HomeMy WebLinkAboutVarious Purposes-Serial BondsOFFICERS'
CLOSING CERTIFICATES
RELATING TO THE BONDS OF THE
TOWN OF SOUTHOLD, IN
THE COUNTY OF SUFFOLK, NEW YORK
CERTIFICATE AS TO SIGNATURES AND LITIGATION
WE, the undersigned officers of the Town of Southold, in
the County of Suffolk, a municipal corporation of the State of
New York and herein referred to as the "Issuer", HEREBY CERTIFY
that on or before the date hereof, each of the Issuer's
$2,708,500 Various Purposes Serial Bonds-1991 (the "Bonds"),
dated February 15, 1991, and more fully described in Schedule X
attached hereto and hereby made a part hereof, were duly and
completely executed in the name and on behalf of the Issuer by
the imprinting thereon of the facsimile signature of the
undersigned officers of the Issuer, each of whom did and does
hereby adopt such respective signatures, and the imprinting
thereon of the official seal of the Issuer, and that on the date
hereof, we are the duly chosen, qualified and acting officers of
the Issuer holding the respective offices indicated by the
official titles set opposite our several signatures hereto, for
terms expiring on the respective dates set opposite such titles.
WE FURTHER CERTIFY that the facsimile of the seal which
is impressed upon this certificate has been imprinted upon each
of the Bonds and is the legally adopted, proper and only official
corporate seal of the Issuer.
WE FURTHER CERTIFY that no litigation of any nature is
now pending or threatened restraining or enjoining the issuance
or delivery of said Bonds or the levy or collection of any taxes
to pay the interest on or principal of said Bonds, or in any
manner questioning the authority or proceedings for the issuance
of said Bonds or the levy or collection of said taxes, or
relating to said Bonds or affecting the validity thereof or the
levy or collection of said taxes, that neither the corporate
existence or boundaries of the Issuer nor the title of any of the
present officers thereof to their respective offices is being
contested, that no authority or proceedings for the issuance of
said Bonds has or have been repealed, revoked or rescinded, and
that no Bonds of the Issuer have been heretofore issued under or
pursuant to such proceedings.
IN WITNESS WHEREOF,
we have hereunto set our hands and
Said corporate seal has hereunto
of the 7th day of
(SEAL)
S I G~ATURE
been affixed as
March, 1991.
OFFICIAL TITLE
TERM OF OFFICE
EXPIRES
Supervisor December 31, 1991
Town Clerk December 31, 1993
HEREBY CERTIFY that the
the above named Issuer which appear
signatures of the officers of
above, are true and genuine
and that I know said officers and know them to hold the
respective offices set opposite their several signatures.
of
(Signature) (Title) (Name of Bank)
ATTORNEY'S CERTIFICATE
I, HARVEY A. ARNOFF, HEREBY CERTIFY that I am a
licensed Attorney at Law of the State of New York, have offices
at 53095 Main Road, Southold, New York, and am the duly chosen,
qualified and acting Town Attorney of the Issuer
hereinafter named, that I am familiar with the acts and
proceedings heretofore had and or taken by said Issuer or by its
officers relative to the authorization, sale and issuance of
$2,708,500 Various Purposes Serial Bonds-1991 of the Town of
Southold, in the County of Suffolk, a municipal corporation of
the State of New York, and herein referred to as the "Issuer",
all as described as set forth in Schedule X annexed hereto and by
this reference made a part hereof, that no litigation of any
nature is now pending or threatened restraining or enjoining the
issuance or delivery of said bonds or the levy or collection of
any taxes to pay the interest on or principal of said bonds, or
in any manner questioning the authority or proceedings for the
issuance of said bonds or for the levy or collection of said
taxes, or relating to said bonds or affecting the validity
thereof or the levy or collection of said taxes, that neither the
corporate existence or boundaries of the Issuer nor the title of
any of the present officers thereof to their respective offices
is being contested, and that no authority or proceedings for the
issuance of said bonds has or have been repealed, revoked or
rescinded.
I HEREBY FURTHER CERTIFY that there is no controversy or
litigation of any nature now pending or threatened by or against
the Issuer, wherein an adverse judgment or ruling could have a
material adverse impact on the financial condition of the Issuer
or adversely affect the power of the Issuer to levy, collect or
enforce the collection of taxes or other revenues for the payment
of the bonds, which has not been disclosed in the Official
Statement relating to the Bonds.
IN WITNESS WHEREOF, I have hereunt~t~and this 7th
day of
Town ~At t or ney----
CERTIFICATE OF DELIVERY AND PAYMENT
I, SCOTT L. HARRIS, the duly chosen, qualified and
acting Supervisor of the Issuer hereinafter named, HEREBY CERTIFY
that, on the 7th day of March, 1991, I delivered or caused to be
delivered to Roosevelt & Cross, Inc. & Associates, New York, New
York, the purchasers thereof, $2,708,500 aggregate principal
amount of bonds of the Town of Southold, in the County of
Suffolk, a municipal corporation of the State of New York and
herein referred to as the "Issuer", each duly and completely
executed by or on behalf of the Issuer and all as described and
set forth in Schedule X annexed hereto and by this reference made
a part hereof, and that at or before the time of such delivery of
said bonds, I received from said purchaser the following amounts:
Received prior to such delivery ............
Received at time of such delivery ..........
Total amount received
$ 54,170.00
2~667r055.27
$2,721,225.27
being full payment for said bonds in accordance with the contract
of sale thereof, computed as follows:
Contract Price .............................
Interest on said bonds accrued to the date
of delivery ...........................
Total
$2,710,673.40
10r551.86
$2,721,225.27
I FURTHER CERTIFY that at the time of such delivery of
said bonds, a written opinion was rendered by the law firm of
Hawkins, Delafield & Wood, dated as of the date of such delivery,
as to the validity of said bonds, said opinion (except as to
omission of the date of such delivery) having been printed on the
reverse side
correct,
Issuer.
of each of said bonds and certified as true and
by the facsimile signature of the Town Clerk of the
IN WITNESS WHEREOF, I have hereunto set my hand this 7th
day of March, 1991.
SCHEDULE X
Bonds of the TOWN OF SOUTHOLD, NEW YORK, substantially
in form, and offered for sale and sold, as provided by the
Certificate of Determination executed by the Supervisor as of
January 24, 1991 and to be delivered thereunder in the aggregate
principal amount of $2,708,500.
Number of Issues:
Amount and Title:
Dated:
Denominations
Numbers and Letters:
Interest Rate and
Payment Dates:
Place of Payment of
Principal and
Interest:
Maturities:
1
$2,708,500 Various Purposes Serial Bonds-1991
February 15, 1991
In the form of registered bonds without
coupons in denominations of $5,000, or
any integral multiple thereof, not
exceeding the aggregate principal amount
of Bonds maturing in any year, except for
one bond maturing in the year 1992 which
may be issued in a denomination which is
or includes an amount other than an
authorized multiple, numbered separately
and consecutively upward with the letter
"R" prefixed thereto.
6-3/8% per annum, payable February 15, 1992,
August 15, 1992 and semiannually thereafter
on February 15 and August 15 in each year
to maturity.
Principal corporate trust office of
Citibank, N.A., New York, New York (the
"Fiscal Agent"). Interest payable by
check mailed from said office of the
Fiscal Agent to the person in whose name
the bond is registered at the address
shown on the registration book maintained
by the Fiscal Agent as of the last day of
the month preceding each interest payment
date.
On February 15 in each of the following
years:
$288,500 in the year 1992;
$295,000 in the year 1993;
$275,000 in the year 1994;
$175,000 in the year 1995;
$125,000 in each of the years
1996 to 2001, inclusive;
$ 75,000 in each of the years
2002 to 2004, inclusive; and
$100,000 in each of the years
2005 to 2011, inclusive.
ARBITRAGE AND USE OF PROCEEDS CERTIFICATE
I, SCOTT L. HARRIS, Supervisor of the Town of Southold
(the "Issuer"), in the County of Suffolk, New York, HEREBY
CERTIFY and reasonably expect with respect to the issuance of the
$2,708,500 Various Purposes Serial Bonds-1991 (the "Bonds") of
the Issuer, dated February 15, 1991 and issued on March 7, 1991,
as follows:
I. GENERAL
1.1. I am an officer of the Issuer charged with the
responsibility for the execution, delivery, and issuance o~ the
Bonds and am acting for and on behalf of the Issuer in signing
this certificate.
1.2. This certificate is made for the purpose of
establishing the reasonable expectations of the Issuer as to the
amount and use of proceeds of the Bonds. It is intended and may
be relied upon for purposes of Sections 103 and 148 of the
Internal Revenue Code of 1986, as amended (the "Code") as a
certification described in Section 1.103-13(a)(2)(ii) of the
Treasury Regulations. This certificate is executed and delivered
as part of the record of proceeding~ in connection with the
issuance of the Bonds. The provisions of this certificate
constitute a contractual obligation of the Issuer in
consideration for the purchase of and payment for the Bonds by
the purchaser thereof.
1.3. The Commissioner of Internal Revenue has not
published notice of, nor has the Issuer been notified of, any
listing or proposed listing of the Issuer by the Internal Revenue
Service as an Issuer whose certification may not be relied upon
for arbitrage purposes by the holder of its obligations.
1.4. This certificate sets forth the facts, estimates
and circumstances now in existence which form the basis for the
Issuer's expectation that the proceeds of the Bonds will not be
used in a manner that would cause the Bonds to be arbitrage bonds
under Section 148 of the Code or private activity bonds under
.Section 141 of the Code. To the best of my knowledge and belief,
such expectation is reasonable and there are no other facts,
estimates or circumstances that would materially change that
expectation.
1.5. No other governmental obligations are being issued
at substantially the same time and sold pursuant to a common plan
of financing which will be paid out of (or have substantially the
claim to be paid out of) substantially the same source of funds
as the Bonds.
1.6. The Issuer will comply with all the procedures and
provisions set forth herein, and will do and perform all acts and
things necessary in order to assure that interest paid on the
Bonds shall not be included in gross income of the owners thereof
for the purpose of federal income taxation.
II. USE OF PROJECT AND OF PROCEEDS
2.1. NO portion of the proceeds of the Bonds will be
invested, directly or indirectly, in federally insured deposits,
accounts, or obligations other than investments of unexpended
Bond proceeds for an initial temporary period until the proceeds
are needed.
For purposes of this Part II the term proceeds means the
net amount (after payment of all costs and expenses associated
with issuing the Bonds) received by the Issuer from the sale of
the Bonds excluding accrued interest.
2.2. The Bonds are being issued to finance various
purposes in and for the Issuer (the "Projects"), as more
particularly described in the bond resolutions cited in
paragraphs l(a) to l(m), inclusive, of the Certificate of
Determination executed by the Supervisor as of January 24, 1991
(the "Certificate").
2.3. The Projects will be owned by the Issuer or another
state or local governmental unit and will not be leased to any
person who is not a state or local governmental unit. They will
not (except to the extent that any of the Projects financed
involve grants) be sold or otherwise disposed of, in whole or in
part, prior to the last maturity date of the Bonds.
2.4. The aggregate amount of proceeds of the Bonds used
directly or indirectly in a trade or business carried on by a
natural person, or in any activity carried on by a person other
than a natural person ("Private Use"), excluding use by a state
or local government unit and use as a member of the general
public, will not exceed 10% of such proceeds in the event that
more than 10% of the principal or 10% of the interest due on the
Bonds during the term thereof is, under the terms of the Bonds or
any underlying arrangement, directly or indirectly, secured by
any interest in property used or to be used for a Private Use or
in payments in respect of property used or to be used for a
Private Use or is to be derived from payments, whether or not to
the Issuer, in respect of property or borrowed money used or to
be used for a Private Use.
2.5. No more than 5% of the proceeds of the Bonds will
be used to finance property used by a nongovernmental person in a
Private Use which is unrelated to the governmental use of the
property being financed.
2.6. No more than 5% of the proceeds of the Bonds is
allocable to any disproportionate related Private Use. For
purposes of this Arbitrage and Use of Proceeds Certificate, Bond
proceeds are allocable to a disproportionate related Private Use
to the extent that the proceeds of the Bonds which are to be used
to finance property used by a nongovernmental person in a trade
or business which is related to the governmental use of the
property referred to in paragraph 2.4, above, exceeds the
proceeds of the Bonds which are to be used for the governmental
use to which such Private Use relates.
2.7. For purposes of paragraphs 2.4., 2.5. and 2.6., a
Private Use consists of any contract or other arrangement
including, without limitation, leases, management contracts,
guarantee contracts, take or pay contracts, or put or pay
contracts, which provides for a use of the Projects by a person
or persons who are not state or local governments on a basis
different than the general public. Any management, or operations
contract or agreement which provides for (1) a term (including
renewal options) not in excess of five years, (2) payments no
portion of which are based on a share of net profits and at least
50 percent of which are made on a periodic, fixed-fee basis, and
(3) termination by either party, without penalty, at the end of
any three-year period is not considered a Private Use.
2.8. The amount of proceeds of the Bonds that will be
used directly or indirectly to make loans to persons other than a
governmental unit is not more in the aggregate than the lesser of
$5,000,000 or 5% of such proceeds.
2.9. To the extent the amount of proceeds of the Bonds
to be used to make loans to any borrowers (including loans
referred to in paragraph 2.8 above and loans to state or local
governmental units) exceeds $5,000,000, at least 95% of the net
proceeds of the issue (as defined in Section 150 of the Code but
without including proceeds used to finance costs of issuance or
capitalized interest) that are to be used to make loans, will
have been used within 3 years of the date hereof to make such
loans. The payment of legal and underwriting costs is not
contingent and at least 95% of the reasonably expected legal and
underwriting costs associated with issuance will be paid within
180 days of the date hereof. For purposes of this paragraph the
term loan does not include any use of proceeds by an agency of
the Issuer unless such agency is a political subdivision or an
instrumentality of the Issuer.
2.10. No more than 5% of the proceeds of the Bonds
are to be used with respect to any output facility (other than a
facility for the furnishing of water). No more than the lesser
of $5,000,000 or 5% of the proceeds of the Bonds are to be used
(directly or indirectly) for the acquisition of a nongovernmental
output facility.
2.11. The Issuer shall file the requisite Form
8038-G on or before the 15th day of the second month after the
calendar quarter in which the Bonds are issued.
III. ARBITRAGE
Initial Temporary Period
3.1. The total proceeds of the sale of all bond
anticipation notes and bonds issued to date (including the Bonds)
do not exceed the amount necessary for the purposes of the issue.
3.2. (a) A portion of the proceeds of the sale of the
Bonds in the amount of $972,000 (the "Current Refunding Bonds")
will be used, together with $123,000 in available funds, to
redeem on their respective maturity dates or redemption dates,
dates which are not more than ninety (90) days from the date of
this certificate, outstanding bond anticipation notes of the
Issuer in the aggregate principal amount of $1,095,000 (the
"Prior Issues"), which were previously issued to finance the
Projects described in the bond resolutions cited in paragraphs
l(a) to l(c), inclusive, l(e), l(f) and l(i) to l(k), inclusive,
of the Certificate. (b) A portion of the proceeds of the sale of
the Bonds in the amount of $174,000 (the "Advance Refunding
Bonds"), will be used, together with $52,000 in available funds,
to redeem on their respective maturity dates dates which are more
than ninety (90) days from the date of this Certificate,
outstanding bond anticipation notes of the Issuer in the
aggregate principal amount of $226,000 (the "Prior Notes"), which
were previously issued to finance the Projects described in the
bond resolutions cited in paragraphs l(d), l(g) and l(h) of the
Certificate. (c) The balance of the proceeds of the sale of the
Bonds in the amount of $500,000 (the "New Money Bonds"), will be
used to provide original financing for the Projects described in
the bond resolutions cited in paragraphs 1(1) and l(m) of the
Certificate.
3.3. (I) With respect to $914,000 of said Current
Refunding Bonds:
(a) Ail of the proceeds of the Current Refunding Bonds
will be expended to pay principal of the Prior Issues on their
respective maturity dates or redemption dates, dates which are
not more than ninety (90) days from the date of this certificate.
Any amounts received from the investment of such proceeds not
expended to pay principal of the Prior Issues will be expended
within one year of the date of receipt.
(b) On the date the Prior Issues will be paid, there
will be $ 537,898.00 proceeds of the Prior Issues which
have not been expended. Any of such proceeds (including earnings
from the investment thereof) will be expended within three years
of the original date of receipt by the Issuer of such proceeds.
(c) Such proceeds from the sale of the Current
Refunding Bonds are not subject to the rebate requirement
by Section 148 of the Code because:
imposed
(i)
each of the Prior Issues qualified for, and was
taken into account under the rebate exception
for obligations of governmental units expected
to issue less than $5,000,000 in tax-exempt
obligations during the calendar year when each
was issued;
(ii)
the aggregate face amount of the Bonds does not
exceed $5,000,000;
(iii)
each of the Prior Issues had a weighted average
maturity of 3 years or less; and
(iv)
the last maturity date of the Current Refunding
Bonds does not extend more than thirty (30)
years beyond the original date of issuance of
the first bond anticipation notes issued
pursuant to the bond resolutions hereinabove
referred to in paragraph 3.2. (a) hereof.
(II) With respect to the $58,000 balance of such Current
Refunding Bonds:
Ail of the proceeds of the Prior Issues have been
expended on the Projects within 3 years from the date of issue of
the notes originally issued for such Projects, or, any proceeds
of the Prior Issues which were not expended on such Projects
within the above-mentioned period were not invested at a yield
which is higher than the yield on the Prior Issues. Proceeds of
the Prior Issues which shall become "transferred proceeds" of the
Bonds shall not be invested at a yield which is higher than the
yield on the Bonds.
(III) With respect to the Advance Refunding Bonds:
(a) All of such proceeds will be expended to pay
principal on the Prior Notes on their maturity date. Such
proceeds may be invested at an unrestricted yield for thirty days
from the date of this certificate, and thereafter until expended
will be invested at a yield not in excess of the yield on the
Bonds. Any amounts received from the investment of such proceeds
and not expended to pay principal on the Prior Notes will not be
invested at a yield in excess of the yield on the Bonds and will
be expended within six months of the date of receipt.
(b) As of the date of this Certificate, all of the
proceeds from the sale of the Prior Notes have been expended.
(c) The cumulative proceeds of all obligations issued as
of the date hereof to finance the construction, acquisition and
installation of the Projects, together with investment earnings
thereon, is not expected to exceed the amount necessary for the
construction of the Projects. The "excess proceeds" of the
Advance Refunding Bonds (defined as set forth in the following
sentence) do not exceed $1,740. The excess proceeds of the
Advance Refunding Bonds consist of (i) all the proceeds of the
Advance Refunding Bonds (net of issuance costs), plus (ii)
investment earnings, minus (iii) the sum of the following
amounts:
a. proceeds to be used to pay principal of and interest
on the Prior Notes; and
b. proceeds to be used to pay not more than six months
of accrued interest on the Advance Refunding Bonds.
3.4. With respect to the New Money Bonds:
(a) The Issuer has entered into or will enter into
within six months from the date of this certificate into binding
commitment(s) for the acquisition, construction or accomplishment
of the Projects relating thereto, and the amount of the
commitment(s) with respect to such Projects will or do exceed the
lesser of an amount equal to 2-1/2% of $500,000, being the
aggregate amount of obligations currently issued for such
Projects, or $100,000.
(b) Such Projects have been completed, or, if such
Projects have not been completed, it is reasonably expected that
all of the proceeds of the New Money Bonds will be expended
within three years from the date of this certificate. If such
Projects have not been completed, work on the acquisition,
construction or accomplishment of such Projects will proceed or
is proceeding with due diligence to completion.
(c) The proceeds from the sale of the New Money Bonds
are not subject to the rebate requirement imposed by Section 148
of the Code because:
(i) the Issuer is a governmental unit with general
taxing powers;
(ii) the Bonds do not constitute "private activity
bonds" as that term is defined in Section 141 of the Code;
(iii) ninety-five percent or more of
the sale of the Bonds are to be used for
activities of the Issuer; and
the net proceeds of
local governmental
(iv) the Issuer reasonably expects that the aggregate
face amount of all tax-exempt bonds issued by the Issuer
during the current calendar year will not exceed $5,000,000.
For purposes of such determination, no tax-exempt obligation
shall be taken into account if it is a current refunding
obligation which does not exceed the outstanding (redeemed)
principal amount of the obligation to be refunded.
3.5. Proceeds representing amounts received as accrued
interest in respect of the Bonds will be expended to pay interest
on the Bonds on March 1, 1991, and may be invested during the
interim without restriction as to yield. Any investment earnings
will be expended on debt service of the Bonds within twelve
months of initial receipt.
3.6. Proceeds to be used to pay the costs of issuance
will be expended within six months of the date hereof. Such
amount may be invested without restriction as to yield. Earnings
derived from the investment of such amount will be expended on
the debt service of the Bonds within twelve months of initial
receipt.
Term_~s o__~f the Bondsf Calculation of Yield
3.7. The date, maturities, denominations, and rates of
interest of the Bonds are shown on Schedule X attached hereto.
3.8. Except as otherwise provided, when used in this
certificate, the term "yield" means the discount rate that
produces the same present value as of the date of issuance when
used in computing the present value of all issue payments to be
paid in connection with the Bonds and the present value of all
the issue prices of the Bonds.
3.9. For purposes of paragraph 3.8, issue payments to be
paid include interest, principal and qualified guarantee payments
(within the meaning of Temp. Treas. Reg. ~l.148-3T(b)(12)), if
any, determined by assuming that Bonds are retired on the final
maturity date for the stated retirement price unless the Bonds
are subject to mandatory early redemption or are to be retired
before final maturity pursuant to a binding contract in existence
on the date of issuance, in which case the Bonds shall be treated
as retired on such early retirement date.
3.10. For purposes of paragraph 3.8, the issue price
of the Bonds is determined on the basis of the initial offering
prices to the public (not including bond houses and brokers, or
similar persons or organizations acting in the capacity of
underwriters or wholesalers) at which prices a substantial amount
of each maturity of the bonds was sold to the public, or, if
privately placed, the price paid by the first buyer of such
obligations. The Issuer has relied upon representations made to
it by Roosevelt & Cross, Inc., in a letter accompanying this
certificate with respect to the issue price of and allocation of
qualified guarantee payments to the Bonds. The yield on the
Bonds has been calculated to be %.
3.11. The Bonds are hereby designated "qualified
tax-exempt obligations" pursuant to the provisions of Section 265
of the Code.
(a) In making such designation, it has been determined,
with respect to the Current Refunding Bonds, that:
(i) the Current Refunding Bonds currently refund the
Prior Issues;
(ii) the Prior Issues were designated as "qualified
tax-exempt obligations";
(iii)
the aggregate face amount of the Current Refunding
Bonds when increased by the aggregate face amount
of the Advance Refunding Bonds and the New Money
Bonds do not exceed $10,000,000;
(iv) the Prior Issues had a weighted average maturity of
3 years or less;
(v)
the last maturity date of the Current Refunding
Bonds does not extend more than thirty (30) years
beyond the original date of issuance of the first
bond anticipation notes issued pursuant to the bond
resolutions hereinabove referred to in paragraph
3.2. (a) hereof; and
(vi)
not more than $10,000,000 of obligations issued by
the Issuer during the calendar year in which the
Prior Issues were issued were designated by the
Issuer as "qualified tax-exempt obligations".
(b) It has been determined, with respect to the Advance
Refunding Bonds and New Money Bonds, that:
(i)
the Issuer does not reasonably anticipate that the
amount of "qualified tax-exempt obligations" to be
issued by the Issuer during the current calendar
year (including such Advance Refunding Bonds and
New Money Bonds) will exceed $10,000,000; and
(ii)
the amount of "qualified tax-exempt obligations"
issued by the Issuer during the current calendar
year does not as of this date, and including this
issue, exceed $10,000,000.
IV. DEBT SERVICE
4.1. The Issuer expects to pay debt service on the Bonds
from taxes levied by the Issuer, and investment earnings derived
from the temporary investment of such revenues.
4.2. The taxes used to pay debt service on the Bonds,
whether or not desposited in a debt service fund, will be
expended within 13 months of the date of the deposit for the
payment of debt service, except that any earnings derived from
the investment thereof will be expended within 12 months of
initial receipt. The debt service fund, if any will be used to
achieve a proper matching of revenues and debt service and will
be depleted at least once a year except possibly for a carryover
amount which will not exceed the greater of one year's earnings
on such fund of one-twelfth of annual debt service on the Bonds.
4.3. The Issuer has not created, nor does it intend to
create or establish, any funds, other than the debt service fund
described herein which it reasonably expects to be used for the
payment of debt service on the Bonds.
(SEAL)
IN WITNESS WHEREOF,
I have hereunto set my hand and
affixed the corporate seal of the
the Town of Southold, this 7th day
of March, 1991.
SCHEDULE X
Bonds of the TOWN OF SOUTHOLD, NEW YORK, substantially
in form, and offered for sale and sold, as provided by the
Certificate of Determination executed by the Supervisor as of
January 24, 1991 and to be delivered thereunder in the aggregate
principal amount of $2,708,500.
Number of Issues:
Amount and Title:
Dated:
Denominations
Numbers and Letters:
Interest Rate and
Payment Dates:
Place of Payment of
Principal and
Interest:
Maturities:
1
$2,708,500 Various Purposes
February 15, 1991
Serial Bonds-1991
In the form of registered bonds without
coupons in denominations of $5,000, or
any integral multiple thereof, not
exceeding the aggregate principal amount
of Bonds maturing in any year, except for
one bond maturing in the year 1992 which
may be issued in a denomination which is
or includes an amount other than an
authorized multiple, numbered separately
and consecutively upward with the letter
"R" prefixed thereto.
6-3/8% per annum, payable February 15, 1992,
August 15, 1992 and semiannually thereafter
on February 15 and August 15 in each year
to maturity.
Principal corporate trust office of
Citibank, N.A., New York, New York (the
"Fiscal Agent"). Interest payable by
check mailed from said office of the
Fiscal Agent to the person in whose name
the bond is registered at the address
shown on the registration book maintained
by the Fiscal Agent as of the last day of
the month preceding each interest payment
date.
On February 15 in each of the following
years:
$288,500 in the year 1992;
$295,000 in the year 1993;
$275,000 in the year 1994;
$175,000 in the year 1995;
$125,000 in each of the years
1996 to 2001, inclusive;
$ 75,000 in each of the years
2002 to 2004, inclusive; and
$100,000 in ~ach of the years
2005 to 2011, inclusive.
SUPERVISOR'S CERTIFICATE OF AWARD
I, SCOTT L.
in the County of Suffolk, New York
AND REPORT AS FOLLOWS:
1. On February 14, 1991,
HARRIS, Supervisor of the Town of Southold,
(the "Town"), HEREBY CERTIFY
Time), bids were received at the offices of Hawkins, Delafield &
Wood, 67 Wall Street, 12th Floor, New York, New York.
2. At that time and place, Two ( 2 ) sealed bids
were received for the purchase of $2,708,500 Various Purposes
Serial Bonds-1991 of the Town (the "Bonds") pursuant to the
Notice of Sale of said Bonds heretofore duly published in
conformity with the requirements of the Certificate of
Determination executed by the Supervisor as of January 24, 1991,
and bids were thereupon opened and publicly read.
3. The sealed bids so opened and publicly read were
each in legally acceptable form and were each accompanied by the
check required by said Notice of Sale and constituted signed
proposals' to purchase all of the Bonds.
4. Forthwith upon receiving, opening, reading and
considering said sealed bids, I ascertained and publicly
announced or caused to be publicly announced that
ROOSEVELT & CROSS, INC. & ASSOCIATES
20 Exchange Place, New York, New York 10005 was
the successful bidder to whom the Bonds, bearing interest at the
rate to be borne by the Bonds to the date of payment of said
at 11:00 A.M. (Prevailing
purchase price, and it was thereupon determined that said Bonds
shall bear interest at the rate of six and three eighths per centum
( 6.375 ) per annum, Such interest rate being the rate necessary
for the Town to sell the Bonds, and awarded the same to said
Roosevelt & Cross, Inc. & Associates , as the successful
bidder, at the said purchase price of $2,710,673.40 , plus
accrued interest from the date of the Bonds to the date of
payment of the purchase price, and returned to each of said other
bidders the respective checks received with their sealed bids
aforesaid.
IN WITNESS WHEREOF, I have hereunto set my hand this
lSth day of February, 1991.
~ Supervisor
TOWN CLERK'S CERTIFICATE
I, JUDITH T. TERRY, Town Clerk of the Town of Southold,
in the County of Suffolk, New York, HEREBY CERTIFY that I have
compared the foregoing Certificate of Award of the Supervisor and
the same is a true and complete copy of said Certificate filed
with the Town Board on February 15th, 1991.
I FURTHER CERTIFY that no resolution electing to
reassume any of the powers or duties delegated to the Supervisor
by the resolutions referred to in the Certificate of
Determination referred to in said Certificate of Award, have been
adopted by said Town Board.
IN WITNESS WHEREOF, I have hereunto set my hand and
affixed the corporate seal of said
Town this lSth day of February,
1991.
(SEAL)
Town-Clerk
SUPPLEMENTAL CERTIFICATE OF THE TOWN CLERK
I, JUDITH T. TERRY, Town Clerk of the Town of Southold,
in the County of Suffolk, State of New York, HEREBY CERTIFY as
follows:
1. That the names of the members of the Town Board and
of the officers of the Town, the dates of their election or
appointment and the dates of commencement and of expiration of
their terms of office for the official year commencing January 1,
1991 and ending December 31, 1991 are as follows:
Name and Date of Election Date of Commence- Date of End
Office or Appointment ment of Term of Term
Supervisor:
Scott L. Harris
Nov. 7, 1989 January 1, 1990 December 31, 1991
Town Board:
Raymond W. Edwards
George L. Penny IV
Ruth D. Oliva
Ellen M. Latson
Thomas H. Wickham
Nov. 7, 1989 January 1, 1990 December 31, 1993
Nov. 7, 1989 January 1, 1990 December 31, 1993
Nov. 3, 1987 January 1, 1988 December 31, 1991
Nov. 3, 1987 January 1, 1988 December 31, 1991
Nov. 7, 1989 January I, 1990 December 31, 1993
Town Clerk:
Judith T. Terry
Nov. 7, 1989
Town Attorney:
January 1, 1990
December 31, 1993
Harvey A. Arnoff Feb. 9, 1990 February 22, 1990 December 31, 1991
Ail of the foregoing officers filed their oaths of office with
the undersigned Town Clerk and such of them as were required to
file or give bonds or official undertakings, filed or gave such
bonds or official undertakings in form and sum approved by the
Town Board and all of such members of the Town Board and officers
are legally eligible and are otherwise duly qualified as such and
are the acting members of the Town Board and officers
Town.
2. The seal impressed upon this Certificate
adopted and only official corporate seal of the Town.
IN WITNESS WHEREOF,
of th'e
is the duly
I have hereunto set my hand and
affixed the corporate seal of said
Town this 7th day of March, 1991.
(SEAL)
Town Clerk
SUPERVISOR'S
CERTIFICATE AS TO OFFICIAL STATEMENT
I, SCOTT L. HARRIS, Supervisor of the Town of Southold,
in the County of Suffolk, New York (the "Issuer"), HEREBY CERTIFY
that at the time of the sale of the $2,708,500 Various Purposes
Serial Bonds-1991 (the "Bonds"), dated February 15, 1991, and at
all times subsequent thereto, up to and including the date of the
delivery of the Bonds on March 7, 1991, the attached Official
Statement did not and does not contain any untrue statement of a
material fact or omit to state a material fact necessary to make
the statements therein, in the light of the circumstances under
which they were made, not misleading.
I HEREBY FURTHER CERTIFY that there has been no adverse
material change in the financial condition of the Issuer since
the time of the sale to the time of the delivery of the Bonds on
March 7, 1991.
(SEAL)
IN WITNESS WHEREOF,
I have hereunto set my hand and
affixed the corporate seal of the
Issuer this 7th day of March, 1991.
STATE OF NEW YORK)
SS:
COUNTY OF SUFFOLK)
JUDITH T. TERRY, Town Clerk of the Town of Southold, New York,
being duly sworn, says that on the ls1~ day of F_.eb~1991
she affixed a notice of which the annexed printed notice is a true copy,,in
a proper and substantial manner, in a most public place in' the Town of
Southold, Suffolk County, New York, to wit:
Town Clerk's Bulletin Board, Southold Town Hall, Main
Southold, New York 11971.
Notice of $2,708,500 Bond Sale - Sealed proposed to be received by the
at the offices of Hawkins, Delafield & Wood until 11:00 A.M., February
14, 1991.
Judith T. Terr~y ~::~'-
Southold Town Clerk
Sworn to before me this
1st day of February
Notary Public
1991
UNDA J. C~)PER
Notary Public, State of New York
Legals...
Continued kom Ixevi~u$
~id by su~ ~dder. Any
· e ~ds to ~ ~o ~su~ or ot
~ch ~ of ~ ~ ~
or refusal by ~e pur~ascr of
~de f~c~g for ~e f~ T,
96,~
102,
48,
f~ v~fi~ of ~ ~ subject
~s (exclusive of ~ B~ds) tu
~n by ~= close of business
$175,000 ' · year 1995;
$75,000 in each of the yeah 20~
to 2004, inclusive; and
$100,000 in each of the years 2005
to 2011, inclusive.
15, 1991, and will bear interest az the
rate per anm~n specified by ;he suc-
cessful bidder therefor in acco~ance
herewith, payable on February 15,
1992, August 15, 1992 ~ud semlannu-
ally thereafter on Febma~] 15 and
August 15 in e~ch year until maturity.
The Bonds will be issued in idly reg-
istered form in denominations of
$5,000 or any integral multlpk the~-
which may be issued in a den~nina-
tion which is or includes an waount
other thsn an authorized multiple.
Principal whm due will be peysble at
the principal cotporam u'~st office of
Citibank, N.A., New York, New York,
the Fiscal Agent for the Bonds (the
"Fiscal Agent"). l~etest on the Bonds
will be paid by check mailed to the
any income tax law of th~ United
States of America is hereafter en-
acted which shall provide that the
interest thereto is taxable, or shall be
taxable at a future date, for federal
income tax purposes, and in such
case the deposit made by him will be
returned and he wall be relieved of
his contractual obligations arising
from the acceptance of his proposal.
The Internal Revenue Code of
1986, as amended (the "Code"),
eslablishes cemin requirements that
must be met subsequent to the
issuance and delivery of the Bonds in
order that interest on the Bonds be
and remain excludable from gross
income under Section 103 of the
Code. As pan of the Town's contrac-
tual obligation arising from its accep-
tance of the successful bidder's pro-
posal, the Town will furnish the suc-
cessful bidder concurrently with the
delivery of the Bonds with its Arbi-
trage and Use of Proceeds Certifi-
cate, which will contain provisions
and procedures relating to compli-
ance with the requirements of the
sold to the bidder complyin~ with the the
thru to ooe of s~id bidders s~lecled by the
inteross ~ the Bo~ds, if any, a~cmcd in
~ ascertained, the ~ Offic~ will
dated as of the date of such deliv~,
to the effec~ that th~m is no litigation
pending or (to the knowledge of the
signer or signers thereof) threatened
relating to the Bonds; and of the sev-
eral certificates as described in the
Official Statement under the heading
of Mu~ism Services Inc., 5225 Ro~c ' pal
11776, telephone number (516) 331- ' O[
Dated: January 30, 1991 ;ich
s~e~i~ ! In
,,,9 on the / day of
COUNTY OF SUFFOLK
SS:
STATE OF NEW YORK
Patricia Wood, being duly sworn, says that she is the
Editor, of THE LONG ISLAND TRAVELER-WATCHMAN,
a public newspaper printed at Southold, in Suffolk Counl:y;
and that the notice of which the annexed is a printed copy,
has been published in said Long Island Traveler-WaiLchman
once each week for ....................... ¢'... weeks
successively, commencing on the ............ ~. ........
..... ,9?.:..
Sworn t() bef'm'e me Ibis "~
........... ; ......... clay of
....... .......
Notary Public FAR,ARt, A. SCHNEIDER
NCTAR',' PUDL~C. State of Ne~v York
N0. z406846
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