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BID UNDERWRITING
SERVICES - Hul'CHINS
STREET SQUARE
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RES.NO.85-102
Council adopted Resolution No.
Authorizing
85-102 - "A Resolution
the Execution of a Letter
of Agreement for Bond
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Underwriting Services" with the
firm of Merrill Lynch
Capital Markets, for the purpose
of establishing a more
formal working relationship on the Hutchins Street Square
Project.
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RESOLUTION NO. 85-102
SOLUTION AUTHORIZING THE EXECUTION OF A LETTER
F AGREEMENT FOR BOND UNDERWRITING SERVICES
WHEREAS, the City of Lodi (the "City") is a
general law city duly organized and operating under and
pursuant to the laws of the State of California;
WHEREAS, the City has determined to undertake
proceedings in order to finance certain public improvements
consisting of the renovation and construction of the old
Lodi Union High School site, known as the Hutchins Street
Square Project (the "Project");
WHEREAS, the City has determined that it is
necessary and desirable to retain a bond underwriter in
connection with the authorization, issuance and
consummation of the financing proceedings that are
necessary to the execution and delivery of certificates of
participation in lease payments to be made by the City for
the renovation and construction of the Project;
WHEREAS, there has been prepared and submitted to
the City a form of a letter of Agreement for Bond
Underwriters Services between the City and Merrill Lynch
Capital Markets (the "Agreement");
NOW, THEREFORE, BE IT RESOLVED by the City
Council of the City as follows:
1. The form of the Agreement, as submitted to
this meeting and made a part of this resolution as though
set forth in full herein, be and the same is hereby
approved. The Mayor or City Manager is hereby authorized
and directed to execute and deliver the Agreement and the
City Clerk is hereby authorized and directed to attest to
such official's signature.
85-102
i
2. This resolution shall take effect from and
after the date of its passage and adoption.
Dated: August 7, 1985
I hereby certify that Resolution No. 85-102
was passed and adopted by the City Council
of the City of Lodi in a regular meeting held
August 7, 1985 by the following vote:
Ayes: Council Members - Pinkerton, Snider,
Reid, Olson, and
Hinchman (Mayor)
Noes: Council Members - None
Absent: Council Members - None
(CC.�U�, - 4'o� .
-
Alice M. R imche
City Clerk
85-102
Merrill Lynch Capital Marketsir`
7
Al
Municipal Securities Division
John C. Fitzgerald
Managing Ocector-western Region
Municipal Finance
Mr. Tom Peterson
City Manager
City of Lodi
221 West Pine
Lodi, California 95240
Dear Tom:
400 South Hope Street
Suite 2020
Los Angeles. California
90071-2821
July 22, 1985
Telephone
213,'683-4505
We, are pleased that the City of Lodi desires to use Merrill
Lynch Capital Markets as its underwriter for financing the Hutchins
Street Square Project.
We will work closely with officials of the City, and bond counsel
to determine the legal and financial feasibility of the proposed
financing. Toward this end, the full professional resources of
Merrill Lynch will be available to assist the City in these matters. I
will personally be handling the City's financing. The City agrees
that if the legal and financial feasibility of the financing is
established to our mutual satisfaction, the City will sell the
certificates to a syndicate headed by Merrill Lynch. Terms and
provisions of such financing will be subject to market conditions and
the mutual agreement of the City and the syndicate at the time of
sale. 1,
Sincerely,
MERRILL LYNCH CAPITAL MARKETS
B
y
Jol n C . zger
CITY OF LODI
By
1,7,I1,iI
l
TO
THE CITY COUNCIL
UNCIL COMMUNICAT
DATE
FROM. THE CITY MANAGER'S OFFICE ! August 7, 1985
SUBJECT: BOND UNDERWRITING SERVICES - HUTCHINS STREET SQUARE PlCa=
RECOPIM MED ACTION: That the City Council adopt Resolution No.
85-100 "A Resolution Authorizing the
Execution of a Letter of Agreement for Bond
Underwriting Services" (Exhibit A)
BACKGROUND INFORMATION-. In mid-May of this year, City staff renewed
contact with the firm of Merrill Lynch Capital Markets, represented by Mr.
John Fitzgerald, for the purpose of establishing a more formal working
relationship on the Hutchins Street Square project. Merrill Lynch, of
course, provides world-wide bond underwriting services. The services of
such a firm are key to the success of any long-term municipal bond
project. I worked with Mr. Fitzgerald in the formation of the California
Cities Financing Corporation and during the course of that project
developed an appreciation for his expertise in this field. Councilmembers
will recall his presentation to the City Council at a recent "shirtsleeve
session" on the City's long-term financial commitment associated with this
project. Attached (Exhibit B) is a copy of the Letter of Agreements which
briefly sets forth the bond underwriters propsal.
Mr. Fitgerald developed some preliminary financial ;.reformation on this
project at our request some two to three years ago. Thus he is not new to
the project and has a thorough grasp of the issue before the community.
He has devoted a considerable amount of time and effort to the project to
date at no compensation. As with the agreement with the bond counsel firm
of Jones, Hall, Hill and White the bond underwriting firm of Merrill Lynch
Capital Markets will receive no compensation unless the proposed
Certificates of Participation are marketed and sold. Any compensation
paid to the bond underwriting firm will be payable solely from the
proceeds of the financing (the Certificates of Participation) and not
otherwise. If, for whatever reason, there is no issuance of the
certificates, no compensation of any kind is due the bond underwriting
firm.
Respectfully submitted,
Thomas A. Peterson
City Manager
NO.
CITY COUNCIL
DAVID M. HINCHMAN, Mayor
FRED M. REID
Mayor Pro Tempore
EVELYN M. OLSON
JAMES W. PINKERTON, Jr.
JOHN R. (Randy) SNIDER
CITY OF LODI
CITY HALL, 221 WEST PINE STREET
CALL BOX 3006
LODI, CALIFORNIA 95241-1910
(209)334-5634
August 13, 1985
Mr. John C. Fitzgerald
Managing Director -Western Region
Municipal finance
Merrill Lynch Capital Markets
400 South Hope Street
Suite 2020
Los Angeles, California
90071-2821
Dear Mr. Fitzgerald:
THOMAS A. PETERSON
City Manager
ALICE M. REIMtiHE
City Clerk
RONALD M. STEIN
City Attorney
Enclosed herewith please find a fully executed copy of the Letter. of
Agreement for Bond Underwriters Service between the City of Lodi and
Merrill Lynch Capital Markets regarding the Hutchins Street Square
Project, which Agreement was approved by the Lodi City Council at its
Regular Meeting of August 7, 1985.
Also enclosed please find certified copy of Resolution No. 85-102 the
authorizing Resolution.
Should you have any question regarding the subject documents, please do
not hesitate to call this office.
very truly yours
44
ALICE M. RF.IMCHE
City Clerk
F.ncls .
Merrill Lynch Capital Markets
Municipal Securities Division
John C. Fitzgerald
Managing Director -Western Region
Municipa! mance
Mr. Tom Peterson
City Manager
City of Lodi
221 West Pine
Lodi, California 95240
Dear Tom:
400 South Hope Street
Suite 2020
Los Angeles. California
90071-2821
July 22, 1985
Telephone
213683-4505
We are pleased that the City of Lodi desires to use Merrill
Lynch Capital Markets as its underwriter for financing the Hutchins
Street Square Project.
We will work closely with officials of the City, and bond counsel
to determine the legal and financial feasibility of the proposed
financing. Toward this end, the full professional resources of
Merrill Lynch will be available to assist the City in these matters. I
will personally be handling the City's finarr---'ng. The City agrees
that if the legal and financial feP.sibili.ty of the financing is
established to our mutual satisfaction, the City will sell the
certificates to a syndicate headed by Merrill Lynch. Terms and
provisions of such financing will be subject to market conditions and
the mutual agreement of the City and the syndicate at the time of
sale.
ATTEST
Alice M. Reihche
City Clerk
Sincerely,
MERRILL LYNCH CAPITAL MARKETS
Y a
Jolt4C6.Vft1Zge_
CITY OF LODI
By t...�
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or
RESOLUTION NO. 85-102
A RESOLUTION AUTHORIZING THE EXECUTION OF A LETTER
OF AGREEMENT FOR BOND UNDERWRITING SERVICES
WHEREAS, the City of Lodi (the "City") is a
general law city duly organized and operating under and
pursuant to the laws of the State of California;
WHEREAS, the City has determined to undertake
proceedings in order to finance certain public improvements
consisting of the renovation and construction of the old
Lodi Union High School site, known as the Hutchins Street
Square Project (the "Project");
WHEREAS, the City has determined that it is
necessary and desirable to retain a bond underwriter in
connection with the authorization, issuance and
consummation of the financing proceedings that are
necessary to the execution and delivery of certificates of
participation in lease payments to be made by the City for
the renovation and construction of the Project;
WHEREAS, there has been prepared and submitted to
the City a form of a letter of Agreement for Bond
Underwriters Services between the City and Merrill Lynch
Capital Markets (the "Agreement");
NOW, THEREFORE, BE IT RESOLVED by the City
Council of the City as follows:
1. The form of the Agreement, as submitted to
this meeting and made a part of this resolution as though
set forth in full herein, be and the same is hereby
approved. The Mayor or City Manager is hereby authorized
and directed to execute and deliver the Agreement and the
City Clerk is hereby authorized and directed to attest to
such official's signature.
85-102
2. This resolution shall take effect from and
after the date of its passage and adoption.
Dated: August 7, 1985
I hereby certify that Resolution No. 85-102
was passed and adopted by the City Council
of the City of Lodi in a regular meeting held
August 7, 1985 by the following vote:
Ayes: Council Members - Pinkerton, Snider,
Reid, Olson, and
Hinchman (Mayor)
Noes: Council Members - None
Absent: Council Members - Nome
Alice M. Reimche
City Clerk
a
14
C4
EXHIBIT "A"
Merrill Lynch Capital Markets
Municipal Securities Division
John C. Fitzgerald
Managing Drecior-Western Region
Municipai Finance
400 South Hope Street Telephone
Suite 2020 213,683-4505
Los Angeles. California
90071-2821
July 22, 1985
Mr. Tom Peterson
City Manager
City of Lodi
221 West Pine
Lodi, California 95240
Dear Tom:
We are pleased that the City of Lodi desires to use Merrill
Lynch Capital Markets as its underwriter for financing the Hutchins
Street Square Project.
We will work closely with officials of the City, and bond counsel
to determine the legal and financial feasibility of the proposed
financing. Toward this end, the full professional resources of
Merrill Lynch will be available to assist the City in these matters. I
will personally be handling the City's financing. The City agrees
that if the legal and financial feasibility of the financing is
established to our mutual satisfaction, the' City will sell the
certificates to a syndicate headed by Merrill Lynch. Terms and
provisions of such financing will be subject to market conditions and
the mutual agreement of the City and the syndicate at the time of
sale.
Sincerely,
MERRILL LYNCH CAPITAL MARKETS
B
Y/ z
John C. Vitfge,
CITY OF LODI
By