Series 2003 Crocker
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NEW ISSUE - BOOK-ENTRY ONLY RATING: MOODY'S: "Aaa" (See "RA TING" herein) In the opinion of Stradling Yocca Carlson & Rauth, a Professional Corporation. Special Counsel, under existing statutes, regulations, rulings and judicial decisions, and assuming certain representations and compliance with certain covenants and requirements described herein. the portion of each Installment Payment constituting interest (and original issue discount) is excluded from gross income for federal income tax purposes and is not an item of tax preference for purposes of calculating the federal alternative minimum tax imposed on individuals and c01porations. In the fi1rther opinion of Special Counsel, the portion of each Installment Payment constituting interest (and original issue discount) is exempt from State of California personal income tax. In addition, the difference benveen the issue price of a Certificate (the first price at which a substantial amount of the Certificates of a maturityis to be sold to the public) and the stated redemption price at maturity with respect to the Certificate constitutes original issue discount. See "TAX MATTERS" herein with respect to certain tax'consequences with respect to the Certificates. The City has designated the Certificates as "bank qualified" under the provisions of Section 265(b)(3) of the Internal Revenue Code of 1986, as amended. $5,680,000 CITY OF LOS BANOS REVENUE REFUNDING CERTIFICATES OF PARTICIPATION (1993 SEWER SYSTEM PROJECT)SERIES 2003 Dated: Date of Delivery Due: December 1, as shown below The Certificates arc being sold to refinance certain sewer facilities for the City of Los Banos, to fund a reserve fund and to pay certain delivery costs. The Certificates are being executed and delivered in fully registered form and when executed and delivered will be registered in the name of Cede & Co., as nominee of The Depository Trust Company, New York, New York. Individual purchases will be made in principal amounts of$5,000 and integral multiples thereof and will be in book-entry fonn only. Purchasers of the Certificates will not receive certificates representing their beneficial ownership in the Certificates but will receive credit balances on the books of their respective nominees. Interest represented by the Certificates, which will be payable on each June I and December 1, commencing June 1, 2004, and the principal thereof are payable by the Trustee to Cede & Co., and such interest and principal payments and premium, if any, are to be disbursed to the beneficial owners ofthe Certificates through their nominees. The Certificatesare subject to optional and extraordinary prepayment as more fully described herein. The Certificates are payable from Installment Payments payable by the City pursuant to the Installment Purchase Agreement, dated as of October 1, 2003, by and between the City and the Los Banos Public Financing Authority and amounts on deposit in certain funds and accounts established by the Trust Agreement, dated as of October 1, 2003, by and among the City, the Authority and BNY Western Trust Company, as Trustee. The obligation of the City to make Installment Payments under the Installment Purchase Agreement is a special obligation of the City payable solely from Net Revenues of the City Sewer System and is payable from such Net Revenues on a parity with the 1997 Installment Payments outstanding in the aggregate principal amount of $3,545,000. The scheduled payment of principal of and interest with respect to the Certificateswhen due will be guaranteed under an insurance policy to be issued concurrently with the delivery of the Certificatesby Federal Guaranty Insurance Company. Financial Guaranty lnsunmcc -IC •FG Company The obligation of the City to pay Installment Payments does not constitute an obligation of the City forwhich the City is obligated to levy or pledge any form of taxation or for which the City has levied or pledged any formof taxation. The obligation of the City to pay Installment Payments under the Installment Purchase Agreement does not constitute a debt of the City, the State of California or any political subdivision thereof in contravention of any constitutional or statutory debt limitation or restriction. THIS COVER PAGE CONTAINS CERTAIN INFORMATIONFOR 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. MATURITY SCHEDULE Maturity Principal Interest Price or Maturity Principal Interest Price or (December I) Amount Rate Yield (December I) Amount Rate Yield 2004 $275,000 2.50% 101.434% 2012 $350,000 3.60% 99.237% 2005 290,000 2.50 102.400 2013 360,000 3.80 99.175 2006 300,000 2.50 102.654 2014 375,000 3.90 99.113 2007 305,000 2.50 101.927 2015 390,000 4.00 99.056 2008 315,000 2.50 100.707 2016 405,000 4.10 99.002 2009 320,000 2.60 99.446 2017 425,000 4.20 98.953 2010 330,000 2.90 99.369 2018 440,000 4.30 98.907 2011 340,000 3.30 99.301 2019 460,000 4.40 98.864 The Certificatesare offeredwhen, as, and ifdelivered and received by the U11de1writer, subject to the approval as to the validityof the Installment Purchase Agreement by Stradling Yocca Carlson & Rauth, a Professional Corporation, Special Counsel, and certain other conditions. Certain legal matters will be passed upon for the Undenvriter by its counsel Ballard Spahr Andrews & Ingersol/, LLP, Salt Lake City, Utah, for the City and the Authorityby the CityAttorney, for the Insurer by its counsel and for the Trustee by its counsel. It is anticipated that the Certificates will be available for deliverythrough the facilities of The Depository Trust Company, on or about November 19, 2003. CROCKERSECURITIES LLC Dated: November 6, 2003 :.! ;: C E I V E Li 03 DEC -2 AH 11 : 2 7 CALlFOi'.<hli!, DEBT 1\DVISOR Y COMMISSION CITY OF LOS BANOS CITY COUNCIL Michael S. Amabile, Mayor Kevin Hudak, Mayor Pro Tern Richard Gerbi, Council Member Mike McAdam, Council Member Nikki Smith, Council Member CITY STAFF Stephen J. Rath, City Manager Lucy Mallonee, City Clerk Melinda J. Wall, City Treasurer SPECIAL COUNSEL Stradling Y occa Carlson & Rauth, a ProfessionalCorporation Newport Beach, California TRUSTEE BNY WesternTrust Company Los Angeles, California FINANCIALADVISOR Public Finance Resources Walnut Creek, California VERIFICATION AGENT Grant Thornton,LLP Minneapolis, Minnesota No dealer, broker, salesperson or other person has been authorized by the Authority, the City or theUnderwriter to give anyinformation or to make any representations other than those contained herein, 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 unlawfulfor such person to make such offer, solicitation or sale. This Official Statement is not to be construed as a contract with the purchasers of the Bonds. Statements contained in this Official Statement which involve estimates, projections, forecasts or matters of opinion, whether or not expressly so described herein, are intended solely as such and are not to be construed as a representation of facts. The information and expressions of opinion 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 information or opinions set forth herein or in the affairs of the Authority or the City since the date hereof. This Official Statement, including any supplement or amendment hereto, is intended to be deposited with one or more repositories. The Underwriterhas provided the following sentence forinclusion in this Official Statement. The Underwriter has reviewed the information in this Official Statement in accordance with, and as part of, its responsibilities to investors under the federal securities laws applied to the facts and circumstances of this transaction, but the Underwriter does not guaranteethe accuracy or completeness of such information. IN CONNECTION WITH THIS OFFERING, THE UNDERWRITER MAY OVERALLOT OR EFFECT TRANSACTIONS THAT STABILIZE OR MAINTAIN THE MARKET PRICE OF THE BONDS AT LEVELS ABOVE THOSE WHICH MIGHT OTHERWISE PREVAIL IN THE OPEN MARKET. SUCH STABILIZING, IF COMMENCED, MAY BE DISCONTINUED AT ANYTIME. Other than with respect to information concerning Financial Guaranty Insurance Company (the "Insurer") contained under the caption "Bond Insurance" and Appendix F - "SPECIMEN MUNICIPAL BOND INSURANCE POLICY" herein, none of the information in this Official Statement has been supplied or verified by the Insurer and the Insurer makes no representation or warranty, express or implied, as to (i) the accuracy or completeness of such information; (ii) the validity of the Certificates; or (iii) the tax exempt status of the interest with respect to the Certificates. Certain statements included or incorporated by reference in this Official Statement constitute "forward-looking statements." Such statements are generally identifiable by the terminology used, such as "plan," "expect," "estimate," "budget" or other similar words. The achievement of certain results or other expectations contained in such forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause actual results, performance