HomeMy WebLinkAbout93-179
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RESOLUTION NO..
93-179
RESOLUTION AUTHORIZING AND PROVIDING FOR THE EXECUTION, ISSUANCE
AND SALE OF $6,625,000 AGGREGATE ORIGINAL PRINCIPAL AMOUNT OF
MOHAVE UNION HIGH SCHOOL DISTRICT NO. 30 OF MORAVE COUNTY,
ARIZONA, REFUNDING BONDS, SERIES 1993; PROVIDING CERTAIN TERMS,
COVENANTS AND CONDITIONS CONCERNING THE BONDS; PROVIDING THE FORM
OF BONDS; PROVIDING FOR THE DISPOSITION OF THE PROCEEDS OF SUCH
BONDS; PROVIDING FOR THE ANNUAL LEVY OF A TAX FOR THE PAYMENT OF
THE BONDS; ACCEPTING A PROPOSAL FOR THE PURCHASE OF THE BONDS;
APPOINTING A REGISTRAR, TRANSFER AND PAYING AGENT WITH RESPECT TO
THE BONDS; APPROVING THE FO~~ OF CONTRACT FOR SUCH REGISTRAR,
TRANSFER AND PAYING AGENT AND AUTHORIZING EXECUTION AND DELIVERY
THEREOF; APPROVING A DEPOSITORY TRUST AGREEMENT FOR THE SAFE-
KEEPING AND HANDLING OF SECURITIES AND MONEYS TO BE USED TO PAY
THE BONDS BEING REFUNDED J~ND AUTHORIZING EXECUTION AND DELIVERY
THEREOF; MAKING CERTAIN TAX COVENANTS; APPROVING A FEE PAYMENT
AGREEMENT FOR PAYMENT TO THE COUNTY TREASURER OF THE FEES AND
COSTS OF THE REGISTRAR, TRANSFER AND PAYING AGENT AND ARBITRAGE
CONSULTANTS; AND AUTHORIZING EXECUTION AND DELIVERY THEREOF;
APPROVING A BOND PURCHASE AGREEMENT AND AUTHORIZING EXECUTION AND
DELIVERY THEREOF; AUTHORI:nNG THE PURCHASE OF BOND INSURANCE OR
OTHER CREDIT ENHANCEMENT ]~OR THE BONDS; AUTHORIZING THE REDEMP-
TION OF ANY BOND BEING REFUNDED; RATIFYING ALL ACTIONS TAKEN WITH
RESPECT TO THE BONDS AND THE PREPARATION AND DISSEMINATION OF A
PRELIMINARY OFFICIAL STATEMENT; APPROVING A FORM OF OFFICIAL
STATEMENT; AUTHORIZING EXECUTION OF THE OFFICIAL STATEMENT; AND
AUTHORIZING CIRCULATION OF THE OFFICIAL STATEMENT.
WHEREAS, the follmo1ing school improvement bonds of the.
Mohave Union High School District No. 30 of Mohave County,
Arizona (the "District") have been issued and the Governing Board
of the District (the "Governing Board") has decided to provide
for the redemption of a certain amount of such bonds prior to
their respective maturity dates as set forth below:
Series
Designation
Principal
Maturity Amount Date of Payment
Dated Date to be at Maturity or
Date (July 1) Refunded Redemption
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01/01/92 2011 $6,625,000 07/01/01
School Improvement
Bonds, Project of
1991 Series B (1992)
the bonds listed above shall be collectively referred to as the
"Bonds Being Refunded"); and
WHEREAS, the Governing Board has determined that it is
expedient to refund the Bonds Being Refunded and that the issuance
of the Bonds and the application of the net proceeds thereof to
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pay at maturity or call for redemption the Bonds Being Refunded
are necessary and advisable and are in the best interests of the
District because the proposed Bonds can be sold to effect a lower
annual tax burden for the District1s taxpayers; and
WHEREAS, this Board finds that the issuance of the
Bonds herein designated as Bonds is in the best interests of the
District and it is expedient to so issue such Bonds; and
WHEREAS, in accordance with applicable law, the total
aggregate of taxes levied to pay principal and interest on the
Bonds in the aggregate shall not exceed the total aggregate
principal and interest to become due on the Bonds Being Refunded
from the date of issuance of the Bonds to the final date of
maturity of the Bonds Being Refunded; and
WHEREAS, pursua.nt to the request of the Governing Board
of the District, $6,625,000 in aggregate original principal
amount of such Bonds are to be issued and sold at this time; and
WHEREAS, the Governing Board of the District has
received a bid from Rauscher Pierce Refsnes, Inc. (the "Under-
writer") and said District requested that the Bonds be sold
through negotiation to the Underwriter; and
WHEREAS, by this resolution this Board will approve a
bond purchase agreement (the, "Bond Purchase Agreement II or
IIPurchase Agreement") to be entered into among the District, the
County and the Underwriter for the sale of the Bonds to the
Underwriter; and
WHEREAS, by this resolution this Board will authorize
the execution, issuance and sale of such Bonds to the Underwriter
in accordance with the Purchase Agreement;
NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF
SUPERVISORS OF MOHAVE COUNTY, ARIZONA, AS FOLLOWS:
Section 1. Authorization. This Board authorizes to be
issued and sold an issue of bonds in an aggregate original
principal amount of $6,625,000. The bonds so authorized shall be
designated Mohave Union High School District No. 30 of Mohave
County, Arizona, Refunding Bonds, Series 1993 (the "Bonds"), and
shall be issued and sold in accordance with the provisions of
this resolution and delivered against payment therefore by the
original purchaser of the Bonds. The Bonds are being issued for
the purpose of providing funds to be used to refund the Bonds
Being Refunded.
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This Board finds and determines that it is expedient,
necessary and advisable that the District restructure a portion
of its outstanding bonded debt to take advantage of the lower
interest rates now available.
Section 2. Terms. The Bonds shall be dated June 1,
1993 or as of the first day of the calendar month in which the
Bond Purchase Agreement is fully executed, whichever is later.
The Bonds shall constitute both current interest and capital
appreciation Bonds. Bonds OJ: this series maturing on July 1,
2010 and July 1, 2011 in the aggregate original principal amount
of $l95,000 are hereafter also referred to as "capital
appreciation Bonds". Bonds of this series maturing on July 1,
1993 through July l, 2009, inclusive, in the aggregate principal
amount of $6,430,000 are designated as "current interest Bonds".
Interest on the capital appreciation Bonds will be
accumulated and compounded from the date of authentication and
delivery to the initial purchaser, which interest shall be paid
only at maturity. Interest on the capitai appreciation Bonds
shall be compounded on January 1 and July 1 of each year,
commencing July l, 1993. ThE~ accreted values as of each
January 1 and July 1 of a capital appreciation Bond having a
matured value of $5,000 and based on the initial offering price
to the public as shown in the Official Statement (as hereafter
defined) shall be as set forth in Exhibit C attached hereto.
Interest on the capital appreciation Bonds shall be the
difference between the original principal amount of the capital
appreciation Bonds and thE! matured value. The capital apprecia-
tion Bonds shall be in thE! aggregate original principal amount of
$195,000 and shall mature on July 1 of the years, and will have
the matured values and have the approximate yield, all as set
forth below:
Maturity Original
Date Principal Matured Approximate
(July 1) Amount Value Yield
2010 $lOO,OOO $l,590,OOO 6.000%
2011 95,000 l,600,OOO 6.050%
The capital appreciation Bonds shall be issued in authorized
denominations of $5,000 (matured value) or integral multiples
thereof, in fully registered form and shall be sold under the
.terms and conditions set forth in the Bond Purchase Agreement.
The printed capital appreciation Bonds shall be designated in the
caption thereof as the District's capital appreciation Bonds,
Series 1993, and shall have such .additional terms and provisions
as are set forth herein, in the Bond Purchase Agreement and in
the form of capital appreciation Bond attached hereto as
Exhibit A.
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The current interest Bonds shall constitute current
interest obligations, will be in the aggregate principal amount
of $6,430,000 and will mature on July 1 of the years and will
bear interest from their date to the maturity of each of the
current interest Bonds at the interest rates and amounts set
forth below:
Maturity Principal Interest
(July 1) Amount Rates
1993 $:215,000 2.300%
1994 60,000 2.900%
1995 120,000 3.300%
1996 125,000 3.650%
1997 130,000 3.850%
1998 135,000 4.000%
1999 140,000 4.200%
2000 145,000 4.400%
2001 155,000 4.600%
2002 160,000 4.800%
2003 165,000 5.000%
2004 175,000 5.l00%
2005 185,000 5.300%
2006 195,000 5.400%
2007 l,355,000 5.400%
. 2008 l,450,OOO 5.500%
2009 1,S20,000 5.500%
Interest on the current interest Bonds shall be payable on
July 1, 1993, and semiannually thereafter on each succeeding July
1 and January 1 (each an III Interest Payment Date") dur ing the term
of the current interest Bonds.
The current interest Bonds shall be issued in authorized
denominations of $5,000 or integral multiples thereof, in fully
registered form and shall be sold under the terms and conditions
set forth in the Bond Purchase Agreement. The printed current
interest Bonds shall be desi9nated in the caption thereof as the
District's Current Interest Bonds, Series 1993, and shall have
such terms and provisions as are set forth herein, in the Bond
Purchase Agreement and in the form of Current Interest Bond
attached hereto as Exhibit B.
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The Bonds are transferable in the manner set forth in
the forms of Bond attached as Exhibit A and ExhibitB hereto and
incorporated by reference herein.
Interest on the current interest Bonds will be payable
on each Interest Payment Date by check mailed to the Owner
thereof at such Owner I s addrE!ss shown on the registration books
maintained by the Registrar, initially, Bank.One, Arizona, NA,
having its principal corporate trust office in Phoenix, Arizona
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(the "Registrar"). Except for the July l, 1993 payment date for
which the Record Date is June 23, 1993, interest shall be paid to
such Owner as of the close of business of the Bond Registrar on
the fifteenth day of the month preceding an Interest Payment
Date, or if such date is a Saturday, Sunday or holiday, on the
previous business day (the ":Record Date"). Any interest which is
not timely paid or duly provided for shall cease to be payable to
the person who is shown as the Owner thereof as of the Record
Date, and shall be payable to the Owner thereof at the close of
business on a special record date for the payment of the overdue
interest. The date of payment of such overdue interest and such
special record date will be fixed by the Registrar whenever
moneys become available for payment of the overdue interest and
notice of the date of payment of such overdue interest and such
special record date will be given to registered owners not less
than ten (10) days prior to the special record date. Payment of
interest on the current interest Bonds may also be made by wire
transfer upon two (2) days prior written request delivered to the
Bond Registrar and Paying Agent specifying a wire transfer
address in the continental United States by any owner of an
aggregate principal amount of at least $1,000,000. Interest on
the current interest Bonds will be computed on the basis of a
year comprised of 360 days consisting of twelve (l2) months of
thirty (30) days each.
Principal of and premium, if any, on the current
interest Bonds, and in the case of the capital appreciation
Bonds, the sum of principal of and interest on the capital
appreciation Bonds, will be payable, when due, upon presentation
and surrender of the Bond at the principal corporate trust office
of the Registrar.
Section 3.
Prior Redemption.
A. Optional Redemption. The Capital
Appreciation Bonds are not subject to call for redemption prior
to their stated maturity. The current interest Bonds maturing on
or before July l, 2002 are not subject to call for redemption
prior to their stated maturity. The current interest Bonds
maturing on July 1, 2003 through July 2009 are subject to call
for redemption prior to maturity, in whole or in part, on July 1,
2002, or on any interest payment date thereafter by the payment
of a redemption price equal to the principal amount of each
current interest Bond called for redemption plus accrued interest
to the date fixed for redemption plus a premium payable from any
source lawfully available thE~refor, the premium (calculated as a
percentage of the principal amount of the Bonds to be redeemed)
to be computed as follows:
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Redemption Dates
Premium
July 1, 2002 and January 1, 2003
July 1, 2003 and January 1, 2004
and thereafter without premium.
2.0%
1. 0%
B. Notice of Redemption. Notice of the
.redemption of any Bond will be mailed not more than sixty (60)
nor less than thirty (30) days prior to the date set for
redemption to the registered owner of the Bond or Bonds being
redeemed at the address shown on the bond register maintained by
the registrar. Failure to give proper notice of redemption shall
not affect the redemption of any Bond for which proper notice was
given.
C. Effect of Call for Redemption. On the
date designated for redemption by notice given as herein
provided, the Bonds so called for redemption shall become and be
due and payable at the redemption price provided for redemption
of such Bonds on such date, and, if moneys for payment of the-
redemption price are held in separate accounts by the paying
agent, interest on such Bonds or portions of Bonds so called for
redemption shall cease to accrue, such Bonds shall cease to be
entitled to any benefit or security hereunder and the owners of
such Bonds shall have no rights in respect thereof except to
receive payment of the redemption price thereof and such Bonds
shall be deemed paid and no longer outstanding.
D. Redemption of Less Than All of a Bond.
The District may redeem an amount which is included in a Bond in
the denomination in excess of, but divisible by, $5,000. In that
event, the registered owner shall submit the Bond for partial
redemption and the paying agent shall make such partial payment
and the Registrar shall cause to be issued a new Bond in a
principal amount which. reElects the redemption so made to be
authenticated and delivered to the registered owner thereof.
Section 4. Secur~!y. For the purpose of paying the
principal of, interest on, premium (if any) on early redemption
and costs of administration of the registration and payment of
the Bonds there shall be levied on all the taxable property in
the District a continuing, direct, annual, ad valorem tax
sufficient to pay all such principal, interest, premium and
administration costs as the same becomes due, such taxes to be
levied, assessed and collected at the same time and in the same
manner as other taxes are levied, assessed and collected. The
proceeds of the taxes shall be kept in a special fund entitled
the Debt Service Fund of the District and shall be used only for
the payment of principal, interest, premium (if any) or costs as
above-stated.. So long as the principal of and interest on the
Bonds Being Refunded are paid when due from the trust established
for such purpose, no taxes need be levied for the payment of
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amounts to become due on t.he Bonds Being Refunded; provided,
however, that if the trust created for such purpose is ever
insufficient to pay the principal of and interest on the Bonds
Being Refunded when due, any taxes levied to pay principal of and
interest on the Bonds shall first be applied to the payment of
amounts due on the Bonds Being Refunded.
Any provision of the foregoing paragraph to the
contrary notwithstanding, the total aggregate of ~axes levied to
pay principal and interest on the Bonds in the aggregate shall
not exceed the total of the aggregate principal and interest to
become due on the Bonds Being Refunded from the date of issuance
of the Bonds to the final date of maturity on the Bonds Being
Refunded.
Upon the creation of the trust for payment of the Bonds
Being Refunded, all moneys collected thereafter during the
current fiscal year which would otherwise have been credited to
the Interest and Redemption Funds for the Bonds Being Refunded
shall be credited to the Interest and Redemption Funds created to
service the Bonds.
Section 5. Use of Proceeds Upon the delivery of and
payment for the Bonds in accordance with the terms of their sale,
the net proceeds of the Bonds, together with any premium paid by
the purchaser for all Bonds, after payment of the costs and
expenses of their issuance, shall be applied, along with any
necessary amounts credited to the Interest and Redemption Funds
for the Bonds Being Refunded, or for other bonds of the District
over and above amounts needed to make payments on such bonds on
or before the first day of the fiscal year next commencing, to
create an irrevocable trust for the benefit of the owners of the
Bonds Being Refunded. Amounts credited to the trust, other than
any beginning cash balance, shall be invested immediately in
obligations issued by or guaranteed by the United States of
America the maturing principal of and interest on which, together
with any beginning cash balance, will be sufficient to pay the
principal of and interest on the Bonds Being Refunded as th~ same
becomes due.
Any balance of the net proceeds of the Bonds remaining
after creation of the trust for the Bonds Being Refunded shall be
transferred to the Interest and Redemption Funds created for the
Bonds.
Section 6. Forms of Bonds. Pursuant to A.R.S. ~ 35-
491, a fully registered bond form is adopted as an alternative to
the form of bond provided in A.R.S. S lS-1023. A registrar and
paying agent will be appoint,ed for the administration of the
Bonds. The Bonds shall be in substantially the forms of Exhibits
A and B, attached hereto and incorporated by reference herein,
with such necessary and appropriate omissions, insertions and
variations as are permitted or required hereby or by the Purchase
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Agreement and are approved by those officers executing the Bonds:
execution thereof by such officers shall constitute conclusive
evidence of such approval.
The Bonds may have notations, legends or endorsements
required by law, securities exchange rule or usage. Each Bond
shall show both the date of the issue and the date of such Bond's
authentication and registration.
The Bonds are prohibited from being converted to coupon
or bearer form without the consent of the Board of Supervisors
and approval of bond counsel.
Section 7.
Execution of Bonds and other Documents.
A. The Bonds shall be executed for and on behalf of
the District by its President and attested by its Clerk and
countersigned by the Treasurer of this County (the "Treasurer")
by their manual or facsimile signatures. If an officer whose
signature is on a Bond no longer holds .that office at the time.
the Bond is authenticated and registered, such Bond shall
nevertheless be valid.
No Bond shall be valid or binding until authenticated
by the manual signature of an authorized representative of the
registrar. The signature of the authorized representative of the
registrar shall be conclusive evidence that such Bond has been
authenticated and issued pursuant to this resolution.
B. This Board approves the form and orders and
directs the execution of the following contracts and agreements,
each in substantially the form presented to the Board:
(l) The Registrar's Fee Payment Agreement;
(2) The Registrar, Transfer and paying Agent's
Agreement;
(3) The Depository Trust Agreement: and
(4) The Bond Purchase Agreement.
The Chairman of the Board of Supervisors of this County
(the "Chairman") or Treasurer, as applicable, are authorized and
directed to execute such contracts on behalf of the District and
the County and cause each respective contract to be delivered.
The Clerk is authorized and directed to attest such signatures.
Where applicable, any of the foregoing officers may affix their
signatures by manual, mechanical or photographic means.
c. The Chairman or the Treasurer, in conjunction with
the authorized officers of the District, are authorized to cause
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the final official statement to be executed and delivered in
connection with the sale of the Bonds.
Section 8. Mutilated, Lost or Destroyed Bonds. In
case any Bond becomes mutilated or destroyed or lost, the
District shall cause to be executed and delivered a new Bond of
like date and tenor in exchange and substitution for and upon the
cancellation of the mutilated Bond or in lieu of and in substitu-
tion for the Bond destroyed or lost, upon the owner's paying the
reasonable expenses and charqes of the District in connection
therewith and, in the case of the Bond destroyed or lost, filing
with the Treasurer by evidence satisfactory to the Treasurer that
such Bond was destroyed or lost, and furnishing the Treasurer
with a sufficient indemnity bond pursuant to S 47-8405, Arizona
Revised Statutes.
Section 9. Acc~:ance of Offer; Sale of Bonds;
Purchase Agreement Approval and Authorization to Execute. The
offer of the Underwriter for the purchase of the Bonds is
contained in the Bond Purchase Agreement submitted to and on file
with the Clerk of this Board and such offer is accepted. The
Bonds are ordered sold to thE! Underwriter pursuant to the Bond
Purchase Agreement and the Chairman and Clerk are authorized and
directed to execute the Bond Purchase Agreement in substantially
the form presented to this Board with such necessary and appro-
priate omissions, insertions and variations as are permitted or
required hereby and are approved by those officers executing the
Bond Purchase Agreement to be delivered to the Underwriter.
Execution of the Bond Purchase Agreement by such officers shall
be conclusive evidence of approval.
The Treasurer is hereby authorized and directed to
cause the Bonds to be delivered to or upon the o~der of the
Underwriter upon receipt of payment therefor and satisfaction of
the other conditions for deli.very thereof in accordance with the
terms of the sale.
Section 10. Official Statement. The distribution by
the Underwriter of a Preliminary Official Statement dated May 26,
1993 (the "Preliminary Official Statement"), to prospective
investors is hereby ratified, confirmed and approved. The use
and distribution by the Underwriter of the final Official State-
ment dated on or about the date hereof (the "Official Statement")
in connection with the offering and sale of the Bonds is hereby
approved and authorized. Such Official Statement shall be in
substantially the form of the. Preliminary Official Statement on
.file with the Clerk of this Board with such changes or amendments
as approved by the persons signing such Official Statement.
Execution of the Official Statement by such persons shall
constitute conclusive evidence of such approval. The Preliminary
Official Statement was, and the OffiGial Statement is deemed to
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be final by this Board, based upon representations of the
Governing Board of the District.
Section ll. Registrar. The District will maintain an
office or agency where Bonds may be presented for registration or
transfer (the "Registrar") and an. office or agency where Bonds
may be presented for payment (the "Paying Agent"). The District
may appoint one or more co-registrars or one or more additional
Paying Agents. The Registrar and Paying Agent may make reasonable
rules and set reasonable requirements for their respective
functions with respect to the owners of the Bonds.
Initially, Bank One, Arizona, NA, Phoenix, Arizona, is
appointed to act as Registrar and Paying Agent with respect to
the Bonds. The District may change the Registrar or Paying Agent
without notice to or consent of owners of the Bonds and the
District may act in any such capacity.
Each Paying Agent shall be required to agree in writing
that the Paying Agent will hold in trust for the benefit of the
owners of the Bonds all moneys .held by the paying Agent for the
payment of principal of and interest on the Bonds.
The Registrar may appoint an authenticating agent
acceptable to the District to authenticate Bonds. An authenti-
cating agent may authenticate Bonds whenever the Registrar may do
so. Each reference in this resolution to authentication by the
Registrar includes authentication by an authenticating agent
acting on behalf and in the name of the Registrar and subject to
the Registrar's direction.
The Registrar shall keep separate registers for the
Bonds. One register shall show the registered owners of the
Bonds and of transfer of the Bonds. When Bonds are presented to
the Registrar or a co-registrar with a request to register
transfer, the Registrar shall register the transfer on the
registration books if its requirements for transfer are met and
shall authenticate and deliver one or more Bonds registered in
the name of the transferee of the same principal amount, maturity
and rate of interest as the surrendered Bonds. All transfer fees
and costs shall be paid by the transferor. The "Record Date" for
the Bonds shall be the close of business of the Registrar on the
fifteenth day of the month preceding an interest payment date. .
The Registrar may, but shall not be required to
transfer or exchange any Bonds during the period commencing
(i) on the Record Date (or special record date) to and including
the respective Interest Paym1ent Date (or date set for payment of
overdue interest) or (ii) if applicable, on the date fifteen (l5)
days prior to the selection of Bonds to be redeemed to and
including the day on which such notice of redemption is given.
The Registrar may, but shall not be required to, transfer or
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exchange any Bonds which have been selected or called for
redemption. If the Registrar transfers or exchanges Bonds within
the periods referred to above, interest on such Bonds shall be
paid to the registered owner as if such transfer or exchange had
not occurred.
The Registrar shall authenticate Bonds for original
issue $195,000 in aggregate original principal amount of capital
appreciation Bonds and $6,430,000 in aggregate principal amount
of current interest Bonds upon the written request of the County
Treasurer. The Bond Registrar shall keep a register of the Bonds
and of their transfer. The aggregate principal amount of Bonds
outstanding at any time may not exceed that amount except for
replacement Bonds as to which the requirements of the Registrar
and the District are met.
Section 12. Resolution a Contract. This resolution
shall constitute a contract between the District and the owners
of the Bonds and shall not be repealed or amended in any manner
which would impair, impede or lessen the rights of the registered
owners of the Bonds then outstanding. The performance by the
Board of Supervisors of the obligations in this resolution, in
the Bonds and the other agreements listed in Section 7(B) of this
resolution is hereby authorized and approved.
Any provision of this resolution expressly recognizing
or granting rights in or to any insurer providing municipal bond
insurance for the Bonds (the "Insurer") may not be amended in any
manner which affects the rights of the Insurer hereunder without
the prior written consent of the Insurer.
Section 13. Ratification of Actions. All actions of
the officers and agents of the District, the County or the Board
of Supervisors which conform to the purposes and intent of this
resolution and which further the issuance and sale of the Bonds
as contemplated by this resolution whether heretofore or hereafter
taken are hereby ratified, confirmed and approved. The proper
officers and agents of the District and the County are hereby
authorized and directed to do all such acts and things and to
execute and deliver all such documents on behalf of the District
as may be necessary to carry out the terms and intent of this
resolution.
Section l4. Bond Insurance or Credit Enhancement. The
Treasurer may expend Bond proceeds to purchase bond insurance or
other credit enhancements for all or part of the Bonds as required
by the Bond Purchase Agreement. The Treasurer is authorized and
directed to payor cause to be paid such premiums, fees or costs,
together with all other fees" costs and expenses of issuance,
from Bond proceeds.
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Section l5. Prior Redemption of Bonds Being
Refunded. The Board orders that the following Bonds Being
Refunded be redeemed in advance of maturity at the following
respective dates:
Series
Designation
Principal
Maturity Amount Date of Payment
Dated Date to be at Maturity or
Date (July 1) Refunded Redemption
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01/01/n 2011 $6,625,000 07/01/01
School Improvement
Bonds, Project of
1991, Series B (1992)
All actions of the officers of the County taken on or
after adoption of this resolution are ratified and confirmed.
Section 16. Tax Covenant. In consideration of the
purchase and acceptance of the Bonds by the owners thereof and,
as authorized by Arizona Revised Statutes, Title 35, Chapter 3,
Article 7, and in consideration of retaining the exclusion of
interest income on the Bonds from gross income for federal income
tax purposes, the County covenants with the owners from time to
time of the Bonds to neither take nor fail to take any action
which action or failure to act is within its power and authority
and would result in interest income on the Bonds becoming subject
to inclusion as gross income for federal income tax purposes
under either laws existing on the date of issuance of the Bonds
or such laws as they may be modified or amended.
The County agrees that it. 'will comply with such
requirement(s) and will take any such action(s) as in the oplnlon
of Gust Rosenfeld ("bond counsel") are necessary to prevent
interest income on the Bonds becoming subject to inclusion in
gross income for federal income tax purposes. Such requirements
may include but are not li.mited to making further specific
covenants; making truthful certifications and representations and
giving necessary assurances; complying with all representations,
covenants and assurances contained in certificates or agreements
to be prepared by bond counsel; to pay to the United states of
America any required amounts representing rebates of arbitrage
profits relating to the Bonds,; filing forms, statements and
supporting documents as may be required under the federal tax
laws; limiting the term of and yield on investments made with
moneys relating to the Bonds; and limiting the use of the
proceeds of the Bonds and property financed thereby.
Section 17. Other Moneys. The Treasurer is
authorized and directed to transfer such amounts of money from
the District I s Principal a.nd Interest Redemption Funds as a.re
necessary to complete the refunding of the Bonds Being Refunded.
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Section 18. .~;everability. If any section,
paragraph, subdivision, sentence, clause or phase of this
resolution is for any reason held to be illegal or enforceable,
such decision will not affect the validity of the remaining
portions of this resolution. The Board of Supervisors hereby
declares that it would have adopted this resolution and each and
every other section, paragraph, subdivision, sentence, clause or
phrase hereof and authorized the issuance of the Bonds pursuant
hereto irrespective of the fact that anyone or more sections,
paragraphs, subdivisions, sentences, clauses or phrases of this
resolution may be held illegal, invalid or unenforceable.
Section 19. The County hereby designates the Bonds as
"qualified tax-exempt obligations" for purposes of Section
265(b)(3) of the Internal Revenue Code of 1986, as amended. The
County hereby certifies that it reasonably anticipates that the
aggregate amount of qualified tax-exempt obligations (as defined
in Section 265(b)(3)(B) of the Internal Revenue Code of 1986, as
amended) which will be issued by or on behalf of the District in
calendar year 1993 will not: exceed $10,000,000.
PASSED, ADOP'l'ED AND APPROVED by the Board of
Supervisors of Mohave County, Arizona, on June 7, 1993.
MOHAVE COUNTY BOARD OF SUPERVISORS
/' I.
", ,J/
~. ~[
<- U7j/~~,'
~ Sam~. tanderf
Board
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EXHIBIT A
Form of Capital Appreciation Bond
(Face of Bond)
MOHAVE UNION HIGH SCHOOL DISTRICT
OF MORAVE COUNTY, ARIZONA
CAPITAL APPRECIATION REFUNDING
SERIES 1993
NO . 3 0
BOND
Number:
Matured Value:
$
Maturity
Date
Original
Dated Date
CUSIP
June 1, 1993
Registered Owner:
Matured Value:
MOHAVE UNION HIGH SCHOOL DISTRICT NO. 30 OF MOHAVE
COUNTY, ARIZONA, for value received, hereby promises to pay to
the registered owner identified above, or registered assigns as
provided herein, on the maturity date set forth above, the
matured value set forth abovE~ (the "Matured Value"). Interest
hereon is payable at maturity and constitutes the difference
between the original principal amount of this bond and the
Matured Value. The initial ()ffering price to the public and the
accreted valued of the bond based on such initial offering price
is shown on the Schedule of Accreted Values of Capital Apprecia-
tion Bonds shown on the reverse hereof. The Matured Value will
be paid at maturity in lawful money of the United States of
America which on the date of payment is legal tender for the
payment of public and private debts upon surrender of this bond
at the designated office of the paying agent which on the
original issue date is the principal corporate trust office of
Bank One, Arizona, NA, in Phoenix, Arizona.
This bond is not subject to call for redemption prior
to maturity.
See the reverse side of this bond for additional
provisions which are a part of this bond.
It is hereby certified and recited that all conditions,
acts and things required by the Constitution and laws of the
State of Arizona to exist, to occur and to be performed precedent
to and in the issuance of this bond exist, have occurred and have
been performed and that the series of bonds of which this is one,
together with all other indebtedness of the District, is within
every debt and other limit prescribed by the Constitution and
sds00200g LFW:cbh 060393.1
A-I
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laws of the State of Arizona, and that due provision has been
made for the levy and collection of a direct, annual, ad valorem
tax upon all of the taxable property in the District for the
payment of this bond and of the interest hereon as each becomes
due.
The District has caused this bond to be executed by the
President and attested by the Clerk of its Governing Board and
countersigned by the County Treasurer of Mohave .County, which
signatures may be facsimile signatures.
This bond is not valid or binding upon the District
without the manually affixed signature of an authorized
representative of the registrar.
This bond is prohibited from being issued in coupon or
bearer form without the consent of the Board of Supervisors of
Mohave County and the occurrence of certain other conditions.
MOHAVE UNION HIGH SCHOOL DISTRICT
NO. 30 OF MORAVE COUNTY, ARIZONA
President, Governing Board
ATTEST:
Clerk, Governing Board
COUNTERSIGNED:
Mohave County Treasurer
AUTHENTICATION DATE:
AUTHENTICATION CERTIFICATE
This bond is one of the Mohave Union High School
District No. 30 of Mohave County, Arizona, Refunding Bonds,
Series 1993, described in thE~ resolution mentioned in this bond.
BANK ONE, ARIZONA, NA
Registrar
By
Authorized Representative
A-2
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(Form of Reverse Side of Refunding Bond)
June 23, 1993
July 1, 1993
January 1, 1994
July l, 1994
January l, 1995
July 1, 1995
January l, 1996
July 1, 1996
January l, 1997
July l, 1997
January 1, 1998
July 1, 1998
January 1, 1999
July l, 1999
January 1, 2000
July l, 2000
January 1, 200l
July l, 200l
January l, 2002
July l, 2002
January 1, 2003
July l, 2003
January 1, 2004
July l, 2004
January l, 2005
July l, 2005
January l, 2006
July 1, 2006
. January l, 2007
July l, 2007
January 1, 2008
July l, 2008
January 1, 2009
July 1, 2009
January 1, 2010
July l, 2010
January 1, 2011
July l, 201l
SCHEDULE OF ACCRETED VALUES OF
CAPITAL APPRECIATION BONDS
(PER $5,000 MATURITY AMOUNT)
July l, 2010
Maturity Date
(Approx. Yield:
6.000%)
$l,827.80
l,830.22
l,885.l3
1,941.69
1,999.94
2,059.93
2,l21.73
2,l85.38
2,250.95
2,318.47
2,388.03
2,459.67
2,533.46
2,609.46
2,687.75
2,768.38
2,85l.43
2,936.97
3,025.08
3,lI5.83
3,209.3l
3,305.59
3,404.76
3,506.90
3,612.1l
3,720.47
3,832.08
3,947.05
4,065.46
4,l87.42
4,313.04
4,442.44
4,575.7l
4,712.98
4,854.37
5,000.00
July l, 2011
Maturity Date
(Approx. Yield:
6.050%)
$l,707.85
l,7l0.l6
1,761.89
l,8l5.18
l,870.09
l,926.66
l,984.95
2,044.99
2,l06.85
2,l70.58
2,236.24
2,303.89
2,373.58
2,445.38
2,519.36
2,595.57
2,674.08
2,754.97
2,838.31
2,924.l7
3,012.63
3,l03.76
3,l97.65
3,294.38
3,394.03
3,496.70
3,602.48
3,71l.45
3,823.72
3,939.39
4,058.56
4,181.33
4,307.81
4,438.l2
4,572.38
4,710.69
4,853.l9
5,000.00
This bond is one of an issue of bonds in the aggregate
original principal amount of $6,625,000, (of which $195,000
A-3.
eegate original principal amount constitutes capital appreci-
at10n bonds and $6,430,000 aggregatt~ principal amount constitutes
current interest bonds) of like tenor except as to amount,
matur i ty date, interest rate, intert~st payment provisions, rate
of approximate yield and number, issued by the District to
provide funds to refund certain previously issued and outstanding
bonds of the District, pursuant to a resolution of the Board of
Supervisors of Mohave County, Arizona, duly adopted prior to the
issuance hereof, and pursuant to the Constitution and laws of the
State of Arizona relative to the issuance and sale of school
district refunding bonds, and all amendments thereto, and all
other laws of the State of Arizona thereunto enabling.
For the punctual payment of this bond and the interest
hereon and for the levy and collection of ad valorem taxes
sufficient for that purpose, the full faith and credit of the
District are hereby irrevocably pledged; provided, however, that
the total aggregate taxes levied to pay principal and interest on
the refunding bonds in the aggregate shall not exceed the total
aggregate principal and interest to become due on the bonds being
refunded from the date of issuance of the refunding bonds to the
final date of maturity of the bonds being refunded; and, subject
fu~ther to the rights vested in the owners of the bonds being
refunded by the issue of refunding bonds of which this bond is
one to the payment of such refunded bonds from the same tax
.rce in the event of a deficiency in the moneys and obligations
ued by or guaranteed by the uni.ted States of America purchased
from the proceeds of the sale of these refunding bonds and placed
in trust for the purpose of providing for payment of principal of
and interest on the refunded bonds. The owner of this bond must
rely on the sufficiency of the ITlOnE!Ys and obligations placed
irrevocably in trust for payment of the refunded bonds.
The registrar or paying agent may be changed without
notice.
This bond is transferable by the registered owner in
person or by attorney duly authorized in writing at the desig-
nated office of the registrar, which on the original issue date
is the principal corporate trust of:fice of Bank One, Arizona, NA,
in Phoenix, Arizona, upon surrender and cancellation of this
bond, but only in the manner and subject to the limitation and
upon payment of any charges as provided in the authorizing
resolution. Upon such transfer a new bond of the same maturity
and interest rate will be issued to the transferee in exchange.
The registrar may require an owner " among other things, to
furnish appropriate endorsements and transfer documents and to
pay any taxes and fees required by law or permitted by the
authorizing resolution.
. Bonds of this maturity are issuable only in fully
gi~tered form in amounts due at maturity of $5,000 each or
1ntegral multiples thereof.
A-4
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The District, the Registrar and the Paying Agent may
treat the registered owner of this bond as the absolute owner for
the purpose of receiving principal and interest and for all other
purposes and none of them shall be affected by any notice to the
contrary. .
[INSERT FGIC BOND INSURANCE LANGUAGE]
The following abbreviations; when used in the
inscription on the face of this bond, shall be construed as
though they were written out in full according to applicable laws
or regulations:
(Form of Assignment)
TEN COM
TEN ENT
-- as tenants in common
-- as tenants by the
entireties
as joint tenants with
right of survivorship
and not as tenants in
conunon
UNIF GIFT/TRANS MIN ACT---
Custodian
(Cust) (Minor)
Under Uniform Gifts/Transfers
to Minors Act
JT TEN
(State)
Additional abbreviations may also be used though not in list above
(Form of Assignment)
FOR VALUE RECEIVED the undersigned hereby sells, assigns and
transfers unto
(Name and Address of Transferee)
the within bond and all rights thereunder, and hereby irrevocably
constitutes and appoints , attorney to
transfer the within bond on the books kept for registration thereof,
with full power of substitution in the premises.
A-S
~ Dated
~
~
Note: The signature(s) on this
assignment must correspond with
the name(s) as written on the
face of the within registered
bond in every particular with-
out alteration or enlargement
or any change whatsoever.
Signature Guaranteed:
The signature(s) should be
guaranteed by an eligible
guarantor institution
pursuant to Securities
and Exchange Commission
Rule 17Ad-lS
A-6
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.
EXHIBIT B
(Face of Bond)
MOHAVE UNION HIGH SCHOOL DISTRICT NO. 30
OF MOHAVE COUNTY, ARIZONA
CURRENT INTEREST REFUNDING BOND
SERIES 1993
Number:
Denomination:
$
Interest
Rate
Maturity
Date
Original
Dated Date
CUSIP
%
June l, 1993
Registered Owner:
Principal Amount:
DOLLARS
MOHAVE UNION HIGH SCHOOL DISTRICT NO. 30 OF MOHAVE
COUNTY, ARIZONA, for value re~ceived, hereby promises to pay to
the registered owner identified above, or registered assigns as
provided herein, on the maturity date set forth above, the
principal amount set forth above, and to pay interest on the
unpaid principal amount at the interest rate shown above.
Interest is payable on January 1 and July 1 of each
year commencing July 1, 1993" and will accrue from the most
recent date to which interest has been paid, or, if no interest
has been paid, from the original issue date set forth above.
Interest will be computed on the basis of a year comprised of 360
days consisting of twelve (12) months having thirty (30) days
each.
principal and interest are payable in lawful money of
the United States of America. Interest will be paid by check
payable to the order of and mailed to the registered owner at the
address shown on the registration books maintained by the regis-
trar at the close of business on the record date as explained on
the reverse hereof. Principal will be paid when due to the
registered owner upon surrender of this bond for payment at the
designated office of the paying agent, which on the original
issue date is the principal corporate trust office of Bank One,
Arizona, NA, in Phoenix, Ari2:ona. Payment to any owner owning an
aggregate principal amount of Bonds of at least $1,000,000 may
also be made by wire transfer upon two (2) days prior written
request delivered to the paying agent specifying a wire transfer
address in the continental United States.
sds00200h LFW:cbh 060393.1
B-I
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See the reverse side of this bond for additional
provisions.
It is hereby certified and recited that all conditions,
acts and things required by the Constitution and laws of the
State of Arizona to exist, to occur and to be performed precedent
to and in the issuance of this bond exist, have occurred and have
been performed and that the series of bonds of which this is one,
together with all other indebtedness of the District, is within
every debt and other limit prescribed by the Constitution and
laws of the State of Arizona, and that due provision has been
made for the levy and collect.ion of a di rect, annual, ad valorem
tax upon all of the taxable property in the District for the
payment of this bond and of the interest hereon as each becomes
due.
The District has caused this bond to be executed by the
President and attested by the Clerk of its Governing Board and
countersigned by the County Treasurer of Mohave County, which
signatures may be facsimile signatures.
This bond is not valid or binding upon the District
without the manually affix.ed signature of an authorized officer
of the registrar.
This bond is prohibited from being issued in coupon or
bearer form without the consent of the Board of Supervisors of
Mohave County and the occurre!nce of certain other condi tions.
MORAVE UNION HIGH SCHOOL DISTRICT
NO. 30 OF MORAVE COUNTY, ARIZONA
President, Governing Board
ATTEST:
COUNTERSIGNED:
Clerk, Governing Board
Mohave County Treasurer
- - - - - - - - - - - - - - -' - - - - - - - - - - - - - - -
B-2
. DATE OF AUTHENTICATION AND REGISTRATION:
.
.
AUTHENTICATION CERTIFICATE
This bond is one of the Mohave Union High School
District No. 30 of Mohave County, Arizona, Refunding Bonds,
Series 1993, described in the resolution mentioned on the reverse
hereof.
BANK ONE, ARIZONA, NA,
as Registrar
Authorized Representative
- - - - - - - - - - - - - -
(Form of Reverse Side of Bond)
Bonds maturing on or before July l, 2002 are not
subject to call for redemption prior to maturity. Bonds maturing
on July 1, 2003 through July 1, 2009, are subject to optional
call for redemption prior to maturity, in whole or in part, on
July l, 2002, or on any interest payment date thereafter by the
payment of a redemption price equal to the principal amount of
each bond called for redemption plus accrued interest to the date
fixed for redemption plus a premium (calculated as a percentage
of the principal amount of the bonds to be redeemed) to be
computed as follows:
Redemption Dates
Premium
July 1, 2002 and January 1, 2003
July I, 2003 and January 1, 2004
and thereafer without premium.
2.0%
1. 0%
Notice of redemption of any bond will be mailed not
more than sixty (60) nor less than thirty (30) days prior to the
date set for redemption to the registered owner of the bond or
bonds being redeemed at the address shown on the bond register
maintained by the registrar.
This bond is one of a series of bonds in the aggregate
principal amount of $6,625,000 (of which $195,000 aggregate
original principal amount constitutes capital appreciation Bonds
and $6,430,000 aggregate principal amount constitutes current
interest Bonds) of like tenor except as to amount, maturity date,
interest rate, interest payment provisions, rate of approximate
yield and number, issued by the District to provide funds to
refund certain previously issued and outstanding bonds of the
District, pursuant to a resolution of the Board of Supervisors of
Mohave County, Arizona, duly adopted prior to the issuance
B-3
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hereof, and pursuant to the Constitution and laws of the state of
Arizona relative to the issuance and sale of school district
refunding bonds, and all amendments thereto, and all other laws
of the State of Arizona thereunto enabling.
For the punctual payment of this bond and the interest
hereon and for the levy and collection of ad valorem taxes
sufficient for that purpose, the full faith and credit of the
District are hereby irrevocably pledged; provided, however, that
the total aggregate taxes levied to pay principal and interest on
the refunding bonds in the aggregate shall not exceed the total
aggregate principal and i~terest to become due on the bonds being
refunded from the date of issuance of the refunding bonds to the
final date of maturity of the bonds being refunded; and, subject
further to the rights vested in the owners of the bonds being
refunded by the refunding bonds of this issue to the payment of
such refunded bonds from the same tax source in the event of a
deficiency in the moneys and obligations issued by or guaranteed
by the United States of America purchased from the proceeds of
the sale of the refunding bonds and placed in trust for the
purpose of providing for payment of principal of and interest on
the refunded bonds. The owner of this bond must rely on the
sufficiency of the moneys and obligations placed irrevocably in
trust for payment of the refunded bonds.
The registrar or paying agent may be changed without
notice.
This bond is transferable by the registered owner in
person or by attorney duly authorized in writing at the
designated office of the registrar, which on the original issue
date is the principal corporate trust office of Bank One,
Arizona, NA, in Phoenix, Arizona, upon surrender and cancellation
of this bond, but only in thE~ manner and subject to the
limitation and upon payment of the charges provided in the
authorizing resolution. Upon such transfer a new bond or bonds
of the same aggregate principal amount, maturity and interest
rate will be issued to the transferee in exchange. The registrar
may require an owner, among other things, to furnish appropriate
endorsements and transfer documents and to pay any taxes and fees
required by law or permitt:ed by the authorizing resolution. The
District has chosen the fifteenth day of the calendar month
preceding each interest payment date as the record date for this
issue of bonds, unless such date is a Saturday, Sunday or
holiday, in which case the record date will be deemed to be the
previous business day. Should this bond be submitted to the.
registrar for transfer during the period commencing after the
close of business on the record date and continuing to and
including the maturity date, ownership will be transferred in the
normal manner but the payment of interest will be made payable to
the owner shown on the registrar's books at the close of business
on the record date, at the discretion of the paying agent and
registrar.
B-4
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Bonds of this issue are issuable only in fully
registered form in the denomination of $5,000 each or integral
multiples thereof.
The District, the registrar and the paying agent may
treat the registered owner of this bond as the absolute owner for
the purpose of receiving principal and interest and for all other
purposes and none of them shall be affected by any notice to the
contrary.
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[INSERT FGIC BOND INSURANCE LANGUAGE]
- - - - - - - .- - - - - - - - - - - -
The following abbreviations, when used in the inscrip-
tion on the face of this bond, shall be construed as though they
were written out in full according to applicable laws or
regulations:
TEN COM - as tenants in cornman
TEN ENT - as tenants by the
entireties
JT TEN - as joint tenants with
right of survivorship
and not as tenants in
common
UNIF GIFT/TRANS MIN ACT-
Custodian
(Cust) (Minor)
under Uniform Gifts/Transfers
to Minors Act
(State)
Additional abbreviations may also be used though not in list
above
(Form of Assignment)
FOR VALUE RECEIVED the undersigned hereby sells,
assigns and transfers unto
(Name and Address of Transferee)
the within bond and all rights thereunder, and hereby irrevocably
constitutes and appoints
attorney, to transfer the within bond on the books kept for
registration thereof, with full power of substitution in the
premises.
B-S
. Dated
.
.
Signature Guaranteed:
The signature(s) should be
guaranteed by an eligible
guarantor institution pursuant
to Securities and Exchange
Commission Rule l7Ad-l5
Note: The signature(s) on this
assignment must correspond with
the name(s) as written on the
face of the within registered
bond in every particular without
al.teration or enlargement or any
change whatsoever.
ALL FEES AND TRANSFER cos'rs SHALL BE PAID BY THE TRANSFEROR
B-6
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June 23, 1993
July l, 1993
January 1, 1994
July l, 1994
January 1, 1995
July l, 1995
January l, 1996
July 1, 1996
January l, 1997
July 1, 1997
January l, 1998
July 1, 1998
January l, 1999
July l, 1999
January l, 2000
July l, 2000
January 1, 200l
July 1, 2001
January l, 2002
July 1, 2002
January l, 2003
July 1, 2003
January 1, 2004
July 1, 2004
January 1, 2005
July l, 2005
January l, 2006
July 1, 2006
January l, 2007
July 1, 2007
January 1, 2008
July 1, 2008
January l, 2009
July l, 2009
January l, 2010
July 1, 2010
January l, 201l
July 1, 2011
EXHIBIT C
SCHEDULE OF ACCRETED VALUES OF
CAPITAL APPRECIATION BONDS
(PER $5,000 MATURITY AMOUNT)
July l, 2010
Maturity Date
(Approx. Yield:
6.000%)
$l,827.80
l,830.22
1,885.l3
1,941.69
1,999.94
2,059.93
2,l2l.73
2,185.38
2,250.95
2,318.47
2,388.03
2,459.67
2,533.46
2,609.46
2,687.75
2,768.38
2,85l.43
2,936.97
3,025.08
3,115.83
3,209.31
3,305.59
3,404.76
3,506.90
3,612.l1
3,720.47
3,832.08
3,947.05
4,065.46
4,l87.42
4,313.04
4,442.44
4,575.71
4,712.98
4,854.37
5,000.00
sds00200i LFW:cbh 060393.1
C-1
July l, 2011
Maturity Date
(Approx. Yield:
6.050%)
$1,707.85
l,7l0.l6
1,761.89
1,8l5.18
1,870.09
1,926.66
l,984.95
2,044.99
2,106.85
2,170.58
2,236.24
2,303.89
2,373.58
2,445.38
2,519.36
2,595.57
2,674.08
2,754.97
2,838.31
2,924.17
3,012.63
3,l03.76
3,197.65
3,294.38
3,394.03
3,496.70
3,602.48
3,711.45
3,823.72
3,939.:39
4,058.56
4,181.33
4,307.81
4,438.12
4,572.38
4,710.69
4,853.19
5,000.00