
any pension or retirement fund, shall not be deemed Outstanding for the purpose of any vote, consent
or other action provided for in this Article VIII, and shall not be entitled to vote upon, consent to, or take
any other action provided for in this Article VIII. Upon request, the City shall specify to the Fiscal
Agent those Bonds disqualified under this Section 8.04.
Section 8.05. Effect of Supplemmtal Agreement. From and after the time any Supplemental
Agreement becomes effective pursuant to this Article VIII, this Agreement shall be deemed to be
modified and amended in accordance therewith, the respective rights, duties and obligations under this
Agreement of the City and all Owners of Bonds Outstanding shall thereafter be determined, exercised and
enforced hereunder subject in all respects to such modifications and amendments, and all the terms and
28
DRAR 11/06/97
conditions of any such Supplemental Agreement shall be deemed to be part of the terms and conditions
of this Agreement for any and all purposes.
Section 8.06. Endorsement or Replacement of Bonds Issued After Amendment. The City may
determine that Bonds issued and delivered after the effective date of any action taken as provided in this
Article VIII shall bear a notation, by endorsement or otherwise, in form approved by the City, as to such
action. In that case, upon request of the Owner of any Bond Outstanding at such effective date and
presentation of his Bond for that purpose at the Principal Office of the Fiscal Agent or at such other
office as the City may select and designate for that purpose, a suitable notation shall be made on such
Bond. The City may determine that new Bonds, so modified as in the opinion of the City is necessary
to conform to such Owners’ action, shall be prepared, executed and delivered. In that case, upon request
of the Owner of any Bonds then Outstanding, such new Bonds shall be exchanged at the Principal Office
of the Fiscal Agent without cost to any Owner, for Bonds then Outstanding, upon surrender of such
Bonds.
Section 8.07. Amendatory Endorsement of Bonds. The provisions of this Article VIII shall
not prevent any Owner from accepting any amendment as to the particular Bonds held by him, provided
that due notation thereof is made on such Bonds.
ARTICLE Ix:
MISCELLANEOUS:
Section 9.01. Benefits of Agreement Limited to Parties. Nothing in this Agreement, expressed
or implied, is intended to give to any person other than the City the Fiscal Agent and the Owners, any
right, remedy, claim under or by reason of this Agreement. Any covenants, stipulations, promises or
agreements in this Agreement contained by and on behalf of the City shall be for the sole and exclusive
benefit of the Owners and the Fiscal Agent.
Section 9.02. Successor is Deemed Included in All Reference to Predecessor. Whenever in
this Agreement or any Supplemental Agreement either the City or the Fiscal Agent is named or referred
to, such reference shall be deemed to include the successors or assigns thereof, and all the covenants and
agreements in this Agreement contained by or on behalf of the City or the Fiscal Agent shall bind and
inure to the benefit of the respective successors and assigns thereof whether so expressed or not.
Section 9.03. Discharge of Agreement. ; Subject to the provisions of Section 5.10 hereof, if
the City shall pay and discharge the entire indebtedness on all Bonds Outstanding in any one or more of
the folloWing ways:
(A) by well and truly paying or causing to be paid the principal of, and interest and any
premium on, all Bonds Outstanding, as and when the same become due and payable;
@I by depositing with the Fiscal Agent, in trust, at or before maturity, money which,
together with the amounts then on deposit in the Redemption Fund and the Reserve Fund is fully
sufficient to pay all Bonds Outstanding, including all principal, interest and redemption premiums, or;
29
0 by irrevocably depositing with the Fiscal Agent, in trust, cash and Federal Securities in
such amount as the City shall determine, as confirmed by an independent certified public accountant,
which will, together with the interest to accrue thereon and moneys then on deposit in the Redemption
Fund and the Reserve Fund be fully sufficient to pay and discharge the indebtedness on all Bonds
(including all principal, interest and redemption premiums) at or before their respective maturity dates;
and if such Bonds are to be redeemed prior to the maturity thereof notice of such redemption shall
have been given as in this Agreement provided or provision satisfactory to the Fiscal Agent shall have
been made for the giving of such notice, then, at the election of the City, and notwithstanding that any
Bonds shall not have been surrendered for payment, the pledge of the unpaid Assessments and other funds
provided for in this Agreement and all other obligations of the City under this Agreement with respect
to all Bonds Outstanding shall cease and terminate, except only the obligation of the City to pay or cause
to be paid to the Owners of the Bonds not so surrendered and paid all sums due thereon and all amounts
owing to the Fiscal Agent pursuant to Section 7.05 hereof; and thereafter Assessments shall not be
payable to the Fiscal Agent. Notice of such election shall be filed with the Fiscal Agent. Any funds
thereafter held by the Fiscal Agent upon payments of all fees and expenses of the Fiscal Agent, which
are not required for said purpose, shall be paid over to the City to be used by the City as provided in the
Act.
Section 9.04. Execution of Documents and Roof of Ownership by Owners. Any request,
declaration or other instrument which this Agreement may require or permit to be executed by Owners
may be in one or more instruments of similar tenor, and shall be executed by Owners in person or by
their attorneys appointed in writing. Except as otherwise herein expressly provided, the fact and date of
the execution by any Owner or such Owner’s attorney of such request, declaration or other instrument,
or of such writing appointing such attorney, may be proved by the certificate of any notary public or
other officer authorized to take acknowledgments of deeds to be recorded in the state in which he purports
to act, that the person signing such request, declaration or other instrument or writing acknowledged to
him the execution thereof, or ,by an affidavit of a witness of such execution, duly sworn to before such
notary public or other officer. The ownership of registered bonds and the amount, maturity, number and
date of holding the same shall be proved by the registry books. Any consent request, declaration or other
instrument or writing of the then registered Owner of any Bond shall bind all future Owners of such Bond
in respect of anything done or suffered to be done by the City or the Fiscal Agent in good faith and in
accordance therewith. >
Section 9.05. Waiver of Personal Liability. No member, officer, agent or employee of the City
shall be individually or personally liable for the payment of the principal of, or interest or any premium
on, the Bonds; but nothing herein contained shall relieve any such member, officer, agent or employee
from the performance of any official duty provided by law.
Section 9.06. Notices to and Demand on City and JIGscal Agent. Any notice or demand which
by any provision of this Agreement is required or permitted to be given or served by the Fiscal Agent
to or on the City may be given or served by being deposited postage prepaid in a post office letter box
addressed (until another address is filed by the City with the Fiscal Agent) as follows:
30
City of Carlsbad
1200 Carlsbad Village Drive
Carlsbad, California 92008
Attention: Finance Director
Any notice or demand which by any provision of this Agreement is required or permitted to be
given or served by the City to. or on the Fiscal Agent may be given or served by being deposited postage
prepaid in a post office letter box addressed (until another address is filed by the Fiscal Agent with the
City) as follows:
First Trust of California, National Association
550 South Hope Street, Suite 500
Los Angeles, California 90071
Attention: Public Finance
Section 9.07. Partial Invalidity. If any Section, paragraph, sentence, clause or phrase of this
Agreement shall for any reason be held illegal or unenforceable, such holding shall not affect the validity
of the remaining portions of this Agreement. The City and the Fiscal Agent hereby declare that they
would have adopted this Agreement and each and every other Section, paragraph, sentence, clause or
phrase hereof and authorized the issue of the Bonds pursuant thereto irrespective of the fact that any one
or more Sections, paragraphs, sentences, clauses, or phrases of this Agreement may be held illegal, invalid or unenforceable.
Section 9.08. Unclaimed Moneys. Anything contained herein to the contrary notwithstanding,
any moneys held by the Fiscal Agent in trust for the payment and discharge of the principal of, and the
interest and any premium on, the Bonds which remains unclaimed for two(2) years after the date when
payments of principal, interest and any premium have become payable, shall be repaid by the Fiscal
Agent to the City as its absolute property free from any trust, and the Fiscal Agent shall thereupon be
released and discharged with respect thereto and the Bond Owners shall look only to the City for the
payment of the principal of, and interest and any premium on, such Bonds.
Section 9.09. Applicable Law. This Agreement shall be governed by and enforced in accordance
with the laws of the State of California applicable to contracts made and performed in the State of
California.
Section 9.10. Conflict with Act. In the event of a conflict between any provision of this
Agreement with any provision of the Act, the provision of the Act shall prevail over the conflicting
provision of this Agreement.
Section 9.11. Conclusive Evidence of Regularity. Bonds issued pursuant to this Agreement
shall constitute conclusive evidence of the regularity of all proceedings under the Act relative to their
issuance and the levy of the Assessments.
Section 9.12. Payment on Business Day. In any case where the date of the maturity of interest
or of principal, and premium, if any, of the Bonds or the date fixed for redemption of any Bonds or the
date any action is to be taken pursuant to this Agreement is other than a Business Day, the payment of
31
/ Drupr ll/W97
interest or principal, including Sinking Fund Payments, (and premium, if any) or the action need not be
made on such date but may be made on the next succeeding day which is a Business Day with the same
force and effect as if made on the date required and no additional interest shall accrue from such Interest
Payment Date until such Business Day.
Section 9.13. Counterparts. This Agreement may be executed in counterparts, each of which
shall be deemed an original.
IN WIWJISS WHEREOF, the City and the Fiscal Agent have caused this Agreement to be
executed, all as of the date first written above.
CITY OF CARLSBAD, on behalf
of its Assessment District No. 97-l
(Alga Road and College Boulevard)
mRST TRUST OF CALIFORNIA,
NATIONAL ASSOCIATION, as Fiscal Agent
By:
Title: City Manager
By:
Title:
Attest:
Title:
32
DRAR 11/06/97
EXEtIBlT A:
mRM OF BOND]
No. -
United States of America
State of California
County of San Diego
*** $ ***
City of Carlsbad
Liited Obligation Refunding Improvement Bonds
Reassessment District No. !J7-1
(Alga Road and College Boulevard)
INTEREST RATE RITY DATE DATED DATE CUSIP
5% September 2, December -, 1997
REGISTERED OWNER:
PRINCIPAL AMOUNT: DOLLARS
Under and by virtue of the Refunding Act of 1984 for 1915 Improvement Act Bonds, Division
11.5 of the Streets and Highways Code of California (the “Act”), the City of Carlsbad, County of San
Diego, State of California (the “City”), will, out of the redemption fund for the payment of the bonds
issued upon the unpaid portion of reassessments made for the refunding bonds more fully described in
proceedings taken pursuant to the Resolution No. adopted by the City Council of the City on
October 28, 1997 pay to the Owner named above or registered assigns on the maturity date stated above,
the principal amount stated above, in lawful money of the United States of America and in like manner
will pay interest at the rate per annum stated above, payable semiannually on March 2 and September
2 in each year commencing March 2, 1998 (each an “Interest Payment Date”). This Bond bears interest
from the Interest Payment Date next preceding its date of authentication and registration unless it is
authenticated and registered (i) prior to an Interest Payment Date and after the close of business of the
fifteenth day of the calendar month preceding such Interest Payment Date, in which event it shall bear
interest from such Interest Payment Date, or (ii) prior to the close of business on F&N~ 15, 1998, in
which event it shall bear interest from its dated date, until payment of such principal sum shall have been
discharged. Roth the principal hereof and any redemption premium at the corporate trust office of First
Trust of California, National Association, as Authentication Agent, Registrar, Transfer and Paying Agent
(the “Agent”), in Los Angeles California, and the interest hereon is payable by check or draft mailed to
the Owner hereof matured bonds or bonds called for redemption prior to maturity. As to any Owner
hereof at the Owner’s address as it appears on the records of the Agent, or at such address as may have
A-l
DRAFT 11/06/97
been filed with the Agent, for that purpose, as of the fifteenth day of the calendar month immediately
preceding each Interest Payment Date; provided however, upon request in writing of an Owner of
$l,OOO,OOO or more in aggregate principal amount of Bonds, such request having been made before
fifteen calendar days preceding an Interest Payment Date, such interest shall be paid on such Interest
Payment Date by wire transfer in immediately available funds to an account in the continental United
States designated by such Owner to the Agent.
This Bond will continue to bear interest after maturity at the rate above stated provided that it is
presented at maturity and payment hereof is refused upon the sole ground that there are not sufficient
moneys in said redemption fund with which to pay same. If it is not presented at maturity interest hereon
will run only until maturity.
This Bond shall not be entitled to any benefit under the Act or the Resolution entitled “A
Resolution Authorizing Issuance of Refunding Bonds,” adopted by the City Council of the City on
November 18, 1997 and the Fiscal Agent Agreement by and between the City and the Agent dated as of
December 1, 1997, (collectively the “Agreement”), or become valid or obligatory for any purpose, until
the certificate of authentication and registration hereon shall have been dated and signed by the Agent.
IN WITNESS WHEREOF, the City of Carlsbad has caused the Bond to be dated the Dated Date
set forth above, to be signed by its Treasurer and by its City Clerk.
BY City Clerk BY Treasurer
CERTIFICATE OF AUTHENTI CATION AND REGImTION
This is one of the bonds described in the within mentioned Agreement, which has been
authenticated and registered on
FIRST TRUST OF CALIFORNIA,
NATIONAL ASSOCIATION,
us Agent
BY Author&l Signatory
(ADDIlTONAL PROWSIONS OF BOND)
A-2
This Bond is one of several annual series of bonds of like date, tenor and effect, but differing in
amounts, maturities and interest rates, issued by said City under the Act and the Agreement for the
purpose of providing means for paying for the refunding of the bonds as more particularly described in
said proceedings, and is secured by the moneys in the redemption fund (as may be limited by the
Agreement) and by the unpaid portion of said reassessments made for the payment of said refunding, and,
including principal and interest, is payable exclusively out of said fund.
This Bond is transferable by the Owner hereof, in person or by the Owner’s attorney duly
authorized in writing at said office of the Agent, subject to the terms and conditions provided in the
Agreement, including the payment of certain charges, if any, upon surrender and cancellation of this
Bond. Upon such transfer, a new registered Bond or Bonds, of any author&d denomination or
denominations, of the same maturity, and for the same aggregate principal amount, will be issued to the
transferee in exchange herefor.
Bonds shall be registered only in the name of an individual (including joint owners), a
corporation, a partnership or a trust.
Neither the City nor the Agent shall be required to make such exchange or registration of transfer
of Bonds during the fifteen (15) days immediately preceding any Interest Payment Date or any exchange
or transfer of a Bond after such Bond has been called for redemption.
The City and the Agent may treat the Owner hereof as the absolute owner for all purposes, and
the City and the Agent shall not be affected by any notice to the contrary.
This Bond, or any portion of it in the amount of five thousand dollars ($5,000) or any integral
multiple thereof, may be redeemed and paid in advance of maturity upon an Interest Payment Date in any
year by giving at least 30 days’ notice by registered or certified mail or personal service to the Owner
hereof at such Owner’s address as it appears on the registration books of the Agent and by paying a
Redemption Price equal to the aggregate principal amount to be redeemed, together with accrued interest
thereon to the redemption date and a redemption premium of three percent (3%).
This Bond is a Limited Obligation Improvement Bond because, under the Resolution of Issuance,
the City is not obligated to advance funds from the City treasury to cover any deficiency which may
occur in the redemption fund for the bonds; however, the City is not prevented, in its sole discretion,
from so advancing funds.
A-3
DRAFT 11/06/97
ASSIGNMENT
For value received, the undersigned do(es) hereby sell, assign and transfer unto
(Name, Address and Tax Identification or Social Security Number of Assignee)
the within Certificate and do@) hereby irrevocably constitute and appoint
attorney, to transfer the same on the registration books of the Fiscal Agent, with full power of substitutioi
in the premises.
Dated:
Signature Guaranteed: .
NOTICE: Signature(s) must be guaranteed
by an eligible guarantor.
NOTICE: The signature(s) on this Assignment
must correspond with the name(s) as written
on the face of the within Certificate in every
particular, without alteration or enlargement
or any change whatsoever.
A-4
Dm 10/20/97
ESCROW AGREEMENT
by and between the
CITY OF CARISBAD
and
FIRST TRUST OF CALIFORNIA, NATIONAL ASSOCIATION
ESCROWsHOLDER
Dated as of December 1, 1997
Relating to:
City of Carisbad
Limited Obligation Refunding Improvement Bonds
Assessment District 1997R
.’
DFWFT 10/20/97
TABLE OF CONTENT!3
Section 1.
Section 2.
Section 3.
Section 4.
Section 5.
Section 6.
Section 7.
Section 8.
Section 9.
Section 10.
Section 11.
Section 12.
Section 13.
Section 14.
Section 15.
Section 16.
EXHIBIT A: SCHEDULE OF ORIGINAL FEDERAL SECURITIES
EXHIBIT B: SCHEDULE OF PAYMENTS ON PRIOR BONDS
Definition of Federal Securities ............................. 1
Establishment of Escrow Fund ............................. 2
Deposits into Escrow Fund ................................ 2
Investment of Amounts .................................. 2
Instructions as to Escrow Holder ............................ 2
Application of Certain Terms of Prior Bonds Documents ............. 2
Investment of Any Remaining Moneys ........................ 3
Substitution or Withdrawal of Federal Securities .................. 3
Proceedings for Redemption of Prior Bonds ..................... 3
Compensation to Escrow Holder ............................. 3
Liabilities and Obligations of Escrow Holder .................... 4
Resignation of Escrow Holder .............................. 5
Amendment ......................................... 5
Unclaimed Moneys ..................................... 5
Execution in Counterparts ................................ 6
Applicable Law ....................................... 6
DRAPE 1Ol2Ol91
ESCROW AGREEMENT
This ESCROW AGREEMENT (this “Agreement”), made and entered into as of December 1,
1997, by and between the CITY OF CARLSBAD, a municipal corporation duly organized and existing
under the laws of the State of California (the “City”), for and on behalf of the City’s Assessment District
1997R (the “Assessment District”) and First Trust of California, National Association, a national banking
association organ&d and existing under the laws of the United States of America, acting as Successor
Fiscal Agent for the Prior Bonds and as Fiscal Agent for the Bonds (as hereafter defined) hereinafter
referred to and acting as escrow holder hereunder (the “Escrow Holder”);
WITNESSETH:
WHEREAS, the City Council of the City has conducted proceedings under and pursuant to the
Municipal Improvement Act of 1913, Division 12 of the California Streets and Highways Code (the
“Act”), to establish the Assessment District and to authorize the levy of special assessments upon the land
therein, and to issue bonds secured by the unpaid special assessments to finance certain public
improvements under the Improvement Bond Act of 1915, Division 10 of the California Streets and
Highways Code (the “Bond Law”);
WHEREAS, the City Council of the City, for and on behalf of the Assessment District 85-2
(College Boulevard), authorized the issuance of City of Carlsbad Limited Obligation Improvement Bonds
Assessment District 85-2 (College Boulevard) dated “7 : 5 id6 d ’ an in th e original principal amount
of $9,570,250 (the “85-2 Bonds”), pursuant to the Act and a Bond dated as of m&h 2514 $6
(the “85-2 Bond Document”), which 85-2 Bonds are subject to call d redemption on March 2, 1998
(the “Redemption Date”);
WHEREAS, the City Council of the City, for and on behalf of the Assessment District 88-l (Alga
Road), autborized the issuance of City of Carlsbad Limited Obligation Improvement Bonds Assessment
District 88-l (Alga Road) dated September 2, 1990 and in the original principal amount of
2
DRAPE 1 O/20/97
$19,561,247.66 (the “88-l Bonds”), pursuant to the Act and a Bond Indenture dated as of August 28,
1990 (the “88-l Bond Document”), which 88-l Bonds are subject to call and redemption on the
Redemption Date;
WHEREAS, pursuant to proceedings under the Refunding Act of 1984 for 1915 Improvement
Act Bonds (the “Refunding Act”), Resolutions Nos. and
- -
adopted by the City Council on
-(p&y? 1997 and a Fiscal Agent Agreement dated as of December 1, 1997 by and between the
ity and First Trust of California, National Association as fiscal agent (collectively, the “Refunding
Documents”) the City has determined to issue, for on behalf of the Assessment District its City of
Carlsbad Limited Obligation Refunding Improvement Bonds Assessment District No. 1997R, dated
November -,1997 in the aggregate principal amount of $18,67O,OOO (the “Bonds”) at this time for the
purpose of providing funds to refund and defease the 85-2 Bonds and the 88-l Bonds (collectively, the
“Prior Bonds “) ;
WHEREAS, the City and the Escrow Holder wish to enter into this Agreement for the purpose
of providing the terms and conditions relating to the deposit and application of moneys and Federal
Securities to provide for the payment and redemption of the Prior Bonds in full, pursuant to and in
accordance with the provisions of the 85-2 Bond Document and the 88-l bond Document (collectively,
the “Prior Bonds Documents”).
NOW, THEREFORE, in consideration of the above premises and of the mutual promises and
covenants herein contained and for other valuable consideration the receipt and sufficiency of which are
hereby acknowledged, the parties hereto do hereby agree as follows:
Section 1. Definition of Federal Securities. As used herein, the term “Federal Securities” means
direct, non-callable obligations of the U.S. Government or non-callable, non-prepayable obligations
unconditionally guaranteed as to full and timely payment of principal and interest by the U.S.
Government. Investments in mutual funds or unit investment trusts are prohibited.
3
Drupr 1 O/20/97
Section 2. Establishment of Escrow Fund. There is hereby created an escrow fund designated the
“Assessment District 1997R Prior Bonds Refunding Fund” (the “Escrow Fund”) to be held in trust by
the Escrow Holder as an irrevocable escrow securing the payment of the Prior Bonds, separate and apart
from all other funds of the Escrow Holder as hereinafter set forth. The Escrow Holder shall administer
the Escrow Fund as provided in this Agreement. All cash and securities in the Escrow Fund are hereby
irrevocably pledged as a special fund for the payment of the principal of and interest and premium, if
any, on the Prior Bonds in accordance with the provisions of this Agreement and the Prior Bonds
Documents;
Section 3. Deposits into Escrow Fund. Concurrently with delivery of the Bonds, the City shall
cause to be transferred to the Escrow Holder for deposit into the Escrow Fund the amount of $-.OO in
immediately available funds, which shall be derived from:
(4 $-JO from the proceeds of sale of the Bonds;
(b) $-.OO from the Prior Bonds Reserve Fund; and
(4 $-JO from the Prior Bonds Redemption Fund.
Section 4. Investment of Amounts. Of the moneys deposited into the Escrow Fund pursuant to
the preceding Section 3, $-.OO shall be used by the Escrow Holder to purchase the Federal Securities
listed in Exhibit A hereto (the “Original Federal Securities”) and the remaining amount of $-.00 shall
be held in cash, uninvested. The Original Federal Securities, and all other Federal Securities at any time
substituted tberefor in accordance with this Agreement, shall be deposited with and held by the Escrow
Holder in the Escrow Fund solely for the uses and purposes set forth herein and therein. The Escrow
Holder shall assert no lien upon or right of set off against the Federal Securities and cash at any time on
deposit in the Escrow Fund.
Section 5. Instructions as to Escrow Holder. The total amount of Federal Securities deposited in
the Escrow Fund hereunder shall be applied by the Escrow Holder for the sole purpose of paying the
4
DRAFT 10/20/97
principal of and interest and premium, if any, on the Prior Bonds on the Redemption Date. Following
payment in full of the principal of and interest and premium, if any, on the Prior Bonds, all amounts on
deposit in the Escrow Fund shall be transferred by the Escrow Holder to First Trust of California,
National Association, in its capacity as Fiscal Agent for the Bonds, for deposit in the Redemption Fund
for the Bonds.
In addition, any investment earnings on funds held by the Fiscal Agent under the Prior Bonds
Documents which are posted after the date of the foregoing transfers or otherwise, shah be remitted by
the Escrow Holder to the City, for transfer by the City to the Fiscal Agent for the Bonds for deposit to
the Bond Fund for the Bonds. The Escrow Holder may utilize its corporate affiliate as a depository agent
to hold any uninvested moneys in accordance with the provisions of this Agreement.
If at any time the Escrow Holder shah receive actual knowledge that the cash and Federal
Securities in the Escrow Fund will not be suffkient to make any payment required by Section 4 hereof,
the Escrow Holder shall notify the City of such fact and the City shall immediately cure such deficiency
from any source of legally available funds. The Escrow Holder shah have no obligation whatsoever to
use its own funds to cure any such deficiency.
Section 6. Annlication of Certain Terms of Prior Bonds Documents. All of the terms of the Prior
Bonds Documents relating to the making of payments of the principal of and interest and premium on the
Prior Bonds are incorporated in this Agreement as if set forth in full herein.
Section 7. Investment of Anv Remaining Monevs. At the written direction of the City provided
at least two Business Days in advance, the Escrow Holder shall invest and reinvest any proceeds received
from any of the Federal Securities, and the cash originally deposited into the Escrow Fund, for a period
ending not later than the date on which such proceeds or cash are required for the purposes specified in
Section 4, in Federal Securities which mature in amounts at least equal to their purchase price; provided,
however, that with respect to any such reinvestment, such written directions of the City shall be
accompanied by an opinion of nationally recognized bond counsel (“Bond Counsel”) to the effect that
investment in accordance with such directions will not cause the interest on the Prior Bonds or the Bonds
5
DRAFT 10/20/97
to become includable in gross income for federal income tax purposes and verified by a certified public
accountant that at all times following such investment or reinvestment, the amount in the Escrow Fund
shah be sufficient to make all debt service payments contemplated hereunder. The Escrow Holder shall
be entitled to conclusively rely on and shall be fully protected in relying on, such written directions of
the City, such opinion of Bond Counsel and such verification by a certified public accountant. In the
event any such investment or reinvestment is required to be made in United States Treasury
Securities-State and Local Government Series, the City shall at its cost cause to be prepared all
necessary subscription forms tberefor in sufficient time to enable the Escrow Holder to acquire such
securities. In the event that the City shall fail to file any such written directions with the Escrow Holder
concerning the reinvestment of any such proceeds, such proceeds shah be held uninvested by the Escrow
Holder. Any interest income resulting from investment or reinvestment of moneys pursuant to this Section
7 which are identified as excess in the currently applicable C.P.A. verification shah be paid to the City
promptly upon the receipt of such interest income by the Escrow Holder.
Section 8. Substitution or Withdrawal of Federal Securities. The City may at any time direct the
Escrow Holder to substitute Federal Securities for any or all of the Original Federal Securities then
deposited in the Escrow Fund, or to withdraw and transfer to the City any portion of the Federal
Securities then deposited in the Escrow Fund, provided that any such direction and substitution or
withdrawal shall be accompanied by: (a) a certification of an independent certified public accountant that
the Federal Securities then to be so deposited in the Escrow Fund together with interest to be derived
therefrom, or in the case of withdrawal the Federal Securities to be remaining in the Escrow Fund
following such withdrawal together with the interest to be derived therefrom, shall be in an amount at
all times at least suffkient without reinvestment to make the payments specified in Section 4 hereof; and
(b) an opinion of Bond Counsel that the substitution or withdrawal will not affect, for federal income tax
purposes, the exclusion from gross income for federal income tax purposes of the interest on the Prior
Bonds or on the Bonds. The Escrow Holder shah be entitled to rely on and shall be fully protected in
relying on such written directions of the City, such certification of an independent public accountant and
such opinion of Bond Counsel. In the event that, following any such substitution of Federal Securities
pursuant to this Section 8, there is an amount of moneys or Federal Securities in excess of the amount
required for the purposes of Section 4 hereof, as such excess is identified in the certification of such
6
Dm 10/20/97
independent certified public accountant and provided that all amounts due Escrow Holder shall have been
paid in full, such excess shall upon written direction of the City be transferred to the City.
Section 9. Proceedings for Redemption of Prior Bonds. The City hereby irrevocably elects to
redeem all of the outstanding Prior Bonds in full Redemption Date, pursuant to the provisions of the Prior
Bonds Documents. Notice of such redemption shah be given by the Escrow Holder (in its capacity as
Successor Fiscal Agent under the Prior Bonds Documents) as required by the Prior Bonds Documents,
at the expense of the City.
Section 10. Comnensation to Escrow Holder. The City shall pay the Escrow Holder full
compensation for its duties under this Agreement, including out-of-pocket costs such as publication costs,
redemption expenses, legal fees (including fees of outside counsel and the allocated costs of internal
attorneys) and other costs and expenses relating hereto and, in addition, all fees, costs and expenses
relating to the purchase of any Federal Securities after the date hereof. Under no circumstances shall
amounts deposited in or credited to the Escrow Fund be deemed to be available for said purposes. The
obligation of the City under this Section 10 to pay compensation already earned by the Escrow Holder
and to pay costs and expenses already incurred shall survive termination of this Agreement and shah
survive the resignation or removal of the Escrow Holder.
Section 11. Liabilities and Obligations of Escrow Holder. The Escrow Holder shall have no
obligation to make any payment or disbursement of any type unless the City shah have deposited
sufficient funds therefor with the Escrow Holder. The Escrow Holder shah have no obligation to incur
any financial liability in the performance of its duties under this Agreement The Escrow Holder may rely
and shall be fully protected in acting upon the written instructions of the City or its agents relating to any
matter or action as Escrow Holder under this Agreement.
The City covenants to indemnify, defend and hold harmless the Escrow Holder and its officers,
employees, directors, and agents, against any loss, liability or expense, including legal fees (including
the fees of outside counsel and internal attorneys), incurred in connection with the performance of any
7
of the duties of Escrow Holder hereunder, except the Escrow Holder shall not be indemnified against any
loss, liability or expense resulting from its negligence or willful misconduct.
The indemnity provided in this Section 11 shall survive the termination of this Agreement and
shall survive the resignation or removal of the Escrow Holder.
The Escrow Holder shah have such duties as are expressly set forth herein and no implied duties
shall be read into this Agreement against the Escrow Holder. The Escrow Holder shall not be liable for
any act or omission of the City under this Agreement, the Prior Bonds Documents or the Refunding
Documents.
The Escrow Holder shall not be liable for the accuracy of any calculations provided as to the
sufftciency of moneys or the Federal Securities deposited with it to pay the principal, interest or
premiums, if any, on the Prior Bonds.
The Escrow Holder shah incur no liability for losses arising from any investment or other
disposition made pursuant to and in accordance with this Agreement.
Any bank, federal savings association or trust company into which the Escrow Holder may be
merged or with which it may be consolidated shah become the Escrow Holder without any action of the
City.
The Escrow Holder shall have no liability or obligation to the owners of the Prior Bonds, or the
Bonds with respect to the payment of debt service by the City or with respect to the observance or
performance by the City of the other conditions, covenants and terms contained in the Refunding
Documents, or with respect to the investment of any moneys in any fund or account established, held or
maintained by the City pursuant to the Refunding Documents.
The Escrow Holder may conclusively rely, as to the trust of the statements and correctness of the
opinions expressed therein, on any certificate or opinion furnished to it in accordance with this Agreement
8
DRAIT 1 O/20/97
or the Prior Bonds Documents. The Escrow Holder may consult with counsel, whose opinion shall be
full and complete authorization and protection to the Escrow Holder if it acts in accordance with such
opinion.
The Escrow Holder shall not be liable for any error of judgment made in good faith by an
author&d officer.
Nothing herein should be interpreted to require the Escrow Holder to expend or risk its own
funds or otherwise incur financial liability in the performance of any of its duties or the exercise of any
of its rights hereunder.
Any corporation succeeding to all or substantially all of the corporate trust business of the Escrow
Holder shah be the successor of the Escrow Holder hereunder, without the execution or filing of any
paper or any further act on the part of the any of the parties hereto.
Section 12. Resignation of Escrow Holder. The Escrow Holder may at any time resign by giving
written notice to the City, which notice shah indicate the date on which the resignation is to be effective
(the “resignation date”). The City shall promptly appoint a successor Escrow Holder by the resignation
date. Resignation of the Escrow Holder will be effective upon acceptance of appointment by a successor
Escrow Holder. If the City does not appoint a successor Escrow Holder by the resignation date, the
Escrow Holder may, at the expense of the City, petition any court of competent jurisdiction for the
appointment of a successor Escrow Holder, which court may thereupon, after such notice, if any, as it
may deem proper and prescribe and as may be required by law, appoint a successor Escrow Holder.
Section 13. Amendment. This Agreement shall not be repealed, revoked, rescinded, altered,
amended or supplemented in whole or in part without the written consent of (i) tbe holders of one
hundred percent (100%) in principal amount of the unpaid Prior Bonds at the time such consent is
requested and (ii) the Escrow Holder; provided, however, that the City and the Escrow Holder may,
without the consent of or notice to the holders of the Prior Bonds, enter into such agreements
9
DRAFT lo/20197
supplemental to this Agreement as shall not adversely affect the rights of such holders and shall not be
inconsistent with the terms and provisions of this Agreement:
(1) to cure any ambiguity or formal defect or omission in this Agreement;
(2) to grant to or confer upon the Escrow Holder for the benefit of the holders of the
Prior Bonds any additional rights, remedies, powers or authority that may lawfully be granted
to or conferred upon the Escrow Holder; and
(3) to provide for the deposit of additional moneys or Federal Securities to the credit
of the Escrow Fund.
The Escrow Holder shall be entitled to rely conclusively upon an unqualified opinion of a
nationally recognized firm of municipal bond attorneys with respect to compliance with this Section 13,
including the extent, if any, to which any change, modification, addition or elimination affects the rights
of such holders of the Prior Bonds or that any instrument executed hereunder complies with the conditions
or provisions of this Section 13.
Section 14. Unclaimed Monevs. Anything contained herein to the contrary notwithstanding, any
moneys held by the Escrow Holder in trust for the payment and discharge of the principal of, and the
interest and any premium on, the Prior Bonds which remains unclaimed for two (2) years after the date
when the payment of such principal, interest and premium have become payable, if such moneys were
held by the Escrow Holder at such date, shall be repaid by the Escrow Holder to the City as its absolute
property free from any trust, and the Escrow Holder shall thereupon be released and discharged with
respect thereto and the owners of such Prior Bonds shall look only to the City for the payment of the
principal of, and interest and any premium on, such Prior Bonds. Any right of any owner of any Prior
Bond to look to the City for such payment shall survive only so long as required under applicable law.
Section 15. Execution in Counternarts. This Agreement may be executed in several counterparts,
each of which shall be an original and all of which shah constitute but one and the same instrument.
10
City of Carlsbad
Reassessment District No. 97- 1
(Alga Road and College Boulevard)
REASSESSMENT ENGINEER’S REPORT
November 7, 1997
Prepared By:
Galen N. Peterson, Consulting Engineer
16064 Sun Summit Point
San Diego, CA 92127-2050
(6 19) 487-7000
Detail of
Assessments
in Finance Dept. files.
Table of Contents
Part
Part1 Outstanding Bonds
Page
l-l
Part2 Cost Estimate and Estimated Principal
Amount of Refunding Bonds 2-l
Part 3 Auditor’s Record for Existing Assessments 3-l
Part 4 Reassessment Roll 4-l
Part5 Proposed Auditor’s Record
for Reassessments 5-l
Part6 Reassessment Diagram 6-l
Appendix (bound separately)
A-l Auditor’s Record for Existing Assessments
Assessment District No. 88-1 (Alga Road)
A-2 Auditor’s Record for Existing Assessments
Assessment District No. 85-2 (College Boulevard)
A-3 Auditor’s Record for Reassessments
REASSESSMENT ENGINEER’S REPORT
Agency:
Project
To:
City of Carlsbad
Reassessment District No. 97- 1
(Alga Road and College Boulevard)
City Council, City of Carlsbad
Reassessment Engineer’s “Report”
Pursuant to the Provisions of the Refunding
Act of 1984 for 1915 Improvement Act Bonds
The CITY COUNCIL of the CITY OF CARLSBAD, CALIFORNIA, did
previously undertake proceedings and confirm assessments in special
assessment districts pursuant to the terms and provisions of the
“Municipal Improvement Act of 1913”, being Division 12 of the Streets
and Highways Code of the State of California, said special assessment
districts being known and designated as ASSESSMENT DISTRICT NO.
88-1 (ALGA ROAD) and ASSESSMENT DISTRICT NO. 85-2 (COLLEGE
BOULEVARD), hereinafter referred to as the “Assessment Districts”; and,
Improvement bonds representing a portion of the original unpaid
assessments within said Assessment Districts were issued and sold in
the manner provided in the “Improvement Bond Act of 19 15”, being
Division 10 of the Streets and Highways Code of the State of California.
The unpaid principal amount of these improvement bonds are hereinafter
referred to as the “Outstanding Bonds”.
The CITY COUNCIL of the CITY OF CARLSBAD, CALIFORNIA, has
initiated proceedings to levy reassessments and refund the Outstanding
Bonds pursuant to the Refunding Act.
Pagelof5
Pursuant to the provisions of Section 9523 of the Streets and Highways
Code of the State of California and in accordance with Resolution No. 97-
655 of the City Council of the City of Carlsbad, the undersigned
authorized and appointed REASSESSMENT ENGINEER, does herewith
submit the following Report generally consisting of the following
documentation and parts:
Part1
A schedule setting forth all unpaid principal and interest on the
Outstanding Bonds to be refunded and the total amounts thereof.
Part2
The total estimated principal amount of the reassessment which is
proposed to be levied (the “Reassessment”) and of the refunding bonds,
together with an estimate of the cost of the Reassessment and of issuing
the refunding bonds.
Part3
The Auditor’s Record showing the schedule of all principal installments
and interest on all unpaid assessments which are security for the
payment of the principal of and interest on the Outstanding Bonds, and
the total amounts thereof (the “Existing Assessments”).
Part4
The estimated amount of each Reassessment, identified by a
reassessment number on the reassessment diagram.
Part5
The proposed Auditor’s Record for the Reassessment, showing the
schedule of all principal installments and interest, including the total
amount thereof.
Page2of5
Part6
Reassessment diagram showing Reassessment District No. 97-l (Alga
Road and College Boulevard), and the respective boundaries of the
Reassessment District and dimensions of the subdivisions of land
therein. Each subdivision, including any separate condominium interest
has been given a separate number upon the diagram. Each subdivision
of land is identified by reference to its Assessor’s parcel number as
shown on the Assessor’s maps of the County of San Diego, and for a
further and complete description of the property, reference is made to the
deeds and maps on file in the Office of the County Recorder.
The maximum interest rate on the refunding bonds to be issued to
represent the Reassessments shall not exceed 8.00% per annum. Said
refunding bonds shall be issued in the manner and form prescribed by
the Refunding Act.
The last maturity date of the Outstanding Bonds is September 2, 20 11,
and the last maturity date of the refunding bonds to be issued to
represent the Reassessments will be September 2,20 11.
Based upon this Report of the Reassessment Engineer as submitted
herewith and as Reassessment Engineer, I do hereby certify under
penalty of perjury the following:
A. That each estimated annual installment of principal and
interest on the Reassessment is less than the corresponding
annual installment of principal and interest on the portion of
the Existing Assessment being superseded and supplanted by
the same percentage for all subdivisions of land within the
respective Assessment Districts.
B. That the number of years to maturity of all refunding bonds is
not more than the number of years to the last maturity of the
Outstanding Bonds being refunded.
Page3of5
-
C. That the principal amount of the Reassessment on each
subdivision of land within the Reassessment Districts is less
than the unpaid principal amount of the Existing Assessment
being superseded and supplanted by the same percentage for
all subdivisions of land within the respective Assessment
Districts.
Dated: November 7, 1997 Galen N. Peterson, P.E.
Consulting Engineer
REASSESSMENT ENGINEER
City of Carlsbad
State of California
I, ALETHA L. RAUTENKRANZ, as CITY CLERK of THE CITY OF
CARLSBAD, CALIFORNIA, do hereby certify that the foregoing Report of
the Reassessment Engineer, together with the reassessment and
reassessment diagram referenced therein, were filed in my office on the
_I2 *’ day of November, 1997.
I, ALETHA L. RAUTENKRANZ, as CITY CLERK of THE CITY OF
CARLSBAD, CALIFORNIA, do hereby certify that the reassessments in
the amounts as set forth in the reassessment as submitted herein were
approved and confirmed by the City Council by Resolution No.~7-~%6n
the Wrr day of November, 1997.
CITY CLERK
City of Carlsbad
State of California
Page4of5
Part1
Reassessment Roll
City of Carlsbad
Reassessment District No. 97- 1
lAIna Road and College Boulevard)
Schedules setting forth the unpaid principal and interest on the Outstanding
Bonds of the Assessment Districts to be refunded and the total amounts
thereofare as follows:
Assessment District Bo. 88-l (Alga Road)
Period
Ending
09/02/98
09/02/99
09/02/oc
09/02/01
09/02/02
09/02/09 7.80% 820,OOO.OO 803,695.OO 1,623,695.00
09/02/04 7.90% 890,OOO.OO 739,735.oo 1,629,735.00
09/02/05 7.90% 955,ooo.oo 669,425.OO 1,624,425.00
09/02/06 8.00%) 1,035,000.00~ 593,980.OO) 1,628,980.00)
09/02/07 8.00% 1,115,ooo.oo 511,180.OO 1,626,180.00
09/02/oa 7.80% 1,205,OOO.OO 421,980.OO 1,626,980.00
09/02/09 7.80% 1,300,000.00 327,990.oo 1,627,990.00
09/02/1c
09/02/11
Interest
Rate
7.50%
7.60%
7.70%
7.75%
7.80%
PrincipaI
$565,000.00
610,OOO.OO
655,OOO.OO
710,000.00
765,OOO.OO
AUUUd Total
Interest Due
$ 1,057,560.00 $ 1,622,560.00
1,015,185.00 1,625,185.00
968,825.OO 1,623,825.00
918,390.OO 1,628,390.00
863,365.OO 1,628,365.00
7.80% 1,400,000.00 226,590.OO 1,626,590.00
7.80% 1,505,000.00 117,390.oo 1,622,390.00
Total $13,530,000.00 $9,235,290.00 $22,765,290.00
l-l
Assessment District Ho. 85-2 (College Boulevard)
Total Outstanding Bonds
1-2
Part2
Cost Estimate and Estimated Principal Amount
of Refunding Bonds
City of Carlsbad
Reassessment District No. 97-l
@lga Road and College Boulevard1
Fund
USeS
Outstandimz Bond Debt Service:
March 2, 1998 Interest
Outstandinn Bond Redeemed Principal
Prepayment Premium
Subtotal
Incidental Expenses
Assessment Engineer
Bond Counsel
City Administration
Verikation Agent
Financial Advisor
Paying Agent
Printing of Bonds and O&iaI Statement
Incidental Contingency
Total Incidental Expenses
l’otal Uses
iources
Reserve Fund
Redemption F’und
Construction Fund Surplus
Anticipated Escrow Interest Earnings
Accrued Interest Earnings
.‘otal sources
BhCC?
Financinz Costs
Bond Discount
Bond Reserve
r0td Financing Costs
Reassessment and Principal of Refunding Bonds
2-l
c $734,302.50
18,690,OOO.OO
560,700.00
$19,985,002.50
$13,500.00
40,000.00
10,000.00
1,450.oo
15,ooo.oo
1,450.oo
12,ooo.oo
5,658.3 1
$99,058.3 1
$20,084,060.8 1
$2,524,632.00
498,730.25
245,687.14
161,144.57
46,955.87
$3,477,149.83
$16,606,910.98
$195,589.02
1,672,500.00
$1,868,089.02
$18,475,000.00
Part.3
Auditor’s Record for Existing Assessments
City of Carlsbad
Reassessment District No. 97- 1
IAlga Road and College Boulevard)
The total amounts of a.U Principal InstaIlments and Interest on the Existing
Assessments, including the total amounts thereof are as follows:
Assessment District No. 88-1 (Alga Road)
Tax Roll Interest
Year Rate
97198 7.50%
98199 7.60%
99/00 7.70%
OO/Ol 7.75%
01/02 7.80%
lO/ll 1 7.80%
Existing 1 Tax Roll Collection I
Assessments Principal Interest Total
$13,322,230.50 $556,323.74 $1,041,319.89 $ 1,597,643.63
12,765,906.76 600,632.71 999,595.61 1,600,228.32
12,165,274.05 -644,941.68 953,947.52 1,598,889.20
11,520,332.37 699,097.09 904,287.Ol 1,603,384.10
10,821,235.28 753,252.50 850,106.99 1,603,359.49
10,067,982.78 807,407.91 791,353.29 1,598,761.20
9,260,574.87 876,332.97 728,375.48 1,604,708.45
8,384,241.90 940,334.82 659,145.17 1,599,479.99
7,443,907.08 1,019,106.32 584,858.72 1,603,965.04
6,424,800.76 1,097,877.83 503,330.21 1,601,208.04
5,326,922.93 1,186,495.77 415,499.99 1,601,995.76
4,140,427.16 1,280,036.93 322,953.32 1,602,990.25
2,860,390.231 1,378,501.31/ 223,110.441 1,601,611.75(
1,481,888.92 1,481,888.92 115,587.33 1,597,476.25
Total $13,322,230.50 $9,093,470.97 $22,415,701.47
3-l
.-
Assessment District No. 85-2 (College Boulevard)
Tax Roll Interest -ting Tax Roll Collection I I Year I Rate I Assessments Principal 1 Interest Total I I I I I I 97198 1 7.80%1 $5,159,999.961 $415,000.00~ $411,045.001 $ 826,045.OO
98/99 7.90% 4,744,999.96 445,ooo.oo 378,675.OO 823,675.OO
99/00 7.90% 4,299,999.96 480,OOO.OO 343,520.OO 823,520.OO
OO/Ol 8.00% 3,819,999.96 520,000.00 305,600.OO 825,600.OO
01/02 8.00% 3,299,999.96 560,OOO.OO 264,OOO.OO 824,OOO.OO I I I I I 02/03 1 S.OO%,l 2,739,999.961 610,000.001 219,200.00~ 829,200.OO
03/04 8.00% 2,129,999.96 654,999.99 170,400.00 825,399.99
04105 8.00% 1,474,999.97 709,999.98 118,OOO.OO 827,999.98
05/06 8.00% 764,999.99 764,999.99 61,200.OO 826,199.99
Total $5,159,999.96 $2,271,640.00 $7,431,639.96
Summary of Auditor’s Record for Total Current Assessments
Tax Roll Existing Tax Roll Collection
Year Assessments Principal Interest Total
97198 $18,482,230.46 $ 971,323.74 $ 1,452,364.89 $ 2,423,688.63
98199 1 17,510,906.721 1,045,632.711 1,378,270.611 2,423,903.32
99/00 1 16,465,274.011 1,124,941.681 1,297,467.521 2,422,409.201
OO/Ol I 15,340,332.331 1,219,097.091 1,209,887.011 2,428,984.101
01/02 I 14,121,235.241 1,313,252.501 1,114,106.991 2,427,359.491
02103 12,807,982.74 1,417,407.91 1,010,553.29 2,427,961.20
03104 11,390,574.83 1,531,332.96 898,775.48 2,430,108.44 I 04;05 1 I I I 9,859,241.871 1,650,334.80) 777,145.171 2,427,479.97
05;06 8,208,907.07 1,784,106.31 646,058.72 2,430,165.03
06/07 6,424,800.76 1,097,877.83 503,330.21 1,601,208.04 I 07;08 1 I I I 5,326,922.931 1,186,495.771 415,499.99( 1,601,995.76
OS;09 4,140,427.16 1,280,036.93 322,953.32 1,602,990.25
09/10 2,860,390.23 1,378,501.31 223,110.44 1,601,611.75
lO/ll 1,481,888.92 1,481,888.92 115,587.33 1,597,476.25
Total 1 $ 18,482,230.461 $11,365,110.971 $ 29,847,341.431
3-2
The complete Auditor’s Record for the Existing Assessments showing the
schedule of principal instalhnents and interest on the unpaid amounts thereof,
by individual assessment numbers for all lots and parcels within the respective
Assessment Districts, are too voluminous to include in the body of this Report.
The Auditor’s Record for the Existing Assessments for Assessment District No
88-l (Alga Road) is contained in Appendix A- 1 to this Report; and Auditor’s
Record for the Existing Assessments for Assessment District No 85-2 (College
Boulevard) is contained in Appendix A-2 to this Report which are on file and
available for review in the office of the City Clerk of the City of Carlsbad.
3-3
Part4
Reassessment Roll
City of Carlsbad
Reassessment District No. 97- 1
IAlga Road and College Boulevardl
By virtue of the authority of the “Refunding Act of 1984 for 19 15 Improvement
Bonds, being division 11.5 of the Streets and Highways Code of the State of
California, I, the undersigned Reassessment Engineer, hereby makes the
following reassessment to cover the costs and expenses of the proposed
reassessment and refunding for the Assessment Districts based upon the total
costs as follows:
Principal Amount of the Original Bonds to be Refunded: $18,690,000.00
Incidental Expenses: 3,262,149.83
Total Sources: 3,477,149.83
Reassessment and Principal of Refunding Bonds: $18,475,000.00
The undersigned Reassessment Engineer, by virtue of authorkation of the City
Council of the City of Carlsbad, hereby makes the following reassessment
identified by a reassessment number corresponding to a reassessment number
on the reassessment diagram of the Reassessment District.
Dated: November 7, 1997 Galen N. Peterson,
Consulting Engineer
,/ Galen N. Pete&on, P.E. ’
REASSESSMENT ENGINEER
City of Carlsbad
State of California
4-1
Reassessment Roll
City of Carlsbad Reassessment District No. 97-1 (Alga Road and College Boulevard)
Reassessment Assessor Number Parcel Number Total Reassessment
0000000001 2155920700 0000000001 2155920800 0000000001 2155920900
447,511.12
2120411200 2120411200 2120411300 2120411300 2120411400 2120411400 2120411500 2120411500 2120411600 2120411600 2120411700 2120411700 2120411800 2120411800
2120411900 2120411900 2120412000 2120412000 2120412100 2120412100 2120412200 2120412200 2120412300 2120412300 2120412400 2120412400
2120412500 2120412500
2120412600 2120412600 2120412700 2120412700 2120412800 2120412800 2120412900 2120412900 2120413000 2120413000
2120413100 2120413100
2120413200 2120413200 2120413300 2120413300 2120413400 2120413400 2120413500 2120413500 2120700100 2120700100 2120700700 2120700700 2120700800 2120700800 2120700900 2120700900 2120701000 2120701000
2120701100 2120701100
2120701200 2120701200
2120701300 2120701300 2120701400 2120701400 2120701500 2120701500
2120702000 2120702000
2120702100 2120702100
2120702200 2120702200
2120702300 2120702300
2120702400 2120702400
2120810100 2120810100
2120810200 2120810200
2120810300 2120810300
28,687.79
37,582.08
20,250.20
31,141.64 28,842.59 27,325.38 22,982.73 14,699.97 23,617.48 18,392.38
25,188.89
16,201.71
16,921.61 14,297.44
16,248.15 24,089.68 39,347.Ol 38,642.57
17,347.36
24,538.66 35,778.45 14,506.45 31,296.46
20,693.40 7,599.56 10,988.55 16,739.57 16,174.74
11,553.38
9,807.54 15,507.21 11,142.60 7,959.oo 14,788.34
34,454.76
18,947.55
42,978.59
9,653.50
29,731.31
28,924.65
46,671.23
4 - 2
Reassessment Roll
.-
City of Carlsbad Reassessment District No. 97-l (Alga Road and College Boulevard
Reassessment Assessor Number Parcel Number Total Reassessment
2120810400 2120810400 2120810500 2120810500 2120810600 2120810600 2120810700 2120810700 2120810800 2120810800 2120810900 2120810900 2120811000 2120811000 2120811100 2120811100 2120811200 2120811200 2120811300 2120811300 2120811400 2120811400 2120811500 2120811500 2120811600 2120811600 2120811700 2120811700 2120811800 2120811800 2120812100 2120812100 2120820100 2120820100
2120820200 2120820200
2120820300 2120820300 2120820400 2120820400
2120820500 2120820500
2120820600 2120820600
2120820700 2120820700
2120820800 2120820800
2120820900 2120820900
2120910100 2120910100 2120910200 2120910200 2120910300 2120910300 2120910400 2120910400
2120910500 2120910500
2120910600 2120910600
2120910700 2120910700
2120910800 2120910800
2120910900 2120910900 2120920600 2120920600 2121200100 2121200100 2121200200 2121200200
2121200300 2121200300
2121200400 2121200400
2121200500 2121200500 2121200600 2121200600 2121200700 2121200700 2121200800 2121200800 2121200900 2121200900 2121201000 2121201000 2121201100 2121201100
2121201200 2121201200
2121201300 2121201300
2121201400 2121201400
21,434.20 27,541.80 22,932.29 18,898.97 24,430.37 23,969.42 41,255.08 30,653.21
17,055.17 26,735.13 30,192.26
75,480.64
4,504.87 31,459.87
35,838.90 24,199.90 36,415.09 31,575.10 31,690.34
98,643.40
48,284.57
146,351.77
31,229.40
36,069.38 54,507.39 54,737.87 49,667.42 51,395.98 16,594.21
17,285.64
33,188.43 ‘34,356.67 41,514.31 47,240.42
73,007.93
40,082.78
54,398.07
21,472.91
17,178.34
22,904.44
41,514.31
83,028.63
34,356.67 38,651.25 18,609.87
4 - 3
Reassessment Roll
City of Carlsbad Reassessment District No. 97-l (Alga Road and College Boulevard
Reassessment Assessor Number Parcel Number Total Reassessment
2121201500 2121201600 2121201700 2121201800 2121201900 2121202000
2121202100
2121202200 2121202300 2121202400 2121202500
2121202600
2121202700
2121202800 2121202900 2121203000 2121203300 2121203400
2121301700
2121301800 2121301900 2121302000 2121302100 2121302200 2121302300 2121302600 2121302700
2121302800
2121302900 2121303000 2121303100 2121303200
2121303300
2121303400
2121303500 2121303600 2121303700 2121303800 2121303900 2121304000 2121304100 2121304200 2121304300 2141700500
2141706600
2141707200
2141707300 2150401900 2150402400
.
2121201500 2121201600 2121201700 2121201800 2121201900 2121202000 2121202100 2121202200 2121202300 2121202400
2121202500
2121202600 2121202700 2121202800 2121202900 2121203000
2121203300
2121203400
2121301700 2121301800 2121301900 2121302000 2121302100 2121302200 2121302300 2121302600
2121302700
2121302800 2121302900 2121303000
2121303100
2121303200
2121303300 2121303400 2121303500 2121303600 2121303700 2121303800 2121303900 2121304000 2121304100 2121304200 2121304300 2141700500
2141706600
2141707200
2141707300
2150401900 2150402400
40,082.78 61,555.71 42,945.84 27,199.03 21,472.91 28,630.56 44,377.37 40,082.78 30,062.08 38,651.25
74,439.46
114,522.24
40,082.78 38,651.25 44,377.37 34,356.67
102,475.90
355,018.95
31,884.60
21,819.77 17,708.06 22,349.50 34,041.35 26,953.09 23,144.08 18,439.59 54,738.61
17,808.97
14,554.92 19,019.77 51,333.20
59,026.88
63,315.16
48,886.36
366,193.67 141,746.65 47,941.92 43,631.55 35,049.04 63,707.52 44,899.71 23,044.27
92,536.09
601,484.26
4 -4
Reassessment Roll
City of Carlsbad Reassessment District No. 97-1 (Alga Road and College Boulevard
Reassessment Assessor Number Parcel Number Total Reassessment
2150402500 2150402500 2150802600 2150802600 2150802700 2150802700 2155904400 2155904400 2155904500 2155904500 2155904600 2155904600 2155904700 2155904700 2155904800 2155904800
2155904900 2155904900
2155905000 2155905000
2155905100 2155905100 2155905200 2155905200 2155905300 2155905300 2155905400 2155905400 2155905500 2155905500 2155905600 2155905600 2155905700 2155905700 2155905800 2155905800
2155905900 2155905900
2155906000 2155906000
2155906100 2155906100
2155906200 2155906200 2155906300 2155906300
2155906400 2155906400
2155906500 2155906500
2155906600 2155906600 2155906700 2155906700 2155906800 2155906800 2155906900 2155906900 2155907000 2155907000 2155907100 2155907100 2155907200 2155907200 2155907300 2155907300 2155907400 2155907400
2155907500 2155907500
2155907600 2155907600
2155907700 2155907700
2155907800 2155907800 2155907900 2155907900 2155908000 2155908000
2155908100 2155908100
2155908200 2155908200
2155913100 2155913100
2155913300 2155913300
2155913400 2155913400
2155913500 2155913500
2155913600 2155913600
2155913700 2155913700
2155913800 2155913800
734,120.04 2,103,653.34
7,711.34 7,711.34
7,711.34 7,711.34
7,711.34
7,711.34
7,711.34
7,711.34 7,711.34 7,711.34
7,711.34 7,711.34
7,711.34
7,711.34
7,711.34 7,711.34
7,711.34
7,711.34
7,711.34
7,711.34 7,711.34
7,711.34
7,711.34
7,711.35
7,711.35
7,711.35
7,711.35
7,711.35 7,711.35 7,711.35
4 - 5
-
Reassessment Roll
City of Carlsbad Reassessment District No. 97-l (Alga Road and College Boulevard)
Reassessment Assessor Number Parcel Number Total Reassessment
2155913900 2155913900 2155914000 2155914000 2155914100 2155914100 2155914200 2155914200 2155914300 2155914300
2155914400 2155914400
2155914500 2155914500
2155914600 2155914600
2155914700 2155914700 2155914800 2155914800 2155914900 2155914900 2155915000 2155915000 2155915100 2155915100 2155915200 2155915200 2155915300 2155915300 2155915400 2155915400 2155915500 2155915500 2155915600 2155915600 2155915700 2155915700
2155915900 2155915900 2155920200 2155920200 2155920300 2155920300 2155920400 2155920400 2155920500 2155920500
2155920600 2155920600
2155921100 2155921100
2155921600 2155921600
2155921700 2155921700 2155921800 2155921800 2155921900 2155921900 2155922000 2155922000 2155922100 2155922100 2155922200 2155922200
2155922400 2155922400
2156000100 2156000100 2156000200 2156000200 2156000300 2156000300 2156000400 2156000400 2156000500 2156000500 2156000600 2156000600 2156000700 2156000700 2156000800 2156000800
2156000900 2156000900
2156001000 2156001000
2156001100 2156001100
2156001200 2156001200
2156001300 2156001300
2156001400 2156001400
2156001500 2156001500
7,711.35
7,711.35 7,711.35 7,711.35 7,711.35
7,711.35
7,711.35 7,711.35 7,711.35 7,711.35 7,711.35 7,711.35 7,711.35
7,711.35
7,711.35
7,711.35
7,711.35 300,433.82
152,808.69
447,511.15
305,617.36
199,388.31
7,711.34 7,711.34 7,711.34
7,711.34
7,711.34
7,711.34
7,711.34 7,711.34 7,711.34
7,711.34
7,711.34
7,711.34
7,711.34
7,711.34
7,711.34
4 - 6
-
Reassessment Roll
City of Carlsbad
Reassessment District No. 97-l
(Alga Road and College Boulevard)
Reassessment Assessor
Number Parcel Number
Total
Reassessment
2156001600 2156001600
2156001700 2156001700
2156001800 2156001800
2156001900 2156001900 2156002000 2156002000 2156002100 2156002100 2156002200 2156002200 2156002300 2156002300 2156002400 2156002400 2156002500 2156002500 2156002600 2156002600
2156002700 2156002700
2156010100 2156010100
2156010200 2156010200 2156010300 2156010300 2156010400 2156010400 2156010500 2156010500
2156010600 2156010600
2156010700 2156010700
2156010800 2156010800
2156010900 2156010900 2156011000 2156011000 2156011100 2156011100 2156011200 2156011200 2156012700 2156012700 2156013100 2156013100
2156013200 2156013200
2156013300 2156013300
2156014800 2156014800 2156014900 2156014900 2156015000 2156015000 2156015100 2156015100
2156015200 2156015200
2156015300 2156015300
2156015400 2156015400
2156015500 2156015500 2156015600 2156015600 2156015700 2156015700 2156015800 2156015800 2156015900 2156015900 2156016000 2156016000 2156016100 2156016100 2156016200 2156016200 2156016300 2156016300
2156016700 2156016700
2156016800 2156016800
2156016900 2156016900
2156017100 2156017100
2156017500 2156017500
7,711.34
7,711.34
7,711.34
7,711.34
7,711.34 7,711.34 7,711.34 7,711.34 7,711.34 7,711.34 7,711.34
7,711.34
7,711.34 7,711.34 7,711.34 7,711.34 7,711.34
7,711.34
7,711.34
7,711.34
7,711.34
7,711.34
7,711.34 7,711.34
7,711.34
4 - 7
-
Reassessment Roll
City of Carlsbad Reassessment District No. 97-l
(Alga Road and College Boulevard)
Reassessment Assessor Number Parcel Number Total Reassessment
2156017600 2156017600 2156017700 2156017700 2156017800 2156017800 2156017900 2156017900
2156018000 2156018000 2156018100 2156018100
2156018200 2156018200
2156018300 2156018300
2156020100 2156020100 2156020200 2156020200 2156020300 2156020300 2156020400 2156020400 2156020500 2156020500 2156020600 2156020600
2156020700 2156020700 2156020800 2156020800 2156020900 2156020900 2156021000 2156021000 2156021100 2156021100 2156021200 2156021200 2156021300 2156021300 2156021400 2156021400 2156021500 2156021500 2156021600 2156021600
2156021700 2156021700 2156023400 2156023400 2156023500 2156023500
2156023600 2156023600
2156023700 2156023700 2156023800 2156023800 2156025300 2156025300 2156025400 2156025400 2156025800 2156025800 2156025900 2156025900 2156026000 2156026000 2156026100 2156026100 2156026200 2156026200 2156026300 2156026300
2156026400 2156026400
2156026500 2156026500
2156026600 2156026600 2156026700 2156026700 2156026800 2156026800
2156026900 2156026900
2156027000 2156027000
2156027100 2156027100
2156027200 2156027200
2156027300 2156027300 2156027400 2156027400
7,711.34
7,711.34
7,711.34
7,711.34 7,711.34
7,711.34
7,711.34 7,711.34
7,711.34 7,711.34
7,711.34
7,711.34 7,711.34 7,711.34 7,711.34
7,711.34 7,711.34
4 - 8
Reassessment Roll
City of Carlsbad Reassessment District No. 97-l (Alga Road and College Boulevard)
Reassessment Assessor Total Number Parcel Number Reassessment
2156027500
2156027600
2156027700
2156027800 2156027900
2156028000
2156028100
2156028200
2156028300
2156028400
2156028500
2156028600
2156028700
2156028800
2156028900
2156029000 2156100200 2156100300
2156100400
2156100500 2156100600 2156100700 2156100800
2156100900
2156101000
2156101100
2156101200
2156101300 2156101400 2156101500 2156101600 2156101700 2156101800
2156101900
2156102000 2156102100 2156102200 2156102300 2156102400 2156102500 2156102600 2156102700
2156102800
2156102900
2156103000
2156103100
2156103200
2156103300
2156103400
7,711.34
2156027500 7,711.34
2156027600
2156027700
2156027800
2156027900
2156028000
2156028100
2156028200
2156028300 7,711.34
2156028400
2156028500
2156028600
2156028700 7,711.34
2156028800
2156028900 7,711.34
2156029000 7,711.34 2156100200 2156100300
2156100400
2156100500 2156100600 2156100700 2156100800
2156100900
2156101000 2156101100
2156101200
2156101300 2156101400 2156101500 2156101600 2156101700 2156101800
2156101900
2156102000 2156102100 2156102200 2156102300 2156102400 2156102500 2156102600 2156102700 2156102800
2156102900 2156103000
2156103100
2156103200
2156103300
2156103400
7,711.34
7,711.34
7,711.34 7,711.34
4 - 9
-
Reassessment Roll
City of Carlsbad Reassessment District No. 97-l (Alga Road and College Boulevard)
Reassessment Assessor Number Parcel Number
Total
Reassessment
2156103500 2156103500
2156103600 2156103600
2156103700 2156103700
2156103800 2156103800
2156103900 2156103900
2156104000 2156104000
2156104300 2156104300
2156104400 2156104400
2156104500 2156104500
2156110100 2156110100
2156110200 2156110200
2156110300 2156110300
2156110400 2156110400
2156110500 2156110500 2156110600 2156110600 2156110700 2156110700
2156110800 2156110800
2156110900 2156110900
2156111000 2156111000
2156111100 2156111100
2156111200 2156111200
2156111300 2156111300 2156111400 2156111400 2156111500 2156111500 2156111600 2156111600 2156111700 2156111700
2156111800 2156111800
2156111900 2156111900
2156112000 2156112000
2156112100 2156112100 2156112200 2156112200
2156112300 2156112300
2156112400 2156112400
2156112500 2156112500
2156112800 2156112800 2156112900 2156112900
2156113100 2156113100 2156120500 2156120500 2156121100 2156121100 2156121500 2156121500
2156121800 2156121800 2156122200 2156122200 2156122400 2156122400
2156122500 2156122500
2156205600 2156205600
2156205700 2156205700
2156205800 2156205800
2156205900 2156205900
2156206000 2156206000
7,711.34
7,711.34
7,711.34
7,711.34
7,711.34
7,711.34
7,711.37
7,550.69
7,550.69
7,550.69
7,550.69
7,550.69
4 - 10
-
Reassessment Roll
City of Carlsbad
Reassessment District No. 97-l
(Alga Road and College Boulevard)
Reassessment Assessor Number Parcel Number Total Reassessment
2156206100 2156206100 2156206200 2156206200 2156206300 2156206300 2156206400 2156206400 2156206500 2156206500 2156206600 2156206600 2156206700 2156206700 2156206800 2156206800 2156206900 2156206900 2156207000 2156207000 2156207100 2156207100
2156207200 2156207200
2156207300 2156207300
2156207400 2156207400
2156207500 2156207500 2156207600 2156207600 2156207700 2156207700 2156207800 2156207800 2156207900 2156207900 2156210100 2156210100 2156210200 2156210200 2156210300 2156210300
2156210400 2156210400
2156210500 2156210500 2156210600 2156210600 2156210700 2156210700
2156210800 2156210800
2156210900 2156210900
2156211000 2156211000 2156211600 2156211600 2156211700 2156211700 2156211800 2156211800 2156211900 2156211900 2156212000 2156212000 2156212100 2156212100 2156212400 2156212400 2156212500 2156212500
2156212600 2156212600
2156212700 2156212700
2156212800 2156212800 2156212900 2156212900
2156213000 2156213000
2156213100 2156213100
2156400100 2156400100
2156400200 2156400200
2156400300 2156400300
2156400400 2156400400
2156400500 2156400500
2156400600 2156400600
7,550.69
7,550.69
7,550.69
7,550.69
7,550.69
7,550.69
7,550.69
7,550.69
7,550.69
7,550.69
7,550.69
7,550.69
7,550.69
7,550.69
7,550.69
7,550.69
7,550.69
7,550.69
7,550.69
7,550.69
7,550.69
7,550.69
7,550.69
7,550.69
7,550.69
7,550.69
7,550.70 7,550.69 7,550.69 7,550.69 7,550.69 7,550.69 7,550.69 7,550.70
7,550.69
7,550.69
7,550.69 7,550.69 7,550.69 7,550.69
7,711.34 7,711.34
4 - 11
Reassessment Roll
City of Carlsbad
Reassessment District No. 97-l (Alga Road and College Boulevard)
Reassessment Assessor
Number Parcel Number
Total
Reassessment
2156400700
2156400800 2156400900
2156401000
2156401100
2156401200
2156401300 2156401400 2156401500
2156401600
2156401700
2156401800
2156401900
2156402000 2156402100 2156402200 2156402300
2156402400
2156402500
2156402600
2156402700
2156402800 2156402900 2156403000
2156403100
2156403200
2156403300
2156403400
2156403500 2156403600 2156403700 2156403800 2156403900 2156404000 2156404100 2156404200
2156404300
2156404400 2156404500 2156404600 2156404700 2156404800 2156404900 2156405000 2156405100 2156405200 2156410100
2156410200
2156410300
2156400700 2156400800 2156400900 2156401000 2156401100 2156401200 2156401300 2156401400 2156401500 2156401600
2156401700
2156401800
2156401900
2156402000 2156402100 2156402200 2156402300 2156402400
2156402500
2156402600
2156402700
2156402800
2156402900 2156403000 2156403100
2156403200
2156403300
2156403400
2156403500
2156403600
2156403700
2156403800
2156403900 2156404000 2156404100 2156404200
2156404300
2156404400 2156404500 2156404600 2156404700 2156404800 2156404900 2156405000 2156405100 2156405200 2156410100 2156410200 2156410300
7,711.34
7,711.34 7,711.34 7,711.34 7,711.34 7,711.34
7,711.34
7,711.34
7,711.34
7,711.34
7,711.34
7,711.34 7,711.34
7,711.34 7,711.34
7,711.34
7,711.34
7,711.34
7,711.34
7,711.34
7,711.34
7,711.34
7,711.34
7,711.34
7,711.34
7,711.34 7,711.34
7,711.34 7,711.34 7‘711.34
7,711.34
7,711.34
4 - 12
Reassessment Roll
City of Carlsbad Reassessment District No. 97-l (Alga Road and College Boulevard)
Reassessment Assessor Number Parcel Number Total Reassessment
2156410400 2156410400
2156410500 2156410500
2156410600 2156410600
2156410700 2156410700
2156410800 2156410800 2156411100 2156411100 2156411200 2156411200 2156411300 2156411300 2156411400 2156411400 2156411500 2156411500
2156411600 2156411600
2156411700 2156411700 2156411800 2156411800 2156411900 2156411900 2156412000 2156412000 2156412100 2156412100 2156412200 2156412200 2156412300 2156412300
2156412400 2156412400 2156412500 2156412500 2156412600 2156412600 2156412700 2156412700 2156412800 2156412800 2156412900 2156412900 2156413000 2156413000 2156413100 2156413100 2156413200 2156413200 2156413300 2156413300 2156413400 2156413400 2156413500 2156413500 2156413600 2156413600 2156420100 2156420100 2156420200 2156420200
2156420300 2156420300 2156420400 2156420400 2156420500 2156420500 2156420600 2156420600 2156420700 2156420700 2156420800 2156420800 2156420900 2156420900 2156421000 2156421000 2156421100 2156421100 2156421200 2156421200 2156421300 2156421300
2156421400 2156421400 2156421500 2156421500 2156421600 2156421600 2156421700 2156421700 2156421800 2156421800
7,711.34
7,711.34
7,711.35 7,711.35 7,711.35 7,711.35 7,711.35 7,711.35
7,711.35
7,711.35
7,711.35
7,711.35
7,711.34 7,711.35 7,711.35 7,711.35
7,711.35
7,711.35
7,711.35 7,711.35
7,711.35
7,711.35
7,711.35
7,711.35
7,711.35
7,711.35 7,711.35 7,711.35 7,711.35
7,711.36
4 - 13
Reassessment Roll
City of Carlsbad
Reassessment District No. 97-l (Alga Road and College Boulevard)
Reassessment Assessor Number Parcel Number Total Reassessment
2156421900 2156421900
2156422000 2156422000 7,711.36 2156422100 2156422100 7,711.36 2156422200 2156422200 2156422300 2156422300 2156422400 2156422400 7,711.36 2156422500 2156422500 2156422600 2156422600 2156422700 2156422700 2156422800 2156422800 7,711.36
2156422900 2156422900
2156423000 2156423000 2156423100 2156423100 7,711.36 2156423200 2156423200 2156423300 2156423300 2156423400 2156423400 7,711.36 2156423500 2156423500 2156423600 2156423600
2156430100 2156430100
2156430400 2156430400
2156430500 2156430500 - 2156430600 2156430600 2156430800 2156430800
2156431100 2156431100
2156431200 2156431200
2156440900 2156440900
2156441000 2156441000 2156500101 2156500101 2156500102 2156500102 2156500103 2156500103 2156500104 2156500104
2156500105 2156500105
2156500106 2156500106
2156500107 2156500107
2156500108 2156500108 2156500109 2156500109 2156500110 2156500110 2156500111 2156500111 2156500112 2156500112 2156500113 2156500113 2156500114 2156500114
2156500115 2156500115
2156500201 2156500201
2156500202 2156500202
2156500203 2156500203 2156500204 2156500204 2156500205 2156500205 2156500206 2156500206 2156500207 2156500207
4 - 14
Reassessment Roll
City of Carlsbad
Reassessment District No. 97-l
(Alga Road and College Boulevard)
Reassessment Assessor Number Parcel Number
Total
Reassessment
2156500208 2156500208
2156500209 2156500209
2156500210 2156500210 2156500301 2156500301 2156500302 2156500302 2156500303 2156500303 2156500304 2156500304 2156500305 2156500305 2156500306 2156500306
2156500307 2156500307
2156500308 2156500308
2156500309 2156500309
2156500310 2156500310 2156500311 2156500311 2156500401 2156500401 2156500402 2156500402 2156500403 2156500403 2156500404 2156500404 2156500405 2156500405 2156500406 2156500406
2156500407 2156500407
2156500408 2156500408 2156500409 2156500409 2156500410 2156500410 2156500411 2156500411 2156500412 2156500412
2156500413 2156500413
2156500501 2156500501
2156500502 2156500502
2156500503 2156500503 2156500504 2156500504 2156500505 2156500505 2156500506 2156500506 2156500507 2156500507 2156500600 2156500600 2156500700 2156500700
2156500800 2156500800
2156500900 2156500900 2156600100 2156600100 2156600200 2156600200 2156600300 2156600300 2156600400 2156600400 2156600500 2156600500 2156600600 2156600600 2156600700 2156600700
2156600800 2156600800
2156600900 2156600900
2156601000 2156601000
2156601100 2156601100
5,948.75
5,948.75
5,948.75
5,948.75
5,948.74
5,948.75
7,639.59
7,639.59
7,639.59
7,639.59
7,639.59
7,639.59
7,639.59
4 - 15
Reassessment Roll
City of Carlsbad Reassessment District No. 97-l (Alga Road and College Boulevard)
Reassessment Assessor Number Parcel Number Total Reassessment
2156601200 2156601200 2156601300 2156601300 2156601400 2156601400 2156601500 2156601500 2156601600 2156601600 2156601700 2156601700 2156601800 2156601800 2156601900 2156601900 2156602000 2156602000 2156602100 2156602100 2156602200 2156602200 2156602300 2156602300 2156602400 2156602400 2156602500 2156602500 2156602600 2156602600 2156602700 2156602700
2156701300 2156701300
2156701401 2156701401
2156701402 2156701402 2156701403 2156701403 2156701404 2156701404 2156701405 2156701405 2156701406 2156701406 2156701407 2156701407 2156701501 2156701501
2156701502 2156701502 2156701503 2156701503 2156701504 2156701504 2156701505 2156701505 2156701506 2156701506 2156701507 2156701507 2156701508 2156701508
2156701509 2156701509 2156701510 2156701510 2156701511 2156701511 2156701512 2156701512 2156701513 2156701513 2156701514 2156701514 2156701515 2156701515 2156701516 2156701516 2156701517 2156701517
2156701601 2156701601
2156701602 2156701602 2156701603 2156701603 2156701604 2156701604 2156701605 2156701605 2156701606 2156701606 2156701607 2156701607 2156701608 2156701608
7,639.59
7,639.59
7,639.59
7,639.59
7,639.59
7,639.59
7,639.59
7,639.59
7,639.59
7,639.59
6,828.36
6,828.36
6,828.36
4 - 16
Reassessment Roll
City of Carlsbad
Reassessment District No. 97-l
(Alga Road and College Boulevard)
Reassessment Assessor Total Number Parcel Number Reassessment
2156701609 2156701610 2156701611 2156701612 2156701613 2156701614 2156701615
2156701616 2156701617 2156701618 2156701701
2156701702
2156701703
2156701704 2156701705 2156701706 2156701707 2156701708 2156701709 2156701710
2156701711
2156701712
2156701713
2156701714
2156701715
2156701716 2156710200 2156710300
2156710601
2156710602 2156710603 2156710604 2156710605 2156710606 2156710607 2156710608 2156710609 2156710610 2156710611 2156710612
2156710613
2156710614 2156710615 2156710616 2156710617 2156710618
2156710619
2156710620
2156800100
6,828.36
6,828.36
6,828.36 6‘828.36
6,828.36
2156701609 2156701610 6,828.36 2156701611 6t828.36 2156701612 6,828.36 2156701613 2156701614 6,828.36 2156701615 2156701616 2156701617 2156701618
2156701701
2156701702
2156701703
2156701704 2156701705 2156701706 2156701707 2156701708 2156701709
2156701710
2156701711
2156701712
2156701713 2156701714 2156701715 2156701716 2156710200 2156710300
2156710601
2156710602 2156710603 2156710604 2156710605 2156710606 2156710607 2156710608 2156710609 2156710610
2156710611
2156710612
2156710613 2156710614 2156710615 6,828.36 2156710616 2156710617 2156710618 6,828.37 2156710619
2156710620
2156800100 7,639.59
6,828.36
6,828.36
4 - 17
Reassessment Roll
City of Carlsbad Reassessment District No. 97-l (Alga Road and College Boulevard)
Reassessment Assessor Number Parcel Number Total Reassessment
2156800200 2156800200 2156800300 2156800300 2156800400 2156800400 2156800500 2156800500 2156800600 2156800600 2156800700 2156800700
2156800800 2156800800
2156800900 2156800900
2156801000 2156801000 2156801100 2156801100 2156801200 2156801200
2156801300 2156801300
2156801400 2156801400
2156801500 2156801500
2156801600 2156801600 2156801700 2156801700 2156801800 2156801800 2156801900 2156801900
2156802000 2156802000
2156802100 2156802100
2156802200 2156802200 2156802300 2156802300 2156900100 2156900100
2156900200 2156900200
2156900300 2156900300 2156900400 2156900400 2156900500 2156900500 2156900600 2156900600 2156900700 2156900700 2156900800 2156900800 2156900900 2156900900 2156901000 2156901000 2156901100 2156901100 2156901200 2156901200
2156901300 2156901300
2156901400 2156901400
2156901500 2156901500 2156901600 2156901600 2156901700 2156901700 2156901800 2156901800
2156901900 2156901900
2156902000 2156902000
2156902100 2156902100
2156902200 2156902200
2156902300 2156902300 2156902400 2156902400 2156902500 2156902500 2156902600 2156902600 2156902700 2156902700
7,639.59
7,639.59
7,639.5‘9
7,639.59
7,639.59
7,639.59
7,639.59
7,639.59
7,639.59
7,639.59
7,639.59
7,639.59
7,639.59
7,639.59
7‘639.59
7,639.60
7,639.60
7,639.61 7,639.60 7,639.60 7,639.60 7,639.60 7,639.60 7,639.61 7,639.60 7,639.60 7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
4 - 18
Reassessment Roll
City of Carlsbad
Reassessment District No. 97-l
(Alga Road and College Boulevard)
Reassessment Assessor Number Parcel Number Total
Reassessment
2156902800 2156902800 2156902900 2156902900 2156903000 2156903000 2156903100 2156903100 2156903200 2156903200 2156903300 2156903300 2156903400 2156903400
2156903500 2156903500 2156903600 2156903600 2156903700 2156903700 2156903800 2156903800
2156903900 2156903900
2156904000 2156904000
2156904100 2156904100 2156904200 2156904200 2156904300 2156904300
2156910100 2156910100
2156910200 2156910200
2156910300 2156910300 2156910400 2156910400 2156910500 2156910500 2156910600 2156910600 2156910700 2156910700 2156910800 2156910800 2156910900 2156910900 2156911000 2156911000 2156911100 2156911100 2156911200 2156911200
2156911300 2156911300 2156911400 2156911400 2156911500 2156911500 2156911600 2156911600 2156911700 2156911700 2156911800 2156911800 2156911900 2156911900
2156912000 2156912000 2156912100 2156912100 2156912200 2156912200 2156912300 2156912300 2156912400 2156912400 2156912500 2156912500 2156912600 2156912600 2156912700 2156912700 2156912800 2156912800 2156912900 2156912900 2156913000 2156913000 2156913100 2156913100
2156913200 2156913200
2156913300 2156913300
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.59
7,639.59
7,639.59
7,639.59
7,639.59
7,639.59
7,639.59
7,639.59
7,639.59
7,639.59
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.61 7,639.60
4 - 19
Reassessment Roll
City of Carlsbad
Reassessment District No. 97-1
(Alga Road and College Boulevard)
Reassessment Assessor Number Parcel Number Total
Reassessment
2156913400 2156913400 2156913500 2156913500 2156913600 2156913600 2156913700 2156913700 2156913800 2156913800 2156913900 2156913900 2156914000 2156914000
2156914100 2156914100 2156914200 2156914200 2156914300 2156914300 2156914400 2156914400
2156914500 2156914500
2156914600 2156914600
2156914700 2156914700
2156914800 2156914800 2156914900 2156914900 2156915000 2156915000 2156915100 2156915100
2156915200 2156915200
2156915300 2156915300
2156915400 2156915400
2156915500 2156915500
2156915600 2156915600
2156915700 2156915700
2157000100 2157000100
2157000200 2157000200
2157000300 2157000300 2157000400 2157000400 2157000500 2157000500
2157000600 2157000600
2157000700 2157000700 2157000800 2157000800 2157000900 2157000900 2157001000 2157001000 2157001100 2157001100 2157001200 2157001200 2157001300 2157001300 2157001400 2157001400 2157001500 2157001500 2157001600 2157001600
2157010100 2157010100
2157010200 2157010200
2157010300 2157010300
2157010400 2157010400 2157010500 2157010500
2157010600 2157010600
2157010700 2157010700
2157010800 2157010800
2157010900 2157010900
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.61
7,639.60
7,639.60
7,639.60 7,639.60 7,639.60 7,639.60
7,639.61
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60 7,639.59 7,639.59 7,639.59 7,639.59
7,639.59
7,639.59 7,639.59 7,639.59 7,639.59 7,639.59 7,639.59 7‘639.59 7,639.59 7,639.59
7,639.59 7,639.59
7,639.59
7,639.59
7,639.59 7,639.59 7,639.59 7,639.59 7,639.59 7,639.59 7,639.59
4 - 20
Reassessment Roll
City of Carlsbad
Reassessment District No. 97-l (Alga Road and College Boulevard)
Reassessment Assessor
Number Parcel Number Total Reassessment
2157011000 2157011000
2157011100 2157011100
2157011200 2157011200
2157011300 2157011300
2157011400 2157011400 2157011500 2157011500 2157011600 2157011600 2157011700 2157011700
2157011800 2157011800
2157100100 2157100100
2157100200 2157100200
2157100300 2157100300 2157100400 2157100400 2157100500 2157100500 2157100600 2157100600 2157100700 2157100700 2157100800 2157100800 2157100900 2157100900 2157101000 2157101000
2157101100 2157101100
2157101200 2157101200
2157101300 2157101300
2157101400 2157101400 2157101500 2157101500 2157101600 2157101600
2157101700 2157101700
2157101800 2157101800
2157101900 2157101900
2157102000 2157102000
2157102100 2157102100
2157102200 2157102200
2157102300 2157102300
2157102400 2157102400
2157102500 2157102500 2157102600 2157102600 2157102700 2157102700
2157102800 2157102800
2157102900 2157102900
2157103000 2157103000 2157103100 2157103100 2157103200 2157103200 2157103300 2157103300 2157103400 2157103400 2157103500 2157103500
2157103600 2157103600
2157200100 2157200100
2157200200 2157200200
2157200300 2157200300
2157200400 2157200400
7,639.59
7,639.59
7,639.59
7,639.59
7,639.59
7,639.59
7,639.59
7,639.59
7,639.59
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.61
7,639.60 7,639.60 7,639.60
7,639.61
7,639.60 7,639.60 7,639.60 7,639.60 7‘639.60 7,639.60 7,639.60 7,639.60 7,639.60 7,639.60
7,639.61
7,639.60
7,639.61 7,639.60 7,639.61 7,639.60 7,639.60 7,639.60 7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
4 - 21
Reassessment Roll
City of Carlsbad Reassessment District No. 97-l
(Alga Road and College Boulevard)
Reassessment Assessor Number Parcel Number Total Reassessment
2157200500 2157200500 2157200600 2157200600 2157200700 2157200700 2157200800 2157200800 2157200900 2157200900 2157201000 2157201000 2157201100 2157201100
2157201200 2157201200
2157201300 2157201300
2157201400 2157201400
2157201500 2157201500
2157201600 2157201600
2157201700 2157201700
2157201800 2157201800
2157201900 2157201900 2157202000 2157202000
2157202100 2157202100
2157202200 2157202200
2157202300 2157202300 2157202400 2157202400 2157202500 2157202500 2157202600 2157202600 2157202700 2157202700 2157202800 2157202800 2157202900 2157202900 2157203000 2157203000 2157203100 2157203100 2157203200 2157203200 2157203300 2157203300
2157300501 2157300501 2157300502 2157300502 2157300503 2157300503 2157300504 2157300504 2157300505 2157300505 2157300506 2157300506
2157300507 2157300507
2157300508 2157300508 2157300509 2157300509 2157300601 2157300601 2157300602 2157300602 2157300603 2157300603 2157300604 2157300604 2157300605 2157300605 2157300606 2157300606 2157300607 2157300607 2157300608 2157300608 2157300609 2157300609
2157300701 2157300701
2157300702 2157300702
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60 7,639.61 7,639.60 7,639.60
7,639.60 7,639.60
6,828.37 6,828.37
6,828.38
4 - 22
Reassessment Roll
City of Carlsbad Reassessment District No. 97-l (Alga Road and College Boulevard)
Reassessment Assessor Number Parcel Number Total
Reassessment
2157300703 2157300703
2157300704 2157300704 2157300705 2157300705 2157300706 2157300706 2157300707 2157300707 2157300708 2157300708 2157300709 2157300709 2157300801 2157300801 2157300802 2157300802 2157300803 2157300803 2157300804 2157300804
2157300805 2157300805
2157300806 2157300806 2157300807 2157300807 2157300808 2157300808 2157300809 2157300809 2157300810 2157300810
2157300811 2157300811
2157300900 2157300900
2157301000 2157301000
2157301100 2157301100
2157301200 2157301200
2157301300 2157301300
2157301501 2157301501 2157301502 2157301502 2157301503 2157301503 2157301504 2157301504 2157301505 2157301505
2157301506 2157301506 2157301507 2157301507 2157301508 2157301508 2157301509 2157301509 2157301510 2157301510 2157301511 2157301511 2157301512 2157301512 2157301513 2157301513 2157301514 2157301514 2157301515 2157301515 2157301600 2157301600 2157400500 2157400500 2157400600 2157400600
2157400700 2157400700
2157400801 2157400801 2157400802 2157400802
2157400803 2157400803
2157400804 2157400804 2157400805 2157400805 2157400806 2157400806 2157400807 2157400807
6,828.37
6,828.37
6,828.35
6,828.36 6,828.36
6,828.36
6,828.36
6,828.36
6,828.36
6,828.36
6,828.36 6,828.36
34,377.29
6,875.46
6,875.46
6,875.46 6,875.46 6,875.46 6,875.46 6‘875.46
4 - 23
-
Reassessment Roll
City of Carlsbad Reassessment District No. 97-l (Alga Road and College Boulevard)
Reassessment Assessor Number Parcel Number
Total
Reassessment
2157400808 2157400808 2157400809 2157400809
2157400810 2157400810
2157400811 2157400811
2157400812 2157400812
2157400813 2157400813
2157400814 2157400814
2157400815 2157400815
2157400816 2157400816
2157400817 2157400817
2157400818 2157400818
2157400819 2157400819
2157400820 2157400820 2157400821 2157400821 2157400822 2157400822 2157400823 2157400823
2157500100 2157500100
2157500200 2157500200
2157500300 2157500300
2157500600 2157500600
2157600100 2157600100
2157600200 2157600200 2157600300 2157600300 2157600400 2157600400
2157600500 2157600500
2157600600 2157600600
2157600700 2157600700 2157600800 2157600800 2157600900 2157600900 2157601000 2157601000 2157601100 2157601100 2157601200 2157601200 2157601300 2157601300 2157601700 2157601700 2157601800 2157601800
2157601900 2157601900
2157602000 2157602000
2157602100 2157602100 2157602200 2157602200 2157602300 2157602300
2157602400 2157602400
2157602500 2157602500
2157610100 2157610100
2157610200 2157610200
2157610300 2157610300
2157610400 2157610400
2157610500 2157610500
2157610600 2157610600
2157610700 2157610700
6,875.46
6,875.46
6,875.46
6,875.46
6,875.46 6,875.46 6,875.46
6‘875.46
6,875.46
6,875.46
6,875.46
6,875.46 720,383.79
130,978.87
7,639.60
7,639.60
7,639.60 7,639.60 7,639.60
7,639.60
7,639.60 7,639.60 7,639.60 7,639.60 7,639.60 7,639.60 7,639.60 7,639.60 7,639.60 7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
4 - 24
Reassessment Roll
City of Carlsbad
Reassessment District No. 97-l (Alga Road and College Boulevard)
Reassessment Assessor Number Parcel Number Total Reassessment
2157610800 2157610800 2157610900 2157610900 2157611000 2157611000 2157611100 2157611100 2157700500 2157700500 2157700600 2157700600 2157700800 2157700800 2157700900 2157700900 2157701000 2157701000 2157701100 2157701100 2157701200 2157701200 2157701300 2157701300 2157701401 2157701401
2157701402 2157701402
2157701403 2157701403
2157701404 2157701404 2157701405 2157701405 2157701406 2157701406 2157701407 2157701407
2157701408 2157701408
2157701409 2157701409
2157701410 '2157701410
2157701411 2157701411
2157701412 2157701412 2157701413 2157701413 2157701414 2157701414 2157701415 2157701415 2157701416 2157701416
2157701417 2157701417
2157701418 2157701418
2157701419 2157701419
2157701420 2157701420
2157701421 2157701421 2157701422 2157701422 2157701423 2157701423
2157701424 2157701424
2157701425 2157701425 2157701426 2157701426 2157701427 2157701427 2157701428 2157701428 2157701501 2157701501 2157701502 2157701502 2157701503 2157701503 2157701504 2157701504 2157701505 2157701505 2157701506 2157701506
2157701507 2157701507
2157701508 2157701508
2157701509 2157701509
7,639.60
7,639.60
7,639.60
7,639.60
75,630.05
61,879.13
6,875.46
6,875.46
6,875.46
6,875.46
6,875.46
6,875.46
6,875.46 6,875.46 6,875.46
6,875.46
6,875.46
6,875.46 6,875.46 6,875.46
6,875.46
6,875.46
6,875.46
6,875.46
6,875.46
6‘875.46
6,875.46
6,875.46
6,875.46
6,875.46
6,875.46
6,875.46 6,875.45
4 - 25
-.
Reassessment Roll
City of Carlsbad Reassessment District No. 97-l (Alga Road and College Boulevard)
Reassessment Assessor Number Parcel Number Total Reassessment
2157701510 2157701510 2157701511 2157701511 2157701512 2157701512 2157701513 2157701513 2157701514 2157701514 2157701515 2157701515 2157710400 2157710400 2157710500 2157710500 2157710600 2157710600 2157710700 2157710700 2157710800 2157710800 2157711401 2157711401 2157711402 2157711402
2157711403 2157711403 2157711404 2157711404 2157711405 2157711405 2157711406 2157711406 2157711407 2157711407
2157711408 2157711408
2157711409 2157711409 2157711410 2157711410 2157711411 2157711411 2157800100 2157800100 2157800200 2157800200 2157800300 2157800300 2157800400 2157800400
2157800500 2157800500
2157800600 2157800600 2157800700 2157800700 2157800800 2157800800 2157800900 2157800900 2157801000 2157801000 2157801100 2157801100
2157801200 2157801200
2157801300 2157801300 2157810100 2157810100 2157810200 2157810200 2157810300 2157810300 2157810400 2157810400 2157810500 2157810500 2157810600 2157810600 2157810700 2157810700
2157810800 2157810800
2157810900 2157810900
2157811000 2157811000
2157811100 2157811100 2157811200 2157811200 2157811300 2157811300 2157811400 2157811400
6,875.45 6,875.45 6,875.45 6,875.45
6,875.45
6,875.45
6,875.46
6,875.46
6,875.46 6,875.46
6,875.46
6,875.46 6,875.46 6,875.46 6,875.46 6,875.46 7,639.60 7,639.60 7,639.60
7,639.60
7,639.60 7,639.60 7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
4 - 26
-
Reassessment Roll
City of Carlsbad Reassessment District No. 97-l (Alga Road and College Boulevard
Reassessment Assessor Number Parcel Number Total Reassessment
2157811500 2157811500 2157811600 2157811600 2157811700 2157811700 2157811800 2157811800 2157900100 2157900100 2157900200 2157900200 2157900300 2157900300 2157900400 2157900400
2157900500 2157900500
2157900600 2157900600
2157900700 2157900700
2157900800 2157900800
2157900900 2157900900 2157901000 2157901000 2157901100 2157901100
2157901200 2157901200
2157901300 2157901300
2157901400 2157901400
2157910100 2157910100
2157910200 2157910200 2157910300 2157910300 2157910400 2157910400 2157910500 2157910500
2157910600 2157910600
2157910700 2157910700
2157910800 2157910800 2157910900 2157910900 2157911000 2157911000 2157911100 2157911100 2157911200 2157911200
2157911300 2157911300
2157911400 2157911400
2157911500 2157911500
2157911600 2157911600
2157911700 2157911700
2157911800 2157911800
2157911900 2157911900
2157912000 2157912000 2158000100 2158000100
2158000200 2158000200
2158000300 2158000300
2158000400 2158000400
2158000500 2158000500
2158000600 2158000600 2158000700 2158000700 2158000800 2158000800 2158000900 2158000900 2158001000 2158001000
2158001100 2158001100
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
4 - 27
Reassessment Roll
City of Carlsbad Reassessment District No. 97-l (Alga Road and College Boulevard)
Reassessment Assessor Number Parcel Number
Total
Reassessment
2158001200 2158001200 2158001300 2158001300 2158001400 2158001400
2158001500 2158001500
2158001600 2158001600
2158001700 2158001700
2158010100 2158010100
2158010200 2158010200
2158010300 2158010300 2158010400 2158010400
2158010500 2158010500
2158010600 2158010600 2158010700 2158010700
2158010800 2158010800 2158010900 2158010900 2158011000 2158011000 2158011100 2158011100
2158011200 2158011200
2158011300 2158011300 2158011400 2158011400 2158011500 2158011500 2158011600 2158011600 2158011700 2158011700 2158011800 2158011800 2158011900 2158011900 2158012000 2158012000
2158012100 2158012100
2158012200 2158012200
2158012300 2158012300 2158012400 2158012400 2158012500 2158012500 2158012700 2158012700 2158012800 2158012800 2158100100 2158100100
2158100200 2158100200
2158100300 2158100300 2158100400 2158100400 2158100500 2158100500 2158100600 2158100600 2158100700 2158100700 2158100800 2158100800
2158100900 2158100900
2158101000 2158101000
2158101100 2158101100
2158101200 2158101200
2158101300 2158101300
2158110100 2158110100
2158110200 2158110200
2158110300 2158110300
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
21,829.82
21,829.82 10,914.90 32,744.72
32,744.72
21,829.82
21,829.82
21,829.82
21,829.82
21,829.82
32,744.72
32,744.72
4 - 28
Reassessment Roll
City of Carlsbad Reassessment District No. 97-l (Alga Road and College Boulevard)
Reassessment Assessor Number Parcel Number Total Reassessment
2158110400
2158110500
2158110600
2158110700
2158110800
2158110900
2158111000
2158111100
2158111200
2158111300
2158111400
2158111500
2158111600 2158111700 2158111800 2158200100
2158200200
2158200300 2158200400 2158200500 2158200600 2158200700
2158200800
2158200900
2158300100
2158300200
2158300300
2158300400 2158300500 2158300600
2158300700
2158300800 2158300900 2158301000 2158301100 2158301200 2158301300 2158301400 2158301500 2158301600
2158301700
2158301800
2158301900
2158302000 2158310100 2158500100 2158500200
2158500300
2158500400
17,418.53
17,418.53 40,643.32 40,643.32 52,255.60
75,480.44
52,255.69
2158110400 32,744.72
2158110500 10,914.90
2158110600 21,829.82
2158110700 21,829.82
2158110800 21,829.82
2158110900 21,829.82
2158111000
2158111100
2158111200
2158111300 2158111400 2158111500 2158111600 2158111700 2158111800 2158200100
2158200200 2158200300 2158200400 2158200500 2158200600
2158200700
2158200800
2158200900
2158300100
2158300200 2158300300 2158300400 2158300500
2158300600
2158300700 2158300800 2158300900 2158301000 2158301100 2158301200 2158301300 2158301400 2158301500 * 2158301600
2158301700
2158301800
2158301900
2158302000 2158310100 2158500100 7,639.60 2158500200 7,639.60 2158500300 7,639.60 2158500400 7,639.60
64,133.86 25,653.59 44,893.70 121,854.53
64,133.86
121,854.53 19,240.19 109,027.57 38,480.38 38,480.38
4 - 29
Reassessment Roll
City of Carlsbad
Reassessment District No. 97-l
(Alga Road and College Boulevard)
Reassessment Assessor
Number Parcel Number Total Reassessment
2158500500 2158500500 2158500600 2158500600 2158500700 2158500700 2158500800 2158500800 2158500900 2158500900 2158501000 2158501000
2158501100 2158501100
2158501200 2158501200
2158501300 2158501300
2158501400 2158501400
2158501500 2158501500
2158501600 2158501600 2158501700 2158501700 2158501800 2158501800
2158501900 2158501900
2158502000 2158502000
2158600100 2158600100
2158600200 2158600200
2158600300 2158600300
2158600400 2158600400
2158600500 2158600500 2158600600 2158600600 2158600700 2158600700
2158600800 2158600800
2158600900 2158600900
2158601000 2158601000
2158601100 2158601100
2158601200 2158601200 2158601300 2158601300
2158601400 2158601400
2158601500 2158601500
2158601600 2158601600
2158601700 2158601700
2158601800 2158601800 2158601900 2158601900 2158602000 2158602000 2158602100 2158602100 2158602200 2158602200
2158602300 2158602300
2158602400 2158602400
2158602500 2158602500
2158602600 2158602600
2158602700 2158602700
2158602800 2158602800
2158602900 2158602900
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,639.60
7,356.66 7,356.66 7,356.66 7,356.66
7,356.66
7,356.66 7,356.66 7,356.66 7,356.66 7,356.66
7,356.65
7,356.65 7,356.65 7,356.65 7,356.65 7,356.65
7,356.65
7,356.65 7,356.65 7,356.65 7,356.65 7,356.65 7,356.65 7,356.65
7,356.65
7,356.66
7,356.66
4 - 30
Reassessment Roll
City of Carlsbad
Reassessment District No. 97-l
(Alga Road and College Boulevard)
Reassessment Assessor
Number Parcel Number Total Reassessment
18,475,OOO.OO
4 - 31
Part5
Proposed Auditor’s Record for Reassessments
City of Carlsbad
Reassessment District No. 97- 1
(Alga)
The total amounts of all Principal Installments and Interest on the
Reassessments, including the total amounts thereof are as follows:
Alga Road Zone Reassessments
09/02/11 5.65% 1,365,OOO.OO 1,365,OOO.OO 77,122.50 1,442,122.50
Totals $13,320,000.00 $5,985,763.70 $19,305,763.70
5-I
College Boulevard Zone Reassessments
Total Reassessments
5-2
The complete Auditor’s Record for the Reassessments showing the schedule of
principal installments and interest on the unpaid amounts, as listed on the
Reassessment Roll by individual reassessment numbers for all lots and parcels
within the Reassessment District, is too voluminous to include in the body of
this Report. The Auditor’s Record for the individual Reassessments are
contained in Appendix A-3 to this Report which is on file and available for
review in the office of the City Clerk of the City of Carlsbad.
5-3
Part6
Reassessment Diagram
City of Carlsbad
Reassessment District No. 97- 1
iAlga Road and College Boulevard1
Immediately following is a reduced copy of the Reassessment Diagram. A
complete copy of the full-size Reassessment Diagram is on file in the Office of
the City Clerk of the City of Carlsbad and is made a part hereof as if included
herein.
6-1
REASSESSMENT DIAGRAM OF
REASSESSMENT DISTRICT NO. 97-l
(ALGA ROAD AND COLLEGE BOULEVARD)
cnYoFcARuBAD COllNWOFSANDkao,STAlEOFCWJFCMNl4
LEQEND
m TCOUEQE BOULEVARD ZONE
ALQARQAD#)NE !
VICINITY MAP
FILalINnE-RMcITYcLERKffTHEcIlY5cMLsMDTHIs -MY OF NOVEMER, 1997.
RECORDED IN TtE DFFICE OF TIE SUPO1INTDOID(T asTRErsaTtEcITYffcmLsBADn4IS -DAY OF KIVEIIBER. 1997.
-5STRECTSffTIE clNaFlxRLssAD
A PmssEssKNT VAS LEVIED BY THE “~m4&n~mmYTY5 CARLSSAD ON nE LOTS. PIECES AND PlwCELS~~~D~~S Rl3SSESSRD4T DIAGRM. TIE RUSSESSW TIE REISSES MY ff KIVMBER, 19971 Rt3SSfSmROLLVERERECORDO)It4THE~nFTHESUPERINTMDMT ~STREETS~TKCITY~CMLSBADMT-MYOF mvEI(Bop, 1997. REFcPmEIsWIDEm~RE- TRmLREcmEDINTHE5FIERnE SWERIMEHDENT 5 STREETS mR THE EXACT AHUNT 5 EhCH RfASSESSKNT LEVIED AGAINST EACH PARCEL W LAND SbUVN D( THIS RUSsESsI(ENT DIAGRAM
CITY CLERU 5 TIE CITY II: CARLSMD
FILED THIS -MY ff s 1997.. AT THE HllR OF ~O’CLIJXAR. IN SfJX-W MAPS ff h.SSCSSRO4T AND amMITy FMILITIES
DISTRICTS, PAGE -* AsINsmMmTm. m M - 0~ THE RUNTY REwilDER R THE CUNTY OF SAN DEW, STATE OF CALIFOPNU
REASSESSMENT DIAGRAM OF
REASSESSMENT DISTRICT NO. 97-1
(ALGA ROAD AND COLLEGE BOULEVARD)
ClTYOFC4RL8BAD
COUNTY OF SAN DIEQO, STATE OF WFORNIA
b
NOT TO SCALE
COLLEGE BOULEVARD ZONE INDEX MAP
ALGA ROAD ZONE INDEX MAP
REASSESSMENT DIAGRAM OF
REASSESSMENT DISTRICT NO. 97-1
(ALGA ROAD AND COLLEGE BOULEVARD)
CITYOFCARLSBAD COUNTY OF SAN DIEQO, 8TAlE OF CtLlFORNlA
77 ALL PARCELS WITHIN BOOK 212 AND COLLEGE BOULEVARD ZONE
NOT TO SCALE
8 I 8
I 5
I
PROMEDIYGW(t&m -TUG- ul--7000 -TIEYnDIEW- --FmrKmncD- R-uKIymnDmsmm
REASSESSMENT DIAGRAM OF
REASSESSMENT DISTRICT NO. 97-I
(ALGA ROAD AND COLLEGE BOULEVARD)
CilYOFC4RLSWD
COUNTY OF SAN DIEGO, STATE OF CALIFORNIA
NOT TO SCALE
ALL PARCELS WITHIN BOOK 212 AND COLLEGE BOULEVARD ZONE
‘IIEPIIEDeYwJDlnrrrmol -m - aI--non -TlE3ANMrGe- -ycS~*STbACD- 5--uo-
REASSESSMENT DIAGRAM OF
REASSESSMENT DISTRICT NO. 97-l
(ALGA ROAD AND COLLEGE BOULEVARD)
CllYOFCARlSWD
COUNTY OF SAN WEQO, STATE OF CALIFORNIA
NOT TO SCALE ; . ; ;
ALL PARCELS WITHIN ROOK 215, UMESS NOTED OTHERWISE
AND VITHIN ALGA ROAD ZONE
SEESHEET &w 5
SEE SHEET 7
-eYGMmnrnarol -TN - um4e7-7m -nEuNmm- -wysfm1DrTuLcD- 5PacELLwym~ SHEET 5 OF 24
-
REASSESSMENT DIAGRAM OF
REASSESSMENT DISTRICT NO. 97-I
(ALGA ROAD AND COLLEGE BOULEVARD)
UTYOF- COUNTY OF SAN MEQO, SrAlE OF CALIFORNIA
NOT TO SCALE
SC-9 ALL PARCELS WITHIN BOOK 215 AND ALGA ROAD ZONE
REASSESSMENT DIAGRAM OF
REASSESSMENT DISTRICT NO. 97-l
(ALGA ROAD AND COLLEGE BOULEVARD)
CKYOFCMLSMD
COUNTY OF 8AN MEQO, STATE OF CALIFORNIA
SEE SHEET 5 \
NOT TO SCALE
SEE
SEE SHEET 6
SHEET 10
u SEE SHEET 14
ALL PARCELS WITHIN BOOK 215
AND ALGA ROAD ZLlNE
mmMmIYGLLo(*~ CmmLnlG- ww87-7mo mFwcEwyNmoo-- luptFmAmllLD- ~-HRpLoEI- SlEET7DF24
REASSESSMENT DIAGRAM OF
REASSESSMENT DISTRICT NO. 97-l
(ALGA ROAD AND COLLEGE BOULEVARD)
UlYOFCMlSBAD
COUNTY OF SIN DIEQO, STATE OF CALIFORNIA
NOT TO SCALE
ALL PARCELS WITHIN BM( 215
AND ALGA RUAD ZDNE
NUT A PART i i
POINSETTIA LANE i
I i
SEE SHEET 10
i I
3 I i i
\ SEE SHEET 9
I l- i i
-nYM(nElRsm, CmmLTmGwER oI9.m7-70 -TIEwmmncaMwAssasm lwsm~maED- ~PmcKLuwxym- SIEET 2 W 24
-
REASSESSMENT DIAGRAM OF
REASSESSMENT DISTRICT NO. 97-l
(ALGA ROAD AND COLLEGE BOULEVARD)
aTYoFcmLsmD COUNTY OF SAN DIEQO, W-ATE OF CALIFORNIA
SEE SHEET 8
NOT TO SCALE
SEE SHEET 10
SEE SHEET 10
REASSESSMENT DIAGRAM OF
REASSESSMENT DISTRICT NO. 97-1
(ALGA ROAD AND COLLEGE BOULEVARD)
ClTYOFCARLSMD
COUN’TY OF 8AN DIEGO, SATE OF CALJFORNIA
NOT TO SCALE ALL PARCELS WITHIN BOOK 215
./~ ZALAss ROAD ZONE
c?
SEE SHEET 7 SEE SHEET 2
SEE SHEET 23
SEE SHEET 14 SEE SHEET 2
SEE SHEET 15
SEE SHEET 16
10 F 24
REASSESSMENT DIAGRAM OF
REASSESSMENT DISTRICT NO. 97-1
(ALGA ROAD AND COLLEGE BOULEVARD)
CITYOF- COUNTY OF SAN MEQO, STATE OF CALIFORNIA
ALL PARCELS WITHIN BOOK 215 AND ALGA RUAD ZUNE
SEE SHEET 8
I i
NOT TO SCALE
SEE SHEET 17
REPw-n-cwurRG ENcEwEuwDma- DCSEER ulw-m -lWSm,4DElAlLED l=QlPnmw-Lnuum~ SHEET 11 ff 24
REASSESSMENT DIAGRAM OF
REASSESSMENT DISTRICT NO. 97-I
(ALGA ROAD AND COLLEGE BOULEVARD)
aTYoFcmLsRAD
OOUNlY OF SAN DIEW, WATE OF CAUFORNIA
NOT TO SCALE
ALL PMCELS WnluN BaIK 215
-mtAlr4RMIlzmE “-7
WEPYIEDrfcwcMrnatDl Lx8smmom~*~~~ KPawlcETIE~pocmanm4N- lcIcIlpfwff-wIUmloccnocr SHEET 12 OF 24
F
NOT T
REASSESSMENT DIAGRAM OF
REASSESSMENT DISTRICT NO. 97-1
(ALGA ROAD AND COLLEGE BOULEVARD)
CllYOFC4RLSBAD
COUNTY OF SAN DIEGO, STATE OF CALIFORNIA
ALL PARCELS WITHIN BOOK 215 AND ALGA ROAD ZONE
0 SCALE
SEE SHEET 12
SEE SHEET 14
u
-3YCW(K -m=LlIs - amMm7-7lm -THEJy(DlEm-- yp3mLmIILED- ~PpuQLwsMm- SHEET 13 OF 24
REASSESSMENT DIAGRAM OF
REASSESSMENT DISTRICT NO. 97-l
(ALGA ROAD AND COLLEGE BOULEVARD)
CllYOFCARlBBD
COUNTY OF SAN MEQO, STATE OF CALIFORNIA
SEE SHEET 13
NOT TO SCALE
SEE SHEET 12
-(-I-
ALL PARCELS WITHIN BOOK 215
AND ALGA ROAD ZONE
SHEET 14 OF 24
_-
F ALL PARCELS WITHIN BOOK 215 AND ALGA ROAD ZONE
REASSESSMENT DIAGRAM OF
REASSESSMENT DISTRICT NO. 97-1
(ALGA ROAD AND COLLEGE BOULEVARD)
ClTYOFC4FiLSEAD COUNTY OF SAN DIE(K), STATE OF CALJFORNIA
NOT TO SCALE
SEE SHEET 7
-<ii SHEET 18
-lEET 16
iEET 17
-nGNDln rnarol-tllG- Ul%487-70#0 ~TIEuNarmmm- ~rmrmuLED- rT-wsyoDwrnw SHEET 15 OF 24
REASSESSMENT DIAGRAM OF
REASSESSMENT DISTRICT NO. 97-1
(ALGA ROAD AND COLLEGE BOULEVARD)
UlYOFCARLSWD COUNTY OF SAN MEQO, STATE OF CALIFORNIA
NOT TO SCALE
PARCELS WITHIN BOOK 215 ALGA ROAD ZONE
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SEE SHEET 7
SEE SHEET 15
SEE SHEET 15
SEE SHEET 17
SHEET 16 OF 24
REASSESSMENT DIAGRAM OF
REASSESSMENT DISTRICT NO. 97-l
(ALGA ROAD AND COLLEGE BOULEVARD)
CITYOFCARSBAD COUNTY OF SAN MEQO, STATE OF WFORNIA
ALL PARCELS WITHIN BOOK 215
AND ALGA ROAD ZONE
SEE SHEET 16
SEE SHEET 15
SEE SHEET 18
SHEET 17 OF 24
REASSESSMENT DIAGRAM OF
REASSESSMENT DISTRICT NO. 97-1
(ALGA ROAD AND COLLEGE BOULEVARD)
COUNTY OF WJ WEGK), 8TATE OF CALIFORNIA
SEE SHEET 15
ALL PARCELS WITHIN BOOK 215
AND ALGA ROAD ZONE
SEE SHEET 10
SEET 18 OF 24 I
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REASSESSMENT DIAGRAM OF
REASSESSMENT DISTRICT NO. 97-l
(ALGA ROAD AND COLLEGE BOULEVARD)
CIIYOFCAJUSMD COUNTY OF MN MEQO, STATE OF WFORNIA
ALL PMCELS VITHIR mm 215
/ AND /LGA ROAD m(E
NOT TO SCALE
-
REASSESSMENT DIAGRAM OF
REASSESSMENT DISTRICT NO. 97-1
(ALGA ROAD AND COLLEGE BOULEVARD)
CllYOFCARLSMD COUNTY OF SAN DIEQO, STATE OF CALIFORNIA
ALL PARCELS WITHIN BOOK 215
AND ALGA ROAD
NOT TO SCALE
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SEE SHEET 10 FOR
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REASSESSMENT DIAGRAM OF
REASSESSMENT DISTRICT NO. 97-1
(ALGA ROAD AND COLLEGE BOULEVARD)
CITY OFCARMBAD COUN’W OF SAN DIEQO, WA7.E OF CALIFORNIA
SEE SHEET 10 FOR SURROUNDING AREA
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REASSESSMENT DIAGRAM OF
REASSESSMENT DISTRICT NO. 97-1
(ALGA ROAD AND COLLEGE BOULEVARD)
CllYOFCARLSBAD
COUNTY OF SAN DIEQO, STATE OF CALIFORNIA
ALL PARCELS WITHIN BOCK 215
AND ALGA ROAD ZONE
NOT TO SCALE
SEE SHEET 10 FOR
SURROUNDING AREA
- -
I REASSESSMENT DIAGRAM OF
REASSESSMENT DISTRICT NO. 97-1
(ALGA ROAD AND COLLEGE BOULEVARD)
I ClWOFCARlSMD COUNTY OF SAN DlEQO, STATE OF CALlFORNlA
ALL PARCELS WITHIN BOOK 215 AND ALGA ROAD ZONE
NOT TO SCALE
I 3L.L .J~ILLI 10 FOR
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SEE SHEET 10 FOR
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REASSESSMENT DIAGRAM OF
REASSESSMENT DISTRICT NO. 97-1
(ALGA ROAD AND COLLEGE BOULEVARD)
CITYOFCARLSBAD COUN’lY OF SAN MEQO, STATE OF WFORNIA
ALL PARCELS WITHIN BOOK 215
AND ALGA ROAD ZONE
0 57 3 0 56
NOT TO SCALE
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SHEPHERD & STAATS, INCORPORATED
2370 Edgehill Road
Vista, CA 92084-4824
December 23, 1997
Lee Rautenkranz, City Clerk
CITY OF CARLSBAD
1200 Carlsbad Village Drive
Carlsbad, CA 92008
l-800-641-8403
(760) 639-0124
fax (760) 639-0125
Hand-Delivered
REFUNDING DISTRICT NO. 97-1
Enclosed, for the above-referenced, are the following documents that are to be filed in
the Office of the City Clerk:
1. Bound executed copy of the Engineers Report.
2. Full-size print of the Reassessment Diagram, as recorded.
3. Notice of Reassessment, as recorded.
4. Certificate of Compliance with Notice Requirements.
By copy of this letter, this is a reminder of the need to obtain a waiver from the property
owners of Planning Areas 1, 2, 9 and 11. The waiver is necessary to provide for the
disclosure of and consent of two issues.
The first issue is the amounts and manner in which the 1997/98 assessment was
levied. The second issue is the amounts and manner in which the assessments were
reapportioned under Reassessment District No 97-l. The waiver is to be provided by
the office’s of Brown, Diven and Hentschke. With the possibility of timeshare sales to
the end user, this waiver should be obtained quickly.
Please call me if you have any questions.
ROXANNE E. SHEPHERD
Enclosures
Citv of Carlsbad:
Richard Allen, Item 1 Lloyd Hubbs, for filing in the Office of the Superintendent of Streets
Item 2, mylar map enclosed, not a print
Jim Elliott, Item 1
Lisa Hildabrand, Item 1, two copies
Celeste E. Davis, Item 1
Robert Hessel, excluding Item 2 David Ketchem, Item 1
Christopher Lynch, excluding Item 2 Galen Peterson
.
.-. r(
d ORIGINAL OF THIS DOClildENT
WHEN RECORDED, RETURN TO / #IS RECORDED ON DEC 18, 19’37
CITY CLERK ._ r/
DoCUHENT MHBER 1997-064303 GliEG@RY J. SnITH, COUNTY RECORDER
CITY OF CARLSBAD ! I !
SAN DIEGO ~TY~~~R~R’S !lFFICE : :
1200 CARLSBAD VILLAGE DRIVE
CARLSBAD, CA 92008
NOTICE OF REASSESSMENT
Pursuant to the requirements of Section 3 114 of the Streets and Highways Code of the State
of California, the undersigned, CITY CLERK of the CITY COUNCIL of the CITY OF CARLSBAD,
STATE OF CALIFORNIA, HEREBY GIVES NOTICE that a reassessment diagram and
reassessment were recorded in the Office of the Superintendent of Streets of said City, as
provided for in said Section 3 114, and relating to the following described real property:
All that property lying within the boundaries of the Refunding District, of which
the exterior boundaries and real property of said District are as delineated upon
a map of said Refunding District entitled REASSESSMENT DISTRICT NO. 97-l
(ALGA ROAD AND COLLEGE BOULEVARD) tiled in the Office of the County
Recorder of the County of San Diego on the 18th day of December, 1997, in Book
3 1 , Page $6 , Document No. 97- 064 3 702 MAPS OF
ASSESSMENT AND COMMUNITY FACILITIES DISTRICTS, Official Records of
said County, and as shown on a reassessment diagram recorded in the Office of
the Superintendent of Streets of said City, and reference is hereby made to said
Map for the description of the real property within said Refunding District.
NOTICE IS FURTHER GIVEN that upon the recording of this Notice in the Office of the County
Recorder, the reassessments shall become liens upon the properties assessed and the
assessments as originally levied for the original Assessment Districts designated as
ASSESSMENT DISTRICT NO. 85-l (COLLEGE BOULEVARD) and ASSESSMENT DISTRICT NO.
88-l (ALGA ROAD) shah be deemed superseded and supplanted by the reassessment and the
lien of said reassessment shall be given priority as of the date that the original assessment
became a lien upon each of the respective properties reassessed.
This Notice of Reassessment for Reassessment District No 97-l (Alga Road and College
Boulevard) is pursuant to proceedings conducted pursuant to the provisions of the
“Refunding Act of 1984 for 1915 Improvement Act Bonds”, being Division 11.5 of the Streets
and Highways Code of the State of California, and said refunding proceedings were to refund
bonds previously issued for the original Assessment Districts identified above.
Reference is made to the Reassessment Diagram and Reassessment Roll recorded in the Office
of the Superintendent of Streets.
Attached hereto is a list indicating the names of the assessed owners, aI.I as required
pursuant to Section 27288.1 of the Government Code of the State of California.
DATED:
CITY OF CARLSBAD
. I .
. . .
b 3 u”d r- 9’ A fzm
,’ -. -.
CERTIFICATE OF COMPLLANCE
WITH NOTICE REQUIREMENTS
REASSESSMENT DISTRICT NO. 97-l
(ALGA ROAD AND COLLEGE BOULEVARD)
STATE OF CALIFORNIA
COUNTY OF SAN DIEGO
CITY OF CARLSBAD
I, ALETHA L. RAUTENKRANZ, under penalty of perjury, CERTIFIES AS FOLLOWS:
The undersigned is now, and at alI times mentioned herein was, the duly appointed, qualified
and acting CITY CLERK of the CITY OF CARLSBAD, CALIFORNIA, and as such, performed or
did cause and direct the performance of the following notice requirements for the refunding
Assessment District, as noted:
RECORDATION
The original of the REASSESSMENT ROLL AND REASSESSMENT DIAGRAM was recorded in
the Office of the Superintendent of Streets on the 18th day of November, 1997.
A copy of the REASSESSMENT DIAGRAM was recorded in the Office of the County Recorder,
in Book 31, Page 46, of MAPS OF ASSESSMENT AND COMMUNITY FACILITIES DISTRICTS on
the 18th day of December, 1997, as Document No. 97-0643902.
A copy of the NOTICE OF REASSESSMENT was recorded in the Office of the County Recorder,
on the 18th day of December, 1997, as Document No. 97-0643903.
A certified copy of the RESOLUTION APPROVING REPORT AND CONFIRMING
REASSESSMENTS was filed in the Office of the City Treasurer on the !fl day of
u , 1997, and a copy was delivered to the County Auditor on the 18th day of
December, 1997.
POSTING
A copy of the AGENDA for the meeting of November 18, 1997, was posted in a location
accessible to the general public at least 72 hours before the time set for said meeting, said
posting being accomplished on the 14th day of November, 1997.
Executed this 19th day of December, 1997, at the Of&e of the City Clerk of the City of
Carlsbad, California.
CITY CLERK
CITY OF CARLSBAD
SHEPHERD & STAATS, INCORPORATED
2370 Edgehill Road
Vista, CA 92084-4824
December 18,1997
I-800-641 -8403
(760) 639-0124
fax (760) 639-0125
Hand Delivered
COUNTY OF SAN DIEGO
Office of the Auditor-Controller
1600 Pacific Highway
San Diego, CA 92101
REASSESSMENT DISTRICT NO. 97-1
CITY OF CARLSBAD
Enclosed, as directed by Resolution No. 97-695, is a certified copy of said Resolution.
If you have any questions, please contact the undersigned. a FU ROXANNE E. SHEPHERD
Enclosure
Lee Rautenkranz, CITY OF CARLSBAD, w/o enclosure /
Jim Elliott, CITY OF CARLSBAD, w/o enclosure
Lisa Hildabrand, CITY OF CARLSBAD, w/o enclosure
Galen N. Peterson, w/o enclosure