HomeMy WebLinkAbout901240.tiff WELD COUNTY, COLORADO
TAX ANTICIPATION NOTES
SERIES 1991A
DATED JANUARY 10, 1991 - $4, 350, 000
Closing Index
1. Note Purchase Agreement
2 . Note Resolution
3. Specimen Note
4. Closing Memorandum
5. County Certificate and Receipt
6. County Certificate Regarding Federal Tax Matters
7. Form 8038-G and Evidence of Mailing
8 . Underwriter's Receipt
9. Opinion of Bond Counsel
10. Preliminary Offering Circular
11. Offering Circular
12 . County Disclosure Certificate
13 . Letter re Responsibility for Disclosure
14. Letter of Representations
Complete transcripts of the closing documents will be
furnished to the following parties:
Weld County, Colorado (2 copies)
County Attorney
Ballard, Spahr, Andrews & Ingersoll
Piper, Jaffray & Hopwood, Incorporated
$4,350, 000
WELD COUNTY, COLORADO
TAX ANTICIPATION NOTES
SERIES 1991A
NOTE PURCHASE AGREEMENT
January 3, 1991
Board of County Commissioners
Weld County
915 10th Street
Greeley, Colorado 80632
Ladies and Gentlemen:
On the basis of the representations, warranties and
covenants contained in this Note Purchase Agreement (this "Note
Purchase Agreement") and on the terms and conditions contained
herein, the undersigned, Piper, Jaffray & Hopwood, Incorporated
(the "Underwriter") , hereby offers to purchase from Weld County,
Colorado (the "County") $4, 350, 000 aggregate principal amount of
Tax Anticipation Notes, Series 1991A, dated January 10, 1991 (the
"Notes") , to be issued under and pursuant to a resolution adopted
by the District on December 19, 1990 (the "Note Resolution") .
Section 1. The Countv's Representations, Warranties and
Agreements. By your acceptance hereof the County hereby
represents, warrants, and agrees with the Underwriter that:
(a) You are a political subdivision of the State
of Colorado (the "State") and a body politic and corporate
duly organized and validly existing under the Constitution
and laws of the State and your Home Rule Charter. To the best
of your knowledge, you are authorized by the provisions of
the Constitution and laws of the State, including the Tax
Anticipation Note Act, part 1 of article 15 of title 29,
Colorado Revised Statutes, as amended (the "Act") , and your
Home Rule Charter to adopt the Note Resolution and issue the
Notes.
(b) To the best of your knowledge, you have
complied with all provisions of the Constitution and laws of
the State, including the Act, and your Home Rule Charter in
connection with the issuance of the Notes, and have full power
and authority to consummate all transactions contemplated by
this Note Purchase Agreement, the Notes, the Note Resolution,
and any and all other agreements relating thereto.
(c) in order to enable the Underwriter to comply
with Rule 15c2-12 under the Securities Exchange Act of 1934
(the "Rule") , (i) you have reviewed the Preliminary Offering
Circular, dated as of December 20, 1990 (the "Preliminary
Offering Circular") and have deemed it final as of its date
except for the omission of no more than the following
information: the offering price, interest rate, selling
compensation, aggregate principal amount, delivery date,
ratings, and other terms of the securities depending on such
matters; (ii) you shall provide to the Underwriter 150 copies
of a Final Offering Circular which the County deems complete
as of its date (the "Final Offering Circular") , in
substantially the same form as the Preliminary Offering
Circular subject to minor additions, deletions and revisions
within seven business days after the date of this Note
Purchase Agreement and in sufficient time to accompany any
confirmation that requires payment from any customer;
(iii) you shall deliver, at the Closing Time (hereinafter
defined) , a certificate executed by appropriate officers of
the County acting in their official capacities, to the effect
that the facts contained in the Final Offering Circular are
true and correct in all material respects, and that the Final
Offering Circular does not contain any untrue statement of a
material fact or omit to state a material fact necessary to
make the statements therein, in light of the circumstances
under which they were made, not misleading; and (iv) you agree
to notify the Underwriter of any material developments
impacting the County or the Notes of which the County becomes
aware within 60 days after delivery of the Notes.
(d) To the best of your knowledge, you have duly
authorized all necessary action to be taken by you for (i) the
issuance and sale of the Notes upon the terms set forth herein
and in the Preliminary Offering Circular prepared for use in
connection with the Notes, the Final Offering Circular, and
any amendment or supplement that may be authorized by you and
approved by us for use with respect to the Notes (herein
collectively referred to as the "Offering Circular") ; (ii) the
adoption of the Note Resolution providing for the issuance of
and security for the Notes; (iii) the execution and delivery
of, and the due performance of all obligations represented by,
this Note Purchase Agreement, the Notes, and any and all such
other agreements and documents as may be required to carry
out, give effect to, and consummate the transactions
contemplated hereby and by the Offering Circular; and (v) the
carrying out, giving effect to, and consummation of the
transactions contemplated hereby and by the Offering Circular.
Executed counterparts of the Note Resolution will be delivered
to the Underwriter by you at the Closing Time (hereinafter
defined) .
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(e) There is no action, suit, proceeding, inquiry
or investigation at law or in equity or before or by any
court, public board or body pending and for which you have
been served or, to the best of your knowledge, threatened
against or affecting you (or to the best of your knowledge
any basis therefor) , wherein an unfavorable decision, ruling
or finding would adversely affect the transactions
contemplated hereby or by the Offering Circular or the
validity of this Note Purchase Agreement, the Notes, the Note
Resolution, or any agreement or instrument to which you are
a party and which is used or contemplated for use in the
consummation of the transactions contemplated hereby or by
the Offering Circular.
(f) To the best of your knowledge, the execution
and delivery of this Note Purchase Agreement, the Notes, the
Note Resolution, the Offering Circular, and the other
agreements contemplated hereby and by the Offering Circular
and compliance with the provisions thereof will not conflict
with or constitute on your part a breach of or a default under
any existing law, court or administrative regulation, decree
or order or any agreement, indenture, mortgage, lease or other
instrument to which you are subject or by which you are or may
be bound.
(g) You have not been notified of any listing or
proposed listing by the Internal Revenue Service to the effect
that you are an issuer whose arbitrage certifications may not
be relied upon.
(h) Any financial statements of the County supplied
by you to the Underwriter have been prepared in conformity
with generally accepted accounting principles consistently
applied to the periods concerned and fairly present the
financial condition of the County.
(i) Any certificate signed by any of your
authorized officers and delivered to the Underwriter is to
the extent provided therein a representation and warranty by
you to the Underwriter as to the statements made therein.
Section 2 . The Underwriter's Representations,
Warranties, and Agreements. The Underwriter hereby represents,
warrants, and agrees with the County that:
(a) The Underwriter shall supply to the County all
information, referenced under Section 1(c) (i) of this Note
Purchase Agreement, to complete the Final Offering Circular.
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(b) In order to comply with the Rule, (i) the
Underwriter has obtained and reviewed the Preliminary Offering
Circular prior to the time the Underwriter bid for, purchased,
offered or sold the Notes; (ii) the Underwriter has sent and
shall send, by first-class mail or other equally prompt means,
a copy of the most recent version of the Preliminary Offering
Circular to any potential customer, on request, no later than
the next business day after the request, until the Final
Offering Circular is available; and (iii) from the time the
Final Offering Circular becomes available until the earlier
of 90 days after the End of the Underwriting Period
(hereinafter defined) or the time when the Final Offering
Circular is available to any person from a nationally
recognized municipal securities information repository, but
in no case less than 25 days after the End of the Underwriting
Period, the Underwriter shall send, by first-class mail or
other equally prompt means, a copy of the Final Offering
Circular to any potential customer, on request, no later than
the next business day after the request.
(c) Within 25 days after the End of the
Underwriting Period, the Underwriter shall send, by first-
class mail or equally prompt means, a copy of the Final
Offering Circular to both the Municipal Securities Rulemaking
Board and a nationally recognized municipal securities
information repository.
"End of the Underwriting Period" means the later of the
time (i) the County delivers the Notes to the Underwriter, or
(ii) the Underwriter does not retain any unsold balance of the
Notes for sale to the public, either directly or as a member of a
syndicate.
Section 3 . Purchase, Sale and Delivery of the Notes.
On the basis of the representations, warranties and covenants
contained herein and subject to the terms and conditions herein set
forth, at the Closing Time (hereinafter defined) the Underwriter
agrees to purchase from you and you agree to sell to the
Underwriter the Notes for a price equal to 99.8375% of the
principal amount thereof.
The Notes shall be issued under and secured as provided
in the Note Resolution. The Notes shall mature on December 31,
1991, and shall bear interest at the rate of 5.70% per annum.
Payment for the Notes shall be made by certified or
official bank check or at the Underwriter's option by wire transfer
in immediately available federal funds payable to your order or for
your account, at the offices of Ballard, Spahr, Andrews &
Ingersoll, in Denver, Colorado, at 9: 00 a.m. , prevailing local
time, on January 10, 1991, or such other place, time or date as
4
shall be mutually agreed upon by you and the Underwriter. The date
of such delivery and payment is herein called the "Closing Date, "
and the hour and date of such delivery and payment is herein called
the "Closing Time. " The Notes shall be delivered in printed or
typewritten form payable to such registered owner or owners as the
Underwriter may direct. The Notes shall be available for
examination and packaging by the Underwriter in Denver, Colorado
at least twenty-four (24) hours prior to the Closing Time.
Section 4. Conditions to the Underwriter's Obligations.
The Underwriter's obligations hereunder shall be subject to the due
performance by you of your obligations and agreements to be
performed hereunder at or prior to the Closing Time and to the
accuracy of and compliance with your representations and warranties
contained herein as of the date hereof and as of the Closing Time
and shall also be subject to the following conditions:
(a) The Notes, the Note Resolution and the Offering
Circular shall have been duly authorized, executed and
delivered by the parties thereto in the form heretofore
approved by the Underwriter with only such changes therein as
shall be mutually agreed upon by you and the Underwriter.
(b) At the Closing Time the Underwriter shall
receive:
(i) The opinion in form and substance
satisfactory to the Underwriter dated the Closing Date
of Ballard, Spahr, Andrews & Ingersoll, Bond Counsel,
relating to the valid issuance of the Notes and the tax
treatment of interest on the Notes under federal and
Colorado income tax laws;
(ii) Such certificates, opinions and other
documents as the Underwriter may reasonably request to
evidence performance of or compliance with the provisions
hereof and the transactions contemplated hereby and by
the Offering Circular, all such certificates and other
documents to be satisfactory in form and substance to the
Underwriter.
Section 5. The Underwriter's Right to Cancel. The
Underwriter shall have the right to cancel its obligation hereunder
to purchase the Notes by notifying you in writing or by telegram
of its election so to do between the date hereof and the Closing
Time if at any time hereafter and prior to the Closing Time:
(a) Legislation shall be proposed by any member of
the Congress of the United States of America, or a tentative
decision with respect to legislation shall be reached by a
committee of the House of Representatives or the Senate of the
5
Congress of the United States of America, or legislation shall
be favorably reported by such a committee or be introduced by
amendment or otherwise in, or be passed by, the House of
Representatives or the Senate or recommended to the Congress
of the United States of America for passage by the President
of the United States of America or enacted by the Congress of
the United States of America, or a decision by a court
established under Article III of the Constitution of the
United States of America or the Tax Court of the United States
of America shall be rendered, or a ruling, regulation or order
of the Treasury Department of the United States of America or
the Internal Revenue Service shall be made or proposed, or any
other event shall have occurred, which results in the
imposition of federal income taxation upon revenues or other
income of the general character to be derived by you or by any
similar body or upon interest received on obligations of the
general character of the Notes, or the Notes, which in the
Underwriter's opinion materially adversely affects the market
price of the Notes;
(b) Any legislation, ordinance, resolution, rule,
or regulation shall be introduced in or be enacted by any
governmental body, department or agency in the State, or a
decision by any court of competent jurisdiction within the
State shall be rendered, which in the Underwriter's opinion
materially adversely affects the market price of the Notes;
(c) A stop order, ruling, regulation or official
statement by or on behalf of the Securities and Exchange
Commission or any other governmental agency having
jurisdiction of the subject matter shall be issued or made to
the effect that the issuance, offering or sale of obligations
of the general character of the Notes, or the issuance,
offering or sale of the Notes, including all the underlying
obligations, as contemplated hereby or by the Offering
Circular is in violation or would be in violation of any
provision of the federal securities laws, the Securities Act
of 1933, as amended and as then in effect, or the registration
provisions of the Securities Exchange Act of 1934, as amended
and as then in effect, or the qualification provisions of the
Trust Indenture Act of 1939, as amended and as then in effect;
(d) Legislation shall be enacted by the Congress
of the United States of America, or a decision by a court of
the United States of America shall be rendered, to the effect
that obligations of the general character of the Notes, or the
Notes, including all the underlying obligations, are not
exempt from registration under or from other requirements of
the Securities Act of 1933 , as amended and as then in effect,
or the Securities Exchange Act of 1934, as amended and as then
in effect, or that the Note Resolution is not exempt from
6
qualification under or from other requirements of the Trust
Indenture Act of 1939, as amended and as then in effect;
(e) Any event shall have occurred or information
shall have become known, which in the Underwriter's opinion
makes untrue in any material respect any statement or
information contained in the Offering Circular or has the
effect that the Offering Circular as originally circulated
contains any untrue statement of a material fact or omits to
state a material fact necessary in order to make the
statements made, in light of the circumstances under which
they were made, not misleading;
(f) Additional material restrictions not in force
as of the date hereof shall have been imposed upon trading in
securities generally by any governmental authority or by any
national securities exchange;
(g) Any national securities exchange or any
governmental authority shall impose as to the Notes or
obligations of the general character of the Notes any material
restrictions not now in force or increase materially those now
in force with respect to the extension of credit by, or the
charge to the net capital requirements of, the Underwriter;
(h) A general banking moratorium shall have been
established by federal, New York or State authorities;
(i) Trading in any securities of yours shall have
been suspended on any national securities exchange or
otherwise or any proceeding shall be pending or threatened by
the Securities and Exchange Commission against you; or
(j) A war involving the United States of America
shall have been declared, or any conflict involving the armed
forces of the United States of America shall have escalated,
or any other national emergency relating to the effective
operation of government or the financial community shall have
occurred, which in the Underwriter's opinion materially
adversely affects the market price of the Notes.
Section 6. Conditions of Your Obligations. Your
obligations hereunder are subject to the Underwriter's performance
of its obligations hereunder.
Section 7 . Representations. Warranties and Agreements
to Survive Delivery. All of your representations, warranties and
agreements shall remain operative and in full force and effect,
regardless of any investigations made by the Underwriter on its
behalf and shall survive delivery of the Notes to the Underwriter.
7
Section 8. Payment of Expenses. The expenses and costs
to effect the authorization, preparation, issuance, delivery and
sale of the Notes (including the fees of Bond Counsel) shall be
paid by you out of the proceeds of the Notes.
Section 9. Use of Offering Circular. You hereby
acknowledge the Underwriter's use and distribution of the
Preliminary Offering Circular, and you acknowledge the proposed
use and distribution of the Offering Circular for the use by the
Underwriter in connection with the sale of the Notes and you
warrant the information contained therein relating to the County
to be true and correct.
Section 10. Notice. Any notice or other communication
to be given to you under this Note Purchase Agreement may be given
by mailing or delivering the same in writing at your address set
forth above; and any notice or other communication to be given to
the Underwriter under this Note Purchase Agreement may be given by
delivering the same in writing to the Underwriter, Suite 1680, 1660
Lincoln Street, Denver, Colorado 80264 .
Section 11. Applicable Law: Nonassignability. This
Note Purchase Agreement shall be governed by the laws of the State.
This Note Purchase Agreement shall not be assigned by you.
Section 12. Execution of Counterparts. This Note
Purchase Agreement may be executed in several counterparts, each
of which shall be regarded as an original and all of which shall
constitute one and the same document.
Very truly yours,
PIPER, JAFFRAY & HOPWOOD,
INCORPORATED
d1-
By:
T t le: (/A.;:— �^----<---
Accepted as of the date
first above written:
WELD COUNTY OLO r�DO
By: , VV
mano e Board of
County C issioners
8
RESOLUTION
RE: AUTHORIZING THE ISSUANCE OF THE COUNTY'S TAX
ANTICIPATION NOTES, SERIES 1991A, IN AN AGGREGATE
PRINCIPAL AMOUNT NOT TO EXCEED $4 ,400, 000; PROVIDING
FOR THE DATE, INTEREST RATE, MATURITY DATE AND SOURCE
AND MANNER OF PAYMENT OF THE NOTES; AUTHORIZING THE
PROPER OFFICERS OF THE COUNTY TO EXECUTE AND DELIVER
THE NOTES AND OTHER DOCUMENTS; PRESCRIBING THE FORM OF
THE NOTES; AND REPEALING INCONSISTENT RESOLUTIONS.
WHEREAS, the Board of County Commissioners (the Board)
of Weld County, Colorado (the County) , pursuant to Colorado
statute and the County Home Rule Charter, is vested with the
authority of administering the affairs of the County; and
WHEREAS, the County anticipates receiving ad valorem
taxes on real or personal property (Taxes) and other revenues
during the fiscal year ending December 31, 1991 (the Current
Fiscal Year) , which will be credited to the general fund (the
General Fund) of the County; and
WHEREAS, the County has estimated the anticipated Taxes
and other revenues to be credited to the General Fund and the
budgeted expenditures to be made from the General Fund in the
Current Fiscal Year and has concluded that the Taxes will not be
received in time to pay the County's projected budgeted expenses
in the Current Fiscal Year; and
WHEREAS, the County is authorized by the provisions of
the Tax Anticipation Note Act, part 1 of article 15 of title 29,
Colorado Revised Statutes, as amended (the Act) , to issue tax
anticipation notes by resolution (this Resolution) in an amount
not to exceed fifty percent (50%) of all Taxes estimated by the
County to be received in the Current Fiscal Year; and
WHEREAS, Piper, Jaffray & Hopwood, Inc. , Denver,
Colorado (the Purchaser) , has offered to purchase such notes on
terms favorable to the County.
NOW, THEREFORE, BE IT RESOLVED by the Board of County
Commissioners of Weld County, Colorado, as follows:
Section 1. The Board hereby determines that the Taxes
will not be received in time to pay the County's projected
budgeted expenses of the General Fund in the Current Fiscal Year.
For the purpose of paying such expenses the County hereby
authorizes the issuance of its negotiable registered Tax
Anticipation Notes, Series 1991A, in an aggregate principal
Page 2
RE: TAX ANTICIPATION NOTES, SERIES 1991A
amount not to exceed $4,400, 000 (the Notes) , payable from Taxes,
investment proceeds on Taxes, and proceeds of the Notes to the
extent not required for the payment of duly budgeted current
expenses of the General Fund, received by the County in the
Current Fiscal Year and credited to the General Fund after the
issuance of the Notes. The Board hereby determines that the
aggregate principal amount of the Notes and all other tax
anticipation notes issued by the County during the Current Fiscal
Year does not exceed fifty percent (50%) of the Taxes estimated
to be received by the County in the Current Fiscal Year as shown
by the County's budget for the Current Fiscal Year.
Section 2 . The Notes shall be in such denominations
as may be determined by the Finance Director or his designee,
shall be registered as to principal and interest without coupons,
shall be dated the date of their delivery but in no event earlier
than January 1, 1991, shall bear interest payable at maturity at
such rate as may be determined by the Finance Director or his
designee not to exceed seven and fifty hundredths percent (7 . 50%)
per annum, shall not be subject to redemption in whole or in part
at any time prior to their maturity date, shall mature on such
date as may be determined by the Finance Director or his designee
but not later than December 31, 1991, shall be payable as to
principal and interest upon presentation and surrender thereof at
the office of the County Treasurer, as paying agent, from the
source and in the manner specified and be otherwise in
substantially the form prescribed in Section 4 hereof.
Section 3 . The Notes shall be executed by the
Chairman of the Board, shall bear the seal of the County, and
shall be attested by the Clerk to the Board. Said signatures and
seals may be affixed manually or by the use of facsimiles in
accordance with the Uniform Facsimile Signature of Public
Officials Act, part 1 of article 55 of title 11, Colorado Revised
Statutes, as amended. The Chairman of the Board and the Clerk to
the Board are hereby authorized and directed to date, execute and
deliver the Notes, and the appropriate officers of the County are
hereby authorized and directed to date, execute and deliver such
other documents, including, without limitation, closing documents
and certificates, and to take such other action as may be
necessary or appropriate in order to effectuate the issuance and
sale of the Notes, all in accordance with this Resolution and the
Act.
Section 4 . The Notes and the registration panels
appearing thereon shall be in substantially the following forms:
Page 3
RE: TAX ANTICIPATION NOTES, SERIES 1991A
[Form of Note]
UNITED STATES OF AMERICA
STATE OF COLORADO
COUNTY OF WELD
TAX ANTICIPATION NOTE
SERIES 1991A
No. R-_ $
Weld County, Colorado (the County) , for value received,
hereby promises to pay to the registered owner hereof as shown on
the registration panel attached hereto from ad valorem taxes on
real and personal property, investment proceeds on such taxes,
and proceeds of the notes of this issue to the extent not
required for the payment of duly budgeted current expenses,
received by the County in the fiscal year ending December 31,
1991, and credited to the general fund after the issuance hereof,
on December 31, 1991, the principal sum of
Dollars ($ ) together with interest thereon from the
date hereof to the maturity date hereof at the rate of
and hundredths percent ( . %) per
annum, based upon the actual number of days elapsed in a month of
30 days and a year of 360 days, said interest in the amount of
Dollars and Cents ($ . ) being payable
at maturity.
This Note is issued by the Board of County
Commissioners of the County, on behalf of the County, in
accordance with part 1 of article 15 of title 29, Colorado
Revised Statutes, as amended (the Act) , and pursuant to a
Resolution (the Resolution) of the Board of County Commissioners
of the County duly adopted prior to the issuance hereof in order
to pay duly budgeted current expenses of the general fund of the
County. Reference is hereby made to the Act and the Resolution
for a complete statement of the rights and limitations of rights
of the registered owner of this Note, to all of which the
registered owner hereof by acceptance of this Note assents.
This Note is not subject to redemption in whole or in
part at any time prior to its maturity date.
The principal of and interest on this Note are payable
upon presentation and surrender hereof at the office of the
County Treasurer, as paying agent, either by check or draft
mailed to the registered owner hereof or by wire transfer to such
bank or other depository as the registered owner hereof shall
designate.
This Note is transferable only upon the books of the
County by the Clerk to the Board, as transfer agent.
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RE: TAX ANTICIPATION NOTES, SERIES 1991A
It is hereby certified, recited and warranted that all
acts, conditions and things required to be done, occur or be
performed precedent to and in the issuance of this Note have been
done, have occurred and have been performed in regular and due
form and manner as required by law and that the obligations
represented by this Note do not contravene any constitutional or
statutory limitation of the State of Colorado.
IN TESTIMONY WHEREOF the County has caused this Note to
be executed in its name with the manual signature of the Chairman
of the Board of County Commissioners, to be sealed with the seal
of the County, and to be attested with the manual signature of
the Clerk to the Board, all as of the day of January, 1991.
WELD COUNTY, COLORADO
(COUNTY)
( SEAL ) By: (Manual Signature)
Chairman of the Board of
County Commissioners
ATTEST:
(Manual Signature)
Clerk to the Board
Page 5
RE: TAX ANTICIPATION NOTES, SERIES 1991A
[Form of Registration Panel]
This Note is registered with the Clerk to the Board, as
registrar, in the name of the owner listed below, and the
principal of and interest on this Note are payable only to such
owner.
Date of Name, Address and Tax I.D. Signature of
Registration Number of Registered Owner Registrar
January _, 1991
[End of Form of Registration Panel]
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RE: TAX ANTICIPATION NOTES, SERIES 1991A
Section 5. Upon their execution and prior to their
delivery the Notes shall be registered for the purpose of payment
of principal and interest with the Clerk to the Board, as
registrar. Thereafter, the Notes shall be transferable only upon
the registration books of the County by the Clerk to the Board,
as transfer agent. The fact of registration shall be noted on
the registration panels appearing on the Notes. The County shall
be entitled to treat the persons or entities listed on its
registration books as the sole owners of the Notes for all
purposes, including the right to receive payment of the principal
of and interest on the Notes.
Section 6. The Notes may be sold at private sale to
the Purchaser at, above, or below the aggregate principal amount
thereof as may be determined by the Finance Director or his
designee, and the Board hereby determines such action to be in
the public interest.
Section 7. The proceeds of the Notes shall be
deposited in a restricted account within the General Fund and
shall be used solely for the payment of duly budgeted current
expenses of the General Fund when and to the extent that other
moneys on deposit in the General Fund are insufficient therefor.
Any portion of said proceeds may be temporarily invested pending
such use in securities or investments which are lawful
investments for the County.
All Taxes levied for General Fund purposes (except
Taxes collected for retirement of existing debt) , investment
proceeds on such Taxes, and proceeds of the Notes to the extent
not required for the payment of duly budgeted current expenses of
the General Fund, received by the County in the Current Fiscal
Year after the issuance of the Notes, shall be deposited in a
separate restricted account within the General Fund to be known
as the "Tax Anticipation Notes, Series 1991A, Principal and
Interest Redemption Account" (the Note Account) until such time
as the moneys therein are sufficient in the aggregate to pay when
due the principal of and interest on the Notes. All moneys in
the Note Account not in excess of the amount required to pay when
due the principal of and interest on the Notes and all securities
in which the same may be invested from time to time are hereby
pledged to secure the payment of the principal of and interest on
the Notes and shall be used for no other purpose. This pledge
shall be valid and binding from and after the first delivery of
the Notes, and the moneys so pledged shall immediately be subject
to the lien of said pledge without any physical delivery thereof,
any filing, or further act.
Section 8. The County shall make no investment or
other use of the proceeds of the Notes which, if such investment
or other use had been reasonably expected on the date of issue of
the Notes, would have caused the Notes to be "arbitrage bonds"
Page 7
RE: TAX ANTICIPATION NOTES, SERIES 1991A
within the meaning of the Internal Revenue Code of 1986, as
amended (the Code) , and the regulations thereunder and shall
comply with the requirements of the Code and said regulations
throughout the term of the Notes.
The County hereby designates the Notes as "qualified
tax-exempt obligations" under Section 265(b) of the Code.
Section 9. All acts, orders, resolutions or parts
thereof taken by the County and in conflict with this Resolution
are hereby repealed, except that this repealer shall not be
construed so as to revive any act, order, resolution or part
thereof heretofore repealed.
Section 10. This Resolution is, and shall constitute,
a legislative measure of the County, and after the Notes are
issued, sold and outstanding, this Resolution shall constitute a
contract between the County and the registered owners of the
Notes and shall be and remain irrepealable until the Notes and
the interest thereon shall have been fully paid, satisfied and
discharged.
Section 11. If any paragraph, clause or provision of
this Resolution is judicially adjudged invalid or unenforceable,
such judgment shall not affect, impair or invalidate the
remaining paragraphs, clauses or provisions hereof, the intention
being that the various paragraphs, clauses or provisions hereof
are severable.
Section 12 . This Resolution shall take effect
immediately upon its adoption.
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RE: TAX ANTICIPATION NOTES, SERIES 1991A
The above and foregoing Resolution was, on motion duly
made and seconded, adopted by the following vote on the 19th day
of December, A.D. , 199Y.
tb
BO D OF COUNTY COMMISSIONERS
ATTEST: WE OUNTY, CO DO
ene R. Brantner, Chairman
George Ken edy,Pc-Tem
ldr t the Board py
APPROVED AS TO FORM: Constance L. Hart
—
C. W. K'
County Attorney
Go d cy
UNITED STATES OF AMERICA
STATE OF COLORADO
COUNTY OF WELD
TAX ANTICIPATION NOTE
SERIES 1991A
No. R-1 CUSIP: 949221 AB 1 $4 , 350, 000
Original Date Maturity Date Interest Rate Interest Amount
January 10, 1991 December 31, 1991 4, 41,751. 25
REGISTERED OWNER:
PRINCIPAL SUM: Four i n d Fifty Thousand Dollars
Weld County, olorado (the County) , for value received,
hereby promises to pay to the Registered Owner (specified above)
from ad valorem taxes on real and personal property, investment
proceeds on such taxes, and proceeds of the Notes of this issue
to the extent not required for the payment of duly budgeted
current expenses, received by the County in the fiscal year
ending December 31, 1991, and credited to the general fund after
the issuance hereof, on the Maturity Date (specified above) , the
Principal Sum (specified above) together with interest thereon
from the Original Date (specified above) to the Maturity Date at
the per annum Interest Rate (specified above) , based upon the
actual number of days elapsed in a month of 30 days and a year of
360 days, the amount of said interest being the Interest Amount
(specified above) .
This Note is issued by the Board of County
Commissioners of the County, on behalf of the County, in
accordance with part 1 of article 15 of title 29 , Colorado
Revised Statutes, as amended (the Act) , and pursuant to a
Resolution (the Resolution) of the Board of County Commissioners
duly adopted prior to the issuance hereof in order to pay duly
budgeted current expenses of the general fund of the County.
Reference is hereby made to the Act and the Resolution for a
complete statement of the rights and limitations of rights of the
Registered Owner, to all of which the Registered Owner by
acceptance of this Note assents.
This Note is not subject to redemption in whole or in
part at any time prior to the Maturity Date.
The principal of and interest on this Note are payable
upon presentation and surrender hereof at the office of the
County Treasurer, as paying agent (the Paying Agent) , either by
check or draft mailed to the Registered Owner or by wire transfer
to such bank or other depository as the Registered Owner shall
designate. So long as the Registered Owner is a securities
depository or a nominee thereof, the Registered Owner is to
disburse any payments received, through its participants or
otherwise, to the beneficial owners of this Note. Neither the
County nor the Paying Agent has any responsibility or obligation
for the payment to any participant, beneficial owner or other
person (except the Registered Owner) of the principal of or
interest on this Note.
' " This t i e 2. k to the Board, as
registrar (the , '.-egistered Owner,
and the princi 1 • ere are payable only
to the Register O -gistrar have no
responsibility o ig io e • the accuracy of the
records of the er r any participant with respect
to any ownershi -rest in the Notes or the delivery to any
participant, beneficial owner or other person (except the
Registered Owner) of any notice with respect to the Notes.
This Note is transferable only upon the registration
books of the County by the Clerk to the Board, as transfer agent.
Unless this Note is presented by an authorized
representative of The Depository Trust Company to the County or
its agent for registration of transfer, exchange or payment, and
any Note is registered in the name of Cede & Co. or such other
name as requested by an authorized representative of The
Depository Trust Company and any payment is made to Cede & Co. ,
ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE
BY OR TO ANY PERSON IS WRONGFUL since the Registered Owner
hereof, Cede & Co. , has an interest herein.
It is hereby certified, recited and warranted that all
acts, conditions and things required to be done, occur or be
performed precedent to and in the issuance of this Note have been
done, have occurred and have been performed in regular and due
form and manner as required by law and that the obligations
represented by this Note do not contravene any constitutional or
statutory limitation of the State of Colorado.
IN TESTIMONY WHEREOF the County has caused this Note to
be executed in its name with the manual signature of the Chairman
of the Board of County Commissioners, to be sealed with the seal
2
of the County, and to be attested with the manual signature of
the Clerk to the Board, all as of the 1Oth day of January, 1991 .
WELD COUNTY, COLORADO
(COUNTY)
( SEAL ) intik
e Board of
nt issioners
ATT ST: ?•
l/
Cler to t e oard
3
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned sells, assigns and
transfers unto
PLEASE INSERT SOCIAL SECURITY OR
OTHER IDENTIFYING NUMBER OF ASSIGNEE
(Name s e
this Note and does SViva \
an appoint
to transfer this Noe ooks kept for registration thereof.
Dated:
Signature guaranteed:
(Bank, Trust Company or Firm)
NOTICE: The signature to
this assignment must
correspond with the name
of the registered owner
as it appears upon the
face of this Note in
every particular without
alteration or enlargement
or any change whatever.
4
Oa, PIPER,JAFFR% &HOPWOOD
SINCE INS MEMBERSTI CMEMBER NEW YORK INC
Suite 1680
1660 Lincoln Street
Denver, Colorado 80264
303-839-9300
CLOSING MEMORANDUM
TO: Closing Participants
FROM: Jim Manire /` /V
(r �
DATE: January 4, 4 1
RE: Closing Details
$4,350,000
WELD COUNTY, COLORADO
TAX ANTICIPATION NOTES
SERIES 1991A
1. Time of Closing: 10:00 a.m., Thursday, January 10, 1991
2. Place of Closing: Ballard, Spahr, Andrews & Ingersoll
1225 Seventeenth Street
Suite 2300
Denver, CO 80202
3. Piper, Jaffray & Hopwood Incorporated ("Piper Jaffray") will pay Weld County,
Colorado (the "County") for its legally issued $4,350,000 Series 1991A Tax
Anticipation Notes, the amount computed as follows:
Par Amount of the Issue $4,350,000
Less: Underwriter's Discount (7,069)
Attorney's Fee (4.000)
Total Due at Closing $4,338,931
4. Piper Jaffray will wire transfer on the day of closing $4,338,931 to the account to be
designated by the County prior to closing.
5. Participants whose signatures have been collected in advance need not be present at
closing.
6. A final payment schedule is attached to this memo.
$4,350,000
WELD COUNTY, COLORADO
TAX ANTICIPATION NOTES
SERIES 1991A
Closing Participants
Weld County
915 19th Street
Greeley, CO 80632
Attn: Mr. Don Warden
Ballard, Spahr, Andrews & Ingersoll
1225 Seventeenth Street
Suite 2300
Denver, CO 80202
Attn: Loring Harkness, Esq.
Matt Hogan, Esq.
Piper, Jaffray & Hopwood Incorporated
1660 Lincoln Street
Suite 1680
Denver, CO 80264
Attn: Mr. Steve Clark
Ms. Linda Clark
Mr. Paul Ferry
Mr. Ken Arney
Piper, Jaffray & Hopwood Incorporated
222 South 9th Street
Minneapolis, MN 55402
Attn: Mr. Duke Steenson
Mr. John Taft
Mr. Tim Couture
PIPER,k xng&H0P'AO0D
WELD COUNTY, COLORADO
TAX ANTICIPATION NOTES
SERIES 1991A
DEBT SERVICE SCHEDULE
--`
DATE PRINCIPAL COUPON INTEREST PERIOD TOTAL FISCAL TOTAL
12/31/91 4,350,000.00 5.700000 241,751.25 4,591,751.25 4,591,751.25
4,350,000.00 241,751.25 4,591,751.25
ACCRUED
4,350,000.00 241,751.25 4,591,751.25
-------------- --------------
Dated 1/10/91 with Delivery of 1/10/91
Bond Years 4,241.250
Average Coupon 5.700000
Average Life 0.975000
N I C X 5.866667 X Using 99.8375000
T I C X 5.624891 % From Delivery Date
COUNTY CERTIFICATE AND RECEIPT
The undersigned hereby certify that:
They are the duly elected or appointed, qualified,
sworn and acting Chairman of the Board of County Commissioners
and Clerk to the Board, respectively, of the County.
The County is a political subdivision of the State of
Colorado and a body politic and corporate duly organized and
validly existing under the Constitution and laws of the State of
Colorado and its Home Rule Charter, and there is no litigation
pending or, to the best of their knowledge, threatened, relating
in any way to the existence or boundaries of the County or to the
rights of the commissioners and officers thereof to hold their
respective positions.
The Resolution of the Board of County Commissioners
authorizing the issuance of the County's Tax Anticipation Notes,
Series 1991A, was duly adopted by the Board of County
Commissioners upon motion duly made and seconded and carried by a
majority vote of the commissioners present and constituting a
quorum thereof at a regular or special meeting thereof duly
called and held prior to the issuance of the Notes, and the
Resolution has not been repealed, revoked or rescinded and
remains in full force and effect on the date hereof.
Pursuant to the Resolution the County has established a
restricted account within its general fund into which will be
deposited the net proceeds of the Notes and has further
established within its general fund a separate restricted account
known as the "Tax Anticipation Notes, Series 1991A, Principal and
Interest Redemption Account" into which will be deposited the
moneys pledged to the payment of the principal of and interest on
the Notes.
The aggregate principal amount of all obligations
issued by the County in the current fiscal year in anticipation
of the collection of ad valorem taxes on real or personal
property is $4 , 350, 000, and the amount of ad valorem taxes on
real or personal property estimated to be received by the County
in the current fiscal year is $21, 350, 000.
The undersigned are duly authorized to execute the
Notes and this certificate on behalf of the County.
The Notes have been executed with the manual signatures
of the undersigned, whose specimen signatures appear below and
sealed with the seal of the County.
There is no litigation pending or, to the best of their
knowledge, threatened, relating in any way to the authorization,
issuance or delivery or the legality of the Notes.
The facts contained in the Final Offering Circular of
the County, dated January 4, 1991, relating to the sale of the
Notes are true and correct in all material respects, and the
Final Offering Circular does not contain any untrue statements of
a material fact or omit to state a material fact necessary to
make the statements therein, in light of the circumstances under
which they were made, not misleading.
The County hereby acknowledges receipt of the full
purchase price of the Notes.
IN WITNESS WHEREOF, the undersigned have hereunto set
their hands and the seal of the County this 10th day of January,
1991.
WELD COUNTY, COLORADO
By:
C n f e oard
of unt o s ers
(COUNTY) By:
( SEAL ) C erk to the Board
2
COUNTY CERTIFICATE REGARDING FEDERAL TAX MATTERS
The undersigned hereby certify and declare in the name
and on behalf of the County the following facts, estimates,
circumstances and expectations, as of the date of issue of the
County's Tax Anticipation Notes, Series 1991A, dated January 10,
1991, in the aggregate principal amount of $4, 350, 000, as
follows:
1. Capacity.
As duly elected and authorized officers of the County,
charged with others with the responsibility of issuing the Notes,
our certification may be relied upon as the certification of the
"issuer" pursuant to Treasury Regulation §1. 103-13 (a) (2) (ii) .
2. The Notes.
2. 1 Purpose. The Notes are being issued for the
purpose of paying duly budgeted current expenses of the general
fund of the County.
2 . 2 Note Resolution. The Notes are being issued
pursuant to a Resolution duly adopted by the Board of County
Commissioners prior to the issuance of the Notes.
2 . 3 Date of Notes; Date of Issue. The Notes are dated
their date of issue.
3 . Original Proceeds; Cumulative Cash Flow Deficit;
Other Amounts Available for Payment; Period for Which Notes Will
Be Outstanding.
3 . 1 Original Proceeds. The amount to be received by
the County from the sale of the Notes will be 99.8375% of the par
amount thereof.
3. 2 Cumulative Cash Flow Deficit. Based upon the
County's estimates of its revenues and expenditures during the
period in which the Notes are to be outstanding, as set forth on
Exhibit A hereto, the maximum cumulative cash flow deficit for
such period is $4, 419, 000. Exhibit A hereto is a true and
correct computation of the anticipated cumulative cash flow
deficit of the County for the period from January 1, 1991, to
December 31, 1991, computed in accordance with
Section 1.103-14 (c) of the regulations under Section 103 of the
Internal Revenue Code of 1986, as amended (the Code) .
3 . 3 Other Amounts Available for Payment. The County
expects to earn no more than $291, 183 .89 on the investment of the
original proceeds of the Notes and on the investment of amounts
deposited in the "Tax Anticipation Notes, Series 1991A, Principal
and Interest Redemption Account" which are to be used to pay the
principal of and interest on the Notes. The County expects to
spend the sum of $241,751.25 to pay interest on the Notes and the
sum of $11, 068 .75 to pay the costs of issuance of the Notes.
Thus, there will be no more than $38,363 .89 derived from
investment proceeds available for payment of the expenditures set
forth on Exhibit A hereto. There will not be any amounts in the
general fund of the County or any other fund or account which are
available for the payment of the expenditures set forth on
Exhibit A hereto which may, without legislative or judicial
action, be invaded to pay such expenditures without a
legislative, judicial or contractual requirement that any such
fund or account be reimbursed other than those set forth therein
or herein.
3 .4 Period for Which Notes Will Be Outstanding. The
principal of and interest on the Notes will be paid within one
year of their date of issue.
4. Note Account. Moneys from ad valorem taxes on
real and personal property, investment proceeds on such taxes,
and proceeds of the Notes to the extent not required for the
payment of duly budgeted current expenses, received by the County
in the current fiscal year and credited to the Note Account after
the issuance of the Notes, will be used to pay the principal of
and interest on the Notes. There are no other funds created by
the Resolution or otherwise available that will be so used. The
Note Account will be used primarily to achieve a proper matching
of revenues and debt service requirements on the Notes during the
period for which the Notes will be outstanding. The Note Account
will be depleted at least once a year. It is expected that any
moneys deposited in the Note Account will be spent within a
thirteen-month period beginning on the date of deposit and that
any amount received from the investment of such moneys will be
spent within a one-year period beginning on the date of receipt.
5. Arbitrage Rebate. The County expects that the
Notes will be exempt from the arbitrage rebate requirements of
the Code and the regulations promulgated thereunder, as it is a
governmental unit with general taxing powers, the Notes are not
private activity bonds, 95% or more of the net proceeds of the
Notes are to be used for local governmental activities of the
County, and the aggregate face amount of all tax-exempt
obligations issued by the County and all subordinate entities
during the calendar year 1991 is not reasonably expected to
exceed $5, 000, 000. If said expectation is not realized, the
2
County will comply with all arbitrage rebate requirements of the
Code.
6. Covenants and Representations.
6. 1 County Covenants.
In the Resolution the County covenants that it will
make no investment or other use of the proceeds of the Notes at
any time during the term thereof which, if such investment or
other use had been reasonably expected on the date the Notes were
issued, would have caused the Notes to be "arbitrage bonds"
within the meaning of the Code and the regulations thereunder and
that it will comply with the requirements of said Section and
regulations throughout the term of the Notes. The County will
also comply with all information reporting requirements of the
Code.
6.2 Notification. The County has not been notified of
any listing of it by the Internal Revenue Service as an issuer
whose certification respecting arbitrage may not be relied upon.
7. Oualified Tax Exempt Obligations.
In the Resolution the County designates the Notes as
"qualified tax-exempt obligations" under Section 265 (b) of the
Code as the Notes are governmental bonds and the aggregate face
amount of all governmental bonds and the aggregate face amount of
all governmental bonds and 501(c) (3) bonds issued by the County
and all subordinate entities during the calendar year 1991 is not
reasonably anticipated to exceed $10, 000, 000.
8. Certification.
8. 1 Purpose. This certification is being issued and
delivered pursuant to §§ 1. 103-13 and 1. 103-14 of the Treasury
Regulations promulgated under Section 103 of the Code.
8.2 Reasonable Expectations. To the best of our
knowledge, information and belief, the above expectations are
reasonable.
3
IN WITNESS WHEREOF, the undersigned have hereunto set
their hands and the seal of the County this 10th day of January,
1991.
WELD COUNTY, COLORADO
By:
-n o t` ' Boa • of
C ty
(COUNTY)
( SEAL )
By:
lerk o e Board
4
EXHIBIT A
(1) (2) (3) (4) (5)
Cumulative
Surplus(Deficit) Cumulative
(2 virus 1 plus or Reasonably Cash Flow
Estimated Estimated minus previous figure Required Cash Surplus(Deficit)
Jxvendiures 1teceipts in this column) Balance (3 minus 4)
Opening Balance $ 690,000
January $4,119,000 $ 760,000 (2,669,000) $1,750,000 $(4,419,000)
February 1,750,000 1,520,000 (2,899,000) 1,046,000 (3,945,000)
March 1,046,000 2,530,000 (1,415,000) 1,700,000 (3,115,000)
April 1,700,000 3,780,000 665,000 1,320,000 (655,000)
May 1,320,000 1,846,000 1,191,000 1,320,000 (129,000)
June 1,320,000 1,020,000 891,000 1,585,000 (694,000)
July 1,585,000 3,350,000 2,656,000 1,450,000 1,206,000
August 1,450,000 2,180,000 3,386,000 2,280,000 1,106,000
September 2,280,000 950,000 2,056,000 1,320,000 736,000
October 1,320,000 945,000 1,681,000 1,450,000 231,000
November 1,450,000 1,195,000 1,426,000 2,107,000 (681,000)
December 2,107,000 1,274,000 593,000 0 593,000
5
Fars, 8038-G Information Return for Tax-Exempt Governmental Obligations
(Rev.October 1989) a Under Seddon 149(e) OMB No.1545-0720
Department of the Treasury le on separate Instructions Expires•5-31-92
internal Revenue Service (Use Form 8038-GC if the issue price is under 6100,000)
® Reporting Authority Check box if Amended Return ► If
I Issuer's name 2 Issuer's employer identification number
Weld County, Colorado 84-6000813
3 Number and street 4 Report number
915 10th Street G1991 - 1
5 City or town,state.and ZIP code , 6 ()steel issue
Greeley, Colorado 80632 January 10. 1991
7 Name of Issue I CUSIP Number
Tax Anticipation Notes, Series 1991A 949221 AB 1
Part II Type of Issue(check box(es)that applies and enter the Issue Price)
9 Check box if obligations are tax or other revenue anticipation bonds to ® sue price
10 Check box if obligations are in the form of a lease or installment sale► ❑
11 ® Education 1 4,350,000
12 0 Heatth and hospital .
13 0 Transportation
14 0 Public safety
15 0 Environment(including sewage bonds)
16 0 Housing
17 0 Utilities
is 0 Other.Describe(see Instructions)*
Part uI Description of Obligations
to P) (c) Stated (redemption wateet)+ted (f) Net interest
Maturity date Interest rate Issue price price at maturity matu- Yield cast
19 Final maturity . 5.70 . 4,_350,000 $4.350.000 %//////irli//////%/i W//////////�//////i
20 Entire issue . . ;%//////////////////////////////i//////////////////. $4,350,000 $4.350.000 .975 years N/C C % 5.70 %
• rt IV Uses of Original Proceeds of Bond Issues(including underwriters'discount)
21 Proceeds used for accrued interest 21 —0-
22 Issue price of entire issue(enter line 20c) 22 4 350 000
23 Proceeds used for bond issuance costs(including underwriters'discount). 23 $ 11,069 %/%%/////%%� /
24 —0— %% �///
24 Proceeds used for credit enhancement
25 Proceeds allocated
fu reasonably regwredreserve or replacement fund 26 —0— "C���i7//��/ ///
26 Proceeds used to refund prior issues
27 Total(add lines 23,24,25,and 26) 27 $ 11 ,069
28 Nonrefunding proceeds of the issue(subtract line 27 from line 22 and enter amount here) 28 $4,338,931
Part V Description of Refunded Bonds(complete this part only for refunding bonds)
29 Enter the remaining weighted average maturity of the bonds to be refunded 0 years
30 Enter the last date on which the refunded bonds will be called 0
31 Enter the date(s)the refunded bonds were issued ►
Part VI Miscellaneous
32 Enter the amount of the state volume cap allocated to the issue ►
33 Enter the amount of the bonds designated by the issuer under section 265(bX3X8XiXlll) (small ► $4,350,000
issuer exception)
34 Pooled financings:
a Enter the amount of the proceeds of this issue that are to be used to make bans to other governmental units 0
b Check box if this issue is a loan made from the proceeds of another tax-exempt issue to 0 and enter the name of the
issuer ► and the date of the issue ►
Under peratties rryry,I declare that I have a amined Mm return end accompanying scJedur and Wtement.and a to bast of my snowedae and belef,
trey are true. ,and complete. .
i
Siga6! G /Z� Donald D. Warden
Sign i��� any 10, 1991 Finance Director
Here Seratore of officer Date ,Type or print name ant title
For Paperwork Reduction Act Notice,see page 1 of the Instructions. Form 8038G (Rev 10-89)
e0.e. anaraint eesaia Min tea,-2e2-iet,asotf
LAW OFFICES
BALLARD, SPAHR, ANDREWS a INGERSOLL 30 SOUTH ITmF'0 STREET
SUITE 2300 PHILADELPHIA,PA 19103
1225 17TH STREET ONE WESTLAKES
1235 WESTLAKES DRIVE
DENVER, COLORADO 80202 BERWYN, PA 19312
303 292-2400 SIESMAYERSTRASSE 44
0 6000 FRANKFURT/MAIN I
TELECOPIER:303 296-3956 FEDERAL REPUBLIC OF GERMANY
CABLE BALLARD AMERICAN PLAZA S, SUITE 400
57 WEST 200 SOUTH
SALT LAKE CITY, UT 84101
SUITE 90 EAST
LORING E. HARKNESS III 555 13TH ST 0REET. N w.
WASHINGTON, O. C. 20004
January 10, 1991
Internal Revenue Service Center
Philadelphia, PA 19255
Attention: Director
Re: Weld County, Colorado
Tax Anticipation Notes
Series 1991A
Dated January 10, 1991 - $4 , 350, 000
Dear Director:
Enclosed herewith are three (3) copies (one originally
executed) of the Information Return for Tax-Exempt Governmental
Bond Issues (Form 8038-G) with respect to the above-referenced
issue. This return is being filed pursuant to Section 149 (e) of
the Internal Revenue Code of 1986, as amended. Please file the
original of the enclosed return and acknowledge receipt on the
copies and return them separately to the issuer and the
undersigned in the self-addressed envelopes provided for your
convenience.
Thank you for your assistance.
Very truly yours,
-14
Loring E. Harkness III
LEH:dal
Enclosures
cc: Mr. Donald D. Warden
Certified P 557 612 868
Return Receipt Requested
P-557 612 868
LEH/WELD
R.._ FOR CERTIFIED MAL
, Internal Revenue Service
', Philadelphia, PA 19255
� 45
r
8� I
90
/;} •
1I if Z
E 1 ,v� •C
I KY'
ai S
UNDERWRITER'S RECEIPT
The undersigned on behalf of the underwriter of the
Weld County, Colorado, Tax Anticipation Notes, Series 1991A,
dated January 10, 1991, in the aggregate principal amount of
$4, 350, 000 hereby acknowledges receipt of the Notes.
IN WITNESS WHEREOF, the undersigned has hereunto set
his hand this 10th day of January, 1991.
PIPER, JAFFRAY & HOPWOOD,
INCORPORATED ' /J
•
By: L 4-t-t,,,c.
Ti le: w'- ^+*.s...t..J
LAW OFFICES
2OrK FLOOR
BALLARD, SPAHR, ANDREWS & INGERSOLL 30 SOUTH I7FK STREET
SUITE 2300 PHILADELPHIA,PA 19103
ONE WESTLAKES
1225 17TH STREET 1235 WESTLAKES DRIVE
DENVER, COLORADO 80202 BERWVN, PA 19312
303 202-2400 SIESMAYERSTRASSE 44
D 6000 FRANKFURT/MAIN I
TELECOPIER PIER:303 296-3956 FEDERAL REPUBLIC OF GERMANY
CABLE: BALLARD AMERICAN PLAZA II, SUITE 400
57 WEST 200 SOUTH
SALT LAKE CITY, UT 64101
SUITE 900 EAST
555 I3rr STREET, N.W.
WASHINGTON, D.0. 20004
January 10, 1991
Piper, Jaffray & Hopwood, Incorporated
1660 Lincoln Street
Denver, Colorado 80264
Re: Weld County, Colorado
Tax Anticipation Notes
Series 1991A
Dated January 10, 1991 - $4, 350, 000
Ladies and Gentlemen:
We have acted as bond counsel in connection with the
issuance by Weld County, Colorado (the County) , of its Tax
Anticipation Notes, Series 1991A, dated January 10, 1991, in the
aggregate principal amount of $4, 350, 000 (the Notes) , issued for
the purpose of paying duly budgeted current expenses of the
general fund of the County.
The Notes are issued in fully registered form and are
initially registered in the name of Cede & Co. , as nominee of The
Depository Trust Company, as securities depository for the Notes.
Purchases by beneficial owners of the Notes are to be made in
book-entry form in the principal amount of $5, 000 or any integral
multiple thereof. Beneficial owners are not to receive
certificates evidencing their interests in the Notes.
The principal of and interest on the Notes are payable
on December 31, 1991, upon presentation and surrender thereof at
the office of the County Treasurer, as paying agent, by check or
draft mailed to the registered owner at the address appearing on
the registration books of the County maintained by the Clerk to
the Board of County Commissioners, as registrar and transfer
agent, or by wire transfer to such bank or other depository as
the registered owner shall designate. So long as the registered
owner is a securities depository or a nominee thereof, the
securities depository is to disburse any payments received,
through its participants or otherwise, to the beneficial owners
of the Notes. Neither the County nor the paying agent has any
responsibility or obligation for the payment to any participant,
any beneficial owner or any other person (except the registered
owner of the Notes) of the principal of or interest on the Notes.
The Notes bear interest at the rate of five and seventy
hundredths percent (5.70%) per annum from their date to their
maturity date.
The Notes are not subject to redemption in whole or in
part at any time prior to maturity.
The Resolution of the Board of County Commissioners
authorizing the issuance of the Notes (the Resolution) provides
that the principal of and interest on the Notes shall be payable
from ad valorem taxes on real and personal property, investment
proceeds on such taxes, and proceeds of the Notes to the extent
not required for the payment of duly budgeted current expenses,
received by the County in the current fiscal year and credited to
its general fund after the issuance of the Notes.
The Resolution also contains a covenant by the County
that it will make no investment or other use of the proceeds of
the Notes, which, if such investment or other use had been
reasonably expected on the date of issue of the Notes, would have
caused the Notes to be "arbitrage bonds" within the meaning of
the Internal Revenue Code of 1986, as amended (the Code) , and the
regulations thereunder and that it will comply with the
requirements of the Code and said regulations throughout the term
of the Notes. Officers of the County responsible for issuing the
Notes have executed a certificate (the Certificate) stating the
reasonable expectations of the County as of the date of issue of
the Notes as to future events that are material for purposes of
the Code and making certain covenants on behalf of the County
relating to compliance therewith. In the Resolution the County
has also designated the Notes as "qualified tax-exempt
obligations" under Section 265 (b) of the Code.
In our capacity as bond counsel we have examined the
laws and the Constitution of the State of Colorado, the
Resolution, the certificates delivered by the County as of the
date of delivery of and payment for the Notes, and such other
documents as we deemed necessary in order to render this opinion.
We have also examined a representative executed Note and have
assumed that all other Notes have been similarly executed.
Based upon the foregoing examination, it is our opinion
that:
2
1. The Resolution has been duly adopted and the Notes
have been duly authorized, executed and delivered by the County
under the laws of the State of Colorado now in force.
2. The Notes are valid and legally binding
obligations of the general fund of the County payable solely from
ad valorem taxes on real and personal property, investment
proceeds on such taxes, and proceeds of the Notes to the extent
not required for the payment of duly budgeted current expenses,
received by the County in the current fiscal year and credited to
its general fund after the issuance of the Notes.
3 . The Notes are enforceable according to their
terms, except to the extent such enforcement is limited by
bankruptcy and other laws of general application relating to or
affecting the enforcement of creditors' rights, by the reasonable
exercise of the sovereign police power of the State of Colorado,
and by the exercise of the powers delegated to the United States
of America by the federal Constitution.
Based upon the foregoing examination and our review of
the Code and the regulations and rulings thereunder and of the
Certificate and assuming compliance by the County with certain
covenants contained in the Resolution and the Certificate, it is
also our opinion that:
1. The Notes are not arbitrage bonds within the
meaning of the Code.
2 . Interest on the Notes is excluded from gross
income for federal income tax purposes under the laws and
regulations of the United States of America as presently enacted
and construed.
3 . Interest on the Notes is not an item of preference
for purposes of computing the individual or corporate alternative
minimum tax under the laws and regulations of the United States
of America as presently enacted and construed. However, interest
on Notes held by corporations (other than regulated investment
companies, real estate investment trusts, real estate mortgage
investment conduits and certain S corporations) may be indirectly
subject to the alternative minimum tax or the environmental tax
because of its inclusion in the earnings and profits of
corporations, and interest on Notes held by foreign corporations
may be subject to the branch profits tax imposed by the Code.
4 . The Notes are "qualified tax-exempt obligations"
under Section 265 (b) of the Code for purposes of determining the
deductibility of interest expenses of banks and other financial
institutions holding the Notes.
3
5. Interest on the Notes is exempt from State of
Colorado income taxes under the laws of the State of Colorado as
presently enacted and construed.
Ownership of tax-exempt obligations may result in
collateral federal income tax consequences to certain taxpayers,
including, without limitation, financial institutions, property
and casualty insurance companies, S corporations with "excess
passive income, " individual recipients of Social Security or
Railroad Retirement benefits, foreign corporations engaged in a
trade or business in the United States and taxpayers who may be
deemed to have incurred or continued debt to purchase or carry
such obligations. We express no opinion herein with respect to
such consequences.
We also express no opinion herein with respect to the
accuracy or completeness of any documents prepared or used or
statements made in connection with the offering or sale of the
Notes.
Very truly yours,
/
4
PRELIMINARY OFFERING CIRCULAR
Dated: December 20, 1990
New Issue Not Rated
Bank Qualified
In the opinion of Bond Counsel, interest on the Notes is excluded from gross income for federal
income tax purposes, is exempt from Colorado income tax and is not an item of preference for
purposes of computing the individual or corporate alternative minimum tax, to the extent, upon
the conditions and subject to the limitations stated under "TAX EXEMPTION".
$4,400,000*
WELD COUNTY, COLORADO
Tax Anticipation Notes, Series 1991A
Dated: As of Delivery Due: December 31, 1991
The Notes are being issued as fully registered Notes without coupons. Interest, at the rate set
forth below, is computed on a basis of a 360-day year and is payable on December 31, 1991.
The Notes are not subject to redemption in whole or in part at any time.
AMOUNT MATURITY RATE PRICE
$4,400,000* 12-31-91
The Notes are payable solely from ad valorem taxes on real and personal property previously
levied, investment proceeds on such taxes, and proceeds of the Notes to the extent not required
for the payment of duly budgeted current expenses, received by the County in the current fiscal
year and credited to the General Fund after the issuance of the Notes.
The Notes are offered when, as, and if issued by the County subject to the approving legal
opinion of Bond Counsel, Ballard, Spahr, Andrews & Ingersoll, Denver, Colorado.
The matters passed upon by Bond Counsel do not extend beyond the validity and enforceability
of the Notes and the tax treatment of interest thereon under Federal and State of Colorado
income tax laws, and Bond Counsel has no responsibility for the accuracy, completeness of
fairness of statements made to any persons in connection with any offer or sale of the Notes in
this document or otherwise.
PIPER, JAFFRAY & HOPWOOD INCORPORATED
* Preliminary; Subject to change.
1
Certain of the information contained herein has been obtained from the issuer of the Notes
identified herein (the "County") and other sources which are believed to be reliable. Such
information is neither guaranteed as to accuracy or completeness nor is to be construed as a
representation by Piper, Jaffray &Hopwood Incorporated (the "Underwriter"). The information
and expressions of opinion herein are subject to change without notice, and neither the delivery
of this Offering Circular nor any sale made hereunder shall, under any circumstances, create any
implication that there has been no change in the affairs of the County, since the date hereof.
This Offering Circular doe not constitute an offer to sell or the solicitation of an offer to buy,
nor shall there be any sale of the Notes, in any jurisdiction in which it is unlawful for any
person to make such an offer, solicitation or sale. No dealer, broker, salesman or other person
has been authorized to give any information or to make any representations other than as
contained in this Offering Circular. If given or made, such other information or representations
must not be relied as having been authorized by the County or the Underwriter.
The summaries of various statutes, resolutions, and other documents contained herein are
intended as summaries only and are qualified in their entirety by reference to the originals
thereof, copies of which are available from the Underwriter or the County during the period of
the original offering of the Notes, upon reasonable request and payment of the reasonable costs
of copying the same.
IN CONNECTION WITH THIS OFFERING, THE UNDERWRITER MAY OVER ALLOT
OR EFFECT TRANSACTIONS WHICH STABILIZE OR MAINTAIN THE MARKET PRICE
OF THE NOTES AT A LEVEL ABOVE THAT WHICH MIGHT OTHERWISE PREVAIL IN
THE OPEN MARKET. SUCH STABILIZING, IF COMMENCED, MAY BE
DISCONTINUED AT ANY TIME.
2
INFORMATION
This Offering Circular is provided to furnish certain information in connection with the issuance
by Weld County, Colorado (the "County") of its Tax Anticipation Notes, Series 1991A, in the
aggregate principal amount of $4,400,000* (est.) (the "Notes") to be issued pursuant to a
Resolution (the "Resolution") adopted by the Board of County Commissioners of the County on
December 19, 1990.
The Notes are being issued to pay duly budgeted current General Fund expenses.
Brief descriptions of the County and the Notes are included in this Offering Circular. Such
descriptions do not purport to be comprehensive or definitive. All reference herein to the
Resolution, the Notes, and other documents are qualified in their entirety by reference to such
documents or to the form of the Notes, copies of which are available for inspection in the office
of the County.
THE NOTES
Description
The Notes are to be issued by the County in an aggregate principal amount of no more than
$4,400,000, to be dated as of their delivery, to be registered as to principal and interest, to bear
interest from issue date to maturity at the rate per annum set forth on the Cover Page hereof,
computed on the basis of a 360-day year. The Notes will pay interest and mature on December
31, 1991. The principal of and interest on the Notes are payable at maturity, upon surrender
of the Notes, to the office of the County Clerk, either by check or draft mailed to the registered
owner or by wire transfer to such bank or depository as the registered owner shall designate.
Redemption Provisions
Notes of this issue are not subject to redemption prior to maturity.
Authorization
The Notes are issued pursuant to the Resolution and the Constitution and laws of the State of
Colorado, including, in particular, the provisions of the Tax Anticipation Note Act (the "Act"),
Section 29-15-101 et seq., Colorado Revised Statutes, as amended. The Act permits the County
to issue tax anticipation notes by resolution in an amount not to exceed fifty percent (50%) of
all ad valorem taxes estimated by the County to be received in the current fiscal year.
Security
The proceeds of the Notes are to be deposited in the General Fund of the County and are to be
used solely for the payment of duly budgeted current expenses when and to the extent that other
moneys on deposit in the General Fund are insufficient therefor; provided however, that any
3
portion of the proceeds may be temporarily invested in securities or investments which are
lawful investments for the County. All ad valorem personal and real property taxes ("Taxes")
levied for General Fund purposes (except Taxes collected for retirement of existing debt,)
investment proceeds on such Taxes, and proceeds of the Notes to the extent not required for the
payment of duly budgeted current expenses, received by the County in the Current Fiscal Year
after the issuance of the Notes are to be deposited in a restricted account within the General
Fund to be known as the "Tax Anticipation Notes, Series 1991A, Principal and Interest
Redemption Account" (the "Note Account") until such time as the moneys are sufficient to pay
when due the principal required to pay when due the principal of and interest on the Notes, and
all securities in which the same may be invested from time to time, are pledged to secure the
payments of the principal of and interest on the Notes.
Investment of Proceeds
Proceeds of the Notes and moneys held in the Note Account will, pending their use, be invested
in securities which are legal investments for Colorado counties or deposited in eligible public
depositories, with such deposits being insured or collateralized as required by law.
THE COUNTY
Weld County, established in 1861, is located at the north central part of the State and is the third
largest county in Colorado, covering an area of approximately 4,033 square miles. The surface
is level to rolling prairies with low hills near the western border. Elevation ranges from 4,400
to 5,000 feet. The South Platte River and its tributaries, the Cache La Poudre, Big Thompson,
Little Thompson, Boulder, and St. Vrain enter from the south and west and leave the county on
the east. The county seat is located in the City of Greeley (est. pop. 62,000) which is 60 miles
north of Denver on State Highway 85. Weld County ranked as the fourth most productive
agricultural county in the nation and the third most productive oil and gas county in the Rocky
Mountain Region during 1989.
More than 85 percent of its area is devoted to irrigated and dryland farming and livestock
raising. Weld County incorporates one of the nation's largest irrigated areas: 647,000 acres
of the 2,500,000 acres in Weld County are irrigated by a combination of mountain run-off,
which is controlled by eight major irrigation companies and 4,000 wells.
The reservoir storage and stream run-off supply an annual average of 900,000 acre feet while
the wells supply approximately 250,000 acre feet of water. The Colorado Big Thompson Water
Diversion Project supplies approximately 300,000 acre feet of water annually. Water is diverted
to farms and ranches via an extensive system of irrigation canals.
Oil and gas play an important role in the economic picture of Weld County. Wattenberg Gas
field, part of which is located in the southern part of Weld County, was discovered by Amoco
Oil Company, the prime developer of the field. Amoco Oil has estimated that this field contains
approximately 400 billion feet of gas reserves. The gas that is being produced by the
Wattenberg Field is delivered to the Public Service Company of Colorado. This potentially
4
great gas accumulation covers nearly 1,000 square miles. Wattenberg Field is also producing
some oil. Development of oil and gas wells has had an increasingly more significant impact on
the economy of Weld County in the past ten years.
FINANCIAL INFORMATION CONCERNING THE COUNTY
The financial operations of the County are, pursuant to State law, conducted primarily through
its General Fund.
General Fund
The General Fund is the major operating fund of the County, providing most of the resources
for the County's general operations. General fund revenues amounted to $20,491,136 in 1989,
an increase of 10.7% from 1988.
Property Tax Collection
Taxes levied in one year are collected in the next; thus 1990 taxes will be collected in 1991.
Taxes are said to be due January 1 in the year of collection; however, they may be paid in two
installments, without interest penalty, if the payments are made by February 28 and by July 31
of the collection year. The property owner may elect to make only one payment, and if made
by April 30, it is also free of interest penalty.
All taxes levied on property, together with interest thereon and penalties for default, as well as
all other costs of collection, constitute a perpetual lien on and against the property taxes, and
such lien is on a parity with the tax liens of other general taxes. In the event collection of
property taxes becomes impossible, the County Treasurer may distrain, seize, and sell property
to enforce the collection of delinquent taxes on property. There can be no assurance that the
value of specific property, in the event of foreclosure and sale by the Weld County Treasurer,
would be sufficient to produce the amount required with respect to taxes levied by the County
and by overlapping taxing entities.
5
Property Tax Levies and Collections in the County
Collection Total Tax Total % of
Year Levy Collected Collections
1981 $12,622,216 $12,596,620 99.68
1982 13,252,865 13,169,249 99.37
1983 14,399,734 14,307,719 99.36
1984 15,119,720 14,985,503 99.11
1985 15,875,706 15,469,833 97.44
1986 17,147,925 17,013,025 99.20
1987 18,005,273 17,756,037 98.60
1988 18,931,528 18,506,143 97.75
1989 20,534,080 20,153,920 98.13
1990 21,449,358 21,127,077 * 98.50 *
*Through November 30, 1990.
Source: Weld County 1989 Annual Financial Report, Weld County Treasurer's Office
Historical Property Tax Data
Set forth below is certain historical information concerning mill levies, assessed valuation and
property tax collection for the County.
Mill Levy Histori
1982 - 1990
Collection Year
1983 17.172
1984 17.369
1985 19.342
1986 19.342
1987 19.968
1988 17.208
1989 19.268
1990 20.892
1991 22.210
Source: Weld County 1989 Annual Financial Report, and Weld County Assessor's Office
6
Total Assessed Valuation of the County
1980 - 1990
Budget Assessed Percent
Year Valuation Increase
1980 $ 677,285,480 9.8%
1981 731,849,970 9.3%
1982 771,771,770 9.5%
1983 870,453,500 8.9%
1984 820,747,830 (1.1%)
1985 886,564,250 9.3%
1986 813,134,000 (8.3%)
*1987 1,118,963,490 37.6%
1988 1,062,703,770 (5.0%)
1989 1,021,455,100 (3.9%)
1990 1,008,659,220 (1.3%)
*Reassessment mandated by Colorado statute changed the base year of market value for valuation from 1977
in 1986 to 1985 in 1987.
Source: Weld County 1989 Annual Financial Report, Weld County Assessor's Office
Direct Indebtedness
The county currently has no outstanding debt.
TAX-EXEMPTION
In the opinion of Bond Counsel, assuming the accuracy of certain certifications of the County
regarding federal income tax matters and continuing compliance with the requirements of the
Internal Revenue Code of 1986, as amended, interest on the Notes is excluded from gross
income tax purposes and is not an item of preference for purposes of either the individual or
corporate alternative minimum tax under the laws and regulations of the United States of
America as presently enacted and construed. However, interest on Notes held by corporations
(other than regulated investment companies, real estate investment trusts, real estate mortgage
investment conduits and certain S corporations) may be directly subject to the alternative
minimum tax and the environmental tax because of its inclusion in the reported income or
current earning of corporations, and interest on Notes held by foreign corporations may be
subject to the branch profits tax.
In the opinion of Bond Counsel, the Notes are "qualified tax-exempt obligations" under Section
265(b) of the Code for purposes of determining the deductibility of interest expense of banks and
other financial institutions holding the Notes.
Ownership of tax-exempt obligations may result in collateral federal income tax consequences
to certain taxpayers, including, without limitation, financial institutions, property and casualty
insurance companies, S corporations, individual recipients of Social Security or Railroad
7
Retirement benefits, foreign corporations engaged in a trade or business in the United States and
taxpayers who may be deemed to have incurred or continue debt to purchase or carry such
obligations. Bond Counsel will express no opinion with respect to such consequences.
Prospective purchasers of the Notes should consult their own tax advisors as to such
consequences.
In the opinion of Bond Counsel, interest on the Notes is also exempt from Colorado income
taxation under the laws of the State of Colorado as presently enacted and construed.
LEGAL MATTERS
Legal matter incident to the authorization and issuance of the Notes are subject to approval by
Ballard, Spahr, Andrews & Ingersoll, Denver, Colorado, Bond Counsel, whose approving
opinion on such matters is expected to state in substance that the Notes are valid and binding
obligations of the general fund the County payable solely from ad valorem taxes on real and
personal property previously levied, incorporated and investment proceeds on such taxes, and
proceeds of the Notes to the extent not required for the payment of duly budgeted current
expenses, received by the County and credited to its general fund in the current fiscal year after
the issuance of the Notes and that the Notes are enforceable according to the terms, except to
the extent such enforcement is limited by the bankruptcy and other laws affecting the
enforcement of creditors' rights, by the reasonable exercise of the police power of the State of
Colorado and by the exercise of the powers delegated to the United States of America by the
Federal Constitution.
Bond Counsel has assumed no responsibility to make independent verifications or confirmations
of the statements make in this Offering Circular or otherwise in connection with the sale of the
Notes.
RATING
These Notes have not been rated by any municipal rating service.
UNDERWRITER
The Notes are being purchased pursuant to negotiation by Piper, )affray & Hopwood
Incorporated, Denver, Colorado, at a discount of
8
WELD COUNTY
1990 CASH FLOW SUMMARY
GENERAL FUND
($000's)
Cumulative
Estimated Estimated Surplus
Expenditures Receipts (Deficit)
Opening Balance - - $690
January $4,119 $ 760 ($2,669)
February 1,750 1,520 (2,899)
March 1,046 2,530 (1,415)
April 1,700 3,780 665
May 1,320 1,846 1,191
June 1,320 1,020 891
July 1,585 3,350 2,656
August 1,450 2,180 3,386
September 2,280 950 2,056
October 1,320 945 1,681
November 1,450 1,195 1,426
December 2.107 1.274 593
Total Budget $21.447 $21350
9
FINAL OFFERING CIRCULAR
Dated: January 9, 1991
New Issue Not Rated
Book-Entry Only Bank Qualified
In the opinion of Bond Counsel, interest on the Notes is excluded from gross income for federal
income tax purposes, is exempt from Colorado income taxes and is not an item of preference
for purposes of computing the individual or corporate alternative minimum tax, to the extent,
upon the conditions and subject to the limitations stated under "TAX EXEMPTION".
$4,350,000
WELD COUNTY, COLORADO
Tax Anticipation Notes, Series 1991A
Dated: January 10, 1991 Due: December 31, 1991
AMOUNT MATURITY RATE PRICE
$4,350,000 12-31-91 5.70% 100%
Principal of and interest on the Notes are payable at maturity upon presentation and surrender
of the Notes to the Treasurer of the County by check or draft or by wire transfer to the
registered owner of the Notes. The Notes are issuable in fully registered form and are initially
to be registered in the name of Cede & Co., as nominee of The Depository Trust Company, as
securities depository for the Notes. Purchases by beneficial owners are to be made in book-
entry form in the principal amount of $50,000 or any integral multiple thereof. Beneficial
owners are not to receive certificates evidencing their interests in the Notes. The Notes are not
subject to redemption prior to maturity.
The Notes are payable solely from ad valorem taxes on real and personal property previously
levied, investment proceeds on such taxes, and proceeds of the Notes to the extent not required
for the payment of duly budgeted current expenses, received by the County in the current fiscal
year and credited to the General Fund after the issuance of the Notes.
The Notes are offered when, as, and if issued by the County subject to the approving legal
opinion of Bond Counsel, Ballard, Spahr, Andrews & Ingersoll, Denver, Colorado.
PIPER, JAFFRAY & HOPWOOD INCORPORATED
1
The matters passed upon by Bond Counsel do not extend beyond the validity and enforceability
of the Notes and the tax treatment of interest thereon under Federal and State of Colorado
income tax laws, and Bond Counsel has no responsibility for the accuracy, completeness or
fairness of statements made to any persons in connection with any offer or sale of the Notes in
this document or otherwise.
Certain of the information contained herein has been obtained from the issuer of the Notes
identified herein (the "County") and other sources which are believed to be reliable. Such
information is neither guaranteed as to accuracy or completeness nor is to be construed as a
representation by Piper, Jaffray &Hopwood Incorporated (the "Underwriter"). The information
and expressions of opinion herein are subject to change without notice, and neither the delivery
of this Offering Circular nor any sale made hereunder shall, under any circumstances, create any
implication that there has been no change in the affairs of the County, since the date hereof.
This Offering Circular does not constitute an offer to sell or the solicitation of an offer to buy,
nor shall there be any sale of the Notes, in any jurisdiction in which it is unlawful for any
person to make such an offer, solicitation or sale. No dealer, broker, salesman or other person
has been authorized to give any information or to make any representations other than as
contained in this Offering Circular. If given or made, such other information or representations
must not be relied upon as having been authorized by the County or the Underwriter.
The summaries of various statutes, resolutions, and other documents contained herein are
intended as summaries only and are qualified in their entirety by reference to the originals
thereof, copies of which are available from the Underwriter or the County during the period of
the original offering of the Notes, upon reasonable request and payment of the reasonable costs
of copying the same.
IN CONNECTION WITH THIS OFFERING, THE UNDERWRITER MAY OVERALLOT OR
EFFECT TRANSACTIONS WHICH STABILIZE OR MAINTAIN THE MARKET PRICE OF
THE NOTES AT A LEVEL ABOVE THAT WHICH MIGHT OTHERWISE PREVAIL IN
THE OPEN MARKET. SUCH STABILIZING, IF COMMENCED, MAY BE
DISCONTINUED AT ANY TIME.
2
INFORMATION
This Offering Circular is provided to furnish certain information in connection with the issuance
by Weld County, Colorado (the "County") of its Tax Anticipation Notes, Series 1991A, in the
aggregate principal amount of $4,350,000 (the "Notes") to be issued pursuant to a Resolution
(the "Resolution") adopted by the Board of County Commissioners of the County on December
19, 1990.
The Notes are being issued to pay duly budgeted current General Fund expenses.
Brief descriptions of the County and the Notes are included in this Offering Circular. Such
descriptions do not purport to be comprehensive or definitive. All reference herein to the
Resolution, the Notes, and other documents are qualified in their entirety by reference to such
documents or to the form of the Notes, copies of which are available for inspection in the office
of the County.
THE NOTES
Description
The Notes are to be issued by the County in an aggregate principal amount of no more than
$4,350,000, to be dated as of their delivery, to be registered as to principal and interest, to bear
interest from issue date to maturity at the rate per annum set forth on the Cover Page hereof,
computed on the basis of a 360-day year. The Notes will pay interest and mature on December
31, 1991. The principal of and interest on the Notes are payable at maturity, upon surrender
of the Notes, to the office of the County Treasurer, either by check or draft mailed to the
registered owner or by wire transfer to such bank or depository as the registered owner shall
designate.
Redemption Provisions
Notes of this issue are not subject to redemption prior to maturity.
Authorization
The Notes are issued pursuant to the Resolution and the Constitution and laws of the State of
Colorado, including, in particular, the provisions of the Tax Anticipation Note Act (the "Act"),
Section 29-15-101 et seq., Colorado Revised Statutes, as amended. The Act permits the County
to issue tax anticipation notes by resolution in an amount not to exceed fifty percent (50%) of
all ad valorem taxes estimated by the County to be received in the current fiscal year.
Security
The proceeds of the Notes are to be deposited in the General Fund of the County and are to be
used solely for the payment of duly budgeted current expenses when and to the extent that other
3
moneys on deposit in the General Fund are insufficient therefor; provided however, that any
portion of the proceeds may be temporarily invested in securities or investments which are
lawful investments for the County. All ad valorem personal and real property taxes ("Taxes")
levied for General Fund purposes (except Taxes collected for retirement of existing debt,)
investment proceeds on such Taxes, and proceeds of the Notes to the extent not required for the
payment of duly budgeted current expenses, received by the County in the Current Fiscal Year
after the issuance of the Notes are to be deposited in a restricted account within the General
Fund to be known as the "Tax Anticipation Notes, Series 1991A, Principal and Interest
Redemption Account" (the "Note Account") until such time as the moneys are sufficient to pay
when due the principal of and interest on the Notes, and all securities in which the same may
be invested from time to time, are pledged to secure the payments of the principal of and interest
on the Notes.
Investment of Proceeds
Proceeds of the Notes and moneys held in the Note Account will, pending their use, be invested
in securities which are legal investments for Colorado counties or deposited in eligible public
depositories, with such deposits being insured or collateralized as required by law.
Payment and Registration
The Notes are issuable in fully registered form and are initially to be registered in the name of
Cede & Co., a nominee of The Depository Trust Company, as securities depository for the
Notes. Purchases by beneficial owners of the Notes ("Beneficial Owners") are to be made in
book-entry form in the principal amount of $50,000 or any integral multiple thereof. The
principal of and interest on the Notes are payable at maturity upon presentation and surrender
thereof to the Treasurer of the County, as paying agent (the "Paying Agent"), by check or draft
or by wire transfer to the registered owner at the address appearing on the registration books of
the County maintained by the Treasurer of the County, as registrar (the "Registrar"). Payments
to Beneficial Owners are to be made as described below under "THE NOTES - BOOK-ENTRY
FORM."
Transfer and Exchange
The Notes are transferable only upon the registration books of the County by the Treasurer of
the County, as transfer agent, at the request of the registered owner. Transfers by Beneficial
Owners are to be made as described below under "THE NOTES - BOOK-ENTRY FORM."
Book-Entry Form
The Depository Trust Company, New York, New York ("DTC"), will act as securities
depository for the Notes. One fully registered Note, in the aggregate principal amount of the
issue, will be registered in the name of Cede & Co., as nominee of DTC. DTC is a limited-
purpose trust company organized under the laws of the State of New York, a member of the
Federal Reserve System, a "clearing corporation" within the meaning of the New York Uniform
4
Commercial Code and a "clearing agency" registered pursuant to the provisions of Section 17A
of the Securities Exchange Act of 1934, as amended. DTC was created to hold securities of its
participants (the "Participants") and to facilitate the clearance and settlement of securities
transactions among Participants in such securities through electronic book-entry changes in
accounts of the Participants, thereby eliminating the need of physical movement of securities
certificates. Participants include securities brokers and dealers, banks trust companies, clearing
corporations and certain other organizations, some of whom (and/or their representatives) own
DTC. Access to the DTC system is also available to others such as banks, brokers, dealers and
trust companies that clear through or maintain a custodial relationship with a Participant, either
directly or indirectly.
Ownership interests in the Notes may be purchased by or through Participants. Such
Participants and the persons for whom they acquire interests in the Notes as nominees will not
receive certificated Notes, but each such Participant will receive a credit balance in the records
of DTC in the amount of such Participant's interest in the Notes, which will be confirmed in
accordance with DTC's standard procedures. Each such person for which a Participant has an
interest in the Notes, as nominee, may desire to make arrangements with such Participant to
receive a credit balance in the records of such Participant to have all notices or other
communications of the County to DTC, which may affect such persons, forwarded in writing
by such Participant and to have notification made of all interest payments. Neither the County,
the Paying Agent nor the Registrar has any responsibility or obligation to any Participant or to
any person on behalf of whom a Participant holds an interest in the Notes with respect to
payments and notices. The obligations of the Participants to the Beneficial Owners and of DTC
to the Participants with respect to interests in the Notes are established by the rules and
procedures used by such Participants and DTC.
DTC will receive payment from the Paying Agent to be remitted to the Participants for
subsequent disbursement to the Beneficial Owners. The ownership interest for each Beneficial
Owner in the Notes will be recorded on the records of the Participants, whose ownership interest
will be recorded on a computerized book-entry system operated by DTC.
When reference is made to any action which is required or permitted to be taken by the
Beneficial owners, such reference relates only to those permitted to act by stature, regulation or
otherwise on behalf of such Beneficial Owners for such purposes. When notices are given, they
are to be sent to DTC with a request that DTC forward (or cause to be forwarded) the notices
to the Participants so that such Participants may forward (or cause to be forwarded) the notice
to the Beneficial Owners.
Beneficial Owners will receive a written confirmation of their purchase detailing the terms of
the Notes acquired. Transfers of ownership interest in the Notes will be accomplished by book-
entries made by DTC and the Participants who act on behalf of the Beneficial Owners.
Beneficial Owners will not receive certificates representing their ownership interests in the
Notes. Principal and interest will be paid by the Paying Agent to DTC, then paid by DTC to
the Participants and thereafter paid by the Participants to the Beneficial Owners when due.
5
For every transfer and exchange of the Notes or an interest therein, the Beneficial Owner may
be charged a sum sufficient to cover any tax, fee or other governmental charge that may be
imposed in relation thereto.
DTC's services with respect to the Notes may be discontinued or terminated at any time under
the following circumstances:
(i) DTC may determine to discontinue providing its services with respect to the
Notes at any time by giving notice to the County and discharging its
responsibilities with respect thereto under applicable law.
(ii) The County may remove DTC.
In the event that DTC's services are so discontinued or terminated because it is unwilling or is
determined to be unable to discharge its responsibilities or DTC is removed or resigns, and no
substitute securities depository willing to undertake the functions of DTC can be found which,
in the opinion of the County, is willing and able to undertake such functions upon reasonable
and customary terms, or in the event it is so determined that continuation of the system of book-
entry transfers is not in the best interests of the Beneficial Owners, the County will be obligated
to deliver certificated notes to the Beneficial Owners.
THE COUNTY
Weld County, established in 1861, is located at the north central part of the State and is the third
largest county in Colorado, covering an area of approximately 4,033 square miles. The surface
is level to rolling prairies with low hills near the western border. Elevation ranges from 4,400
to 5,000 feet. The South Platte River and its tributaries, the Cache La Poudre, Big Thompson,
Little Thompson, Boulder, and St. Vrain enter from the south and west and leave the county on
the east. The county seat is located in the City of Greeley (est. pop. 62,000) which is 60 miles
north of Denver on State Highway 85. Weld County ranked as the fourth most productive
agricultural county in the nation and the third most productive oil and gas county in the Rocky
Mountain Region during 1989.
More than 85 percent of its area is devoted to irrigated and dryland farming and livestock
raising. Weld County incorporates one of the nation's largest irrigated areas: 647,000 acres
of the 2,500,000 acres in Weld County are irrigated by a combination of mountain run-off,
which is controlled by eight major irrigation companies and 4,000 wells.
The reservoir storage and stream run-off supply an annual average of 900,000 acre feet while
the wells supply approximately 250,000 acre feet of water. The Colorado Big Thompson Water
Diversion Project supplies approximately 300,000 acre feet of water annually. Water is diverted
to farms and ranches via an extensive system of irrigation canals.
Oil and gas play an important role in the economic picture of Weld County. Wattenberg Gas
field, part of which is located in the southern part of Weld County, was discovered by Amoco
6
Oil Company, the prime developer of the field. Amoco Oil has estimated that this field contains
approximately 400 billion feet of gas reserves. The gas that is being produced by the
Wattenberg Field is delivered to the Public Service Company of Colorado. This potentially
great gas accumulation covers nearly 1,000 square miles. Wattenberg Field is also producing
some oil. Development of oil and gas wells has had an increasingly more significant impact on
the economy of Weld County in the past ten years.
FINANCIAL INFORMATION CONCERNING THE COUNTY
The financial operations of the County are, pursuant to State law, conducted primarily through
its General Fund.
General Fund
The General Fund is the major operating fund of the County, providing most of the resources
for the County's general operations. General fund revenues amounted to $20,491,136 in 1989,
an increase of 10.7% from 1988.
Property Tax Collection
Taxes levied in one year are collected in the next; thus 1990 taxes will be collected in 1991.
Taxes are said to be due January 1 in the year of collection; however, they may be paid in two
installments, without interest penalty, if the payments are made by February 28 and by July 31
of the collection year. The property owner may elect to make only one payment, and if made
by April 30, it is also free of interest penalty.
All taxes levied on property, together with interest thereon and penalties for default, as well as
all other costs of collection, constitute a perpetual lien on and against the property taxes, and
such lien is on a parity with the tax liens of other general taxes. In the event collection of
property taxes becomes impossible, the County Treasurer may distrain, seize, and sell property
to enforce the collection of delinquent taxes on property. There can be no assurance that the
value of specific property, in the event of foreclosure and sale by the Weld County Treasurer,
would be sufficient to produce the amount required with respect to taxes levied by the County
and by overlapping taxing entities.
7
Property Tax Levies and Collections in the County
Collection Total Tax Total % of
Year Levy Collected Collections
1981 $12,622,216 $12,596,620 99.68
1982 13,252,865 13,169,249 99.37
1983 14,399,734 14,307,719 99.36
1984 15,119,720 14,985,503 99.11
1985 15,875,706 15,469,833 97.44
1986 17,147,925 17,013,025 99.20
1987 18,005,273 17,756,037 98.60
1988 18,931,528 18,506,143 97.75
1989 20,534,080 20,153,920 98.13
1990 21,449,358 21,127,077 * 98.50 *
* Through November 30, 1990.
Source: Weld County 1989 Annual Financial Report, Weld County Treasurer's Office
Historical Property Tax Data
Set forth below is certain historical information concerning mill levies, assessed valuation and
property tax collection for the County.
Mill Levy History
1982 - 1990
Collection Year
1983 17.172
1984 17.369
1985 19.342
1986 19.342
1987 19.968
1988 17.208
1989 19.268
1990 20.892
1991 22.210
Source: Weld County 1989 Annual Financial Report, and Weld County Assessor's Office
8
Total Assessed Valuation of the County
1980 - 1990
Budget Assessed Percent
Year Valuation Increase
1980 $ 677,285,480 9.8%
1981 731,849,970 9.3%
1982 771,771,770 9.5%
1983 870,453,500 8.9%
1984 820,747,830 (1.1%)
1985 886,564,250 9.3%
1986 813,134,000 (8.3%)
*1987 1,118,963,490 37.6%
1988 1,062,703,770 (5.0%)
1989 1,021,455,100 (3.9%)
1990 1,008,659,220 (1.3%)
*Reassessment mandated by Colorado statute changed the base year of market value for valuation from 1977
in 1986 to 1985 in 1987.
Source: Weld County 1989 Annual Financial Report, Weld County Assessor's Office
Direct Indebtedness
The County currently has no outstanding debt.
TAX-EXEMPTION
In the opinion of Bond Counsel, assuming the accuracy of certain certifications of the County
regarding federal income tax matters and continuing compliance with the requirements of the
Internal Revenue Code of 1986 (the "Code"), as amended, interest on the Notes is excluded
from gross income for federal income tax purposes and is not an item of preference for purposes
of computing the individual or corporate alternative minimum tax under the laws and regulations
of the United States of America as presently enacted and construed. However, interest on Notes
held by corporations (other than regulated investment companies, real estate investment trusts,
real estate mortgage investment conduits and certain S corporations) may be indirectly subject
to the alternative minimum tax and the environmental tax because of its inclusion in the current
earning of corporations, and interest on Notes held by foreign corporations may be subject to
the branch profits tax.
In the opinion of Bond Counsel, the Notes are "qualified tax-exempt obligations" under Section
265(b) of the Code for purposes of determining the deductibility of interest expenses of banks
and other financial institutions holding the Notes.
Ownership of tax-exempt obligations may result in collateral federal income tax consequences
to certain taxpayers, including, without limitation, financial institutions, property and casualty
insurance companies, S corporations, individual recipients of Social Security or Railroad
9
Retirement benefits, foreign corporations engaged in a trade or business in the United States and
taxpayers who may be deemed to have incurred or continue debt to purchase or carry such
obligations. Bond Counsel will express no opinion with respect to such consequences.
Prospective purchasers of the Notes should consult their own tax advisors as to such
consequences.
In the opinion of Bond Counsel, interest on the Notes is also exempt from Colorado income
taxes under the laws of the State of Colorado as presently enacted and construed.
LEGAL MATTERS
Legal matter incident to the authorization and issuance of the Notes are subject to approval by
Ballard, Spahr, Andrews & Ingersoll, Denver, Colorado, Bond Counsel, whose approving
opinion on such matters is expected to state in substance that the Notes are valid and binding
obligations of the general fund the County payable solely from ad valorem taxes on real and
personal property previously levied, income and investment proceeds on such taxes, and
proceeds of the Notes to the extent not required for the payment of duly budgeted current
expenses, received by the County and credited to its general fund in the current fiscal year after
the issuance of the Notes and that the Notes are enforceable according to the terms, except to
the extent such enforcement is limited by the bankruptcy and other laws affecting the
enforcement of creditors' rights, by the reasonable exercise of the police power of the State of
Colorado and by the exercise of the powers delegated to the United States of America by the
Federal Constitution.
Bond Counsel has assumed no responsibility to make independent verifications or confirmations
of the statements make in this Offering Circular or otherwise in connection with the sale of the
Notes.
RATING
These Notes have not been rated by any municipal rating service.
UNDERWRITING
The Notes are being purchased pursuant to negotiation by Piper, Jaffray & Hopwood
Incorporated, Denver, Colorado, at a discount of 0.1625%.
DELIVERY
The Notes are offered when, as and if issued and accepted by the Underwriter, subject to prior
sale, modification or withdrawal of the offer without sale, and subject to the approval of validity
and certain other matters by Ballard, Spahr, Andrews & Ingersoll. It is expected that the Notes
will be available for delivery in Denver, Colorado, on or about January 10, 1991, against
payment therefor.
10
WELD COUNTY
1991 CASH FLOW SUMMARY
GENERAL FUND
($000's)
Cumulative
Estimated Estimated Surplus
Expenditures Receipts (Deficit)
Opening Balance - - $690
January $4,119 $ 760 ($2,669)
February 1,750 1,520 (2,899)
March 1,046 2,530 (1,415)
April 1,700 3,780 665
May 1,320 1,846 1,191
June 1,320 1,020 891
July 1,585 3,350 2,656
August 1,450 2,180 3,386
September 2,280 950 2,056
October 1,320 945 1,681
November 1,450 1,195 1,426
December 2.107 1.274 593
Total Budget $21.447 $21,350
11
COUNTY DISCLOSURE CERTIFICATE
The undersigned hereby certify that:
They are the duly elected or appointed, qualified,
sworn and acting Chairman and Clerk to the Board, respectively,
of the Board of County Commissioners of Weld County, Colorado.
The County provided to the underwriter of the Notes
sufficient copies of the final Offering Circular, dated
January 4, 1991, relating to its Tax Anticipation Notes, in
sufficient time within seven (7) days after the sale of the Notes
to enable the underwriter to send a copy of the final Offering
Circular with all confirmations requiring payment from customers.
The facts contained in the final Offering Circular are
true and correct in all material respects, and the final Offering
Circular does not contain any untrue statement of a material fact
or omit to state a material fact necessary to make the statements
therein, in light of the circumstances under which they were
made, not misleading.
The County will notify the underwriter of any material
developments impacting the County of which the County becomes
aware within sixty (60) days after delivery of the Notes.
IN WITNESS WHEREOF, the undersigned have hereunto set
their hands and the seal of the County this 10th day of January,
1991.
WELD COUNTY, COLORADO
By:
Board of
(COUNTY) County Cole s ' •n r
( SEAL )
By: I�J/Lw ' / - W-L
erk to the Board
LAW OFFICES
20TH FLOOR
BALLARD, SPAHR, ANDREWS & INGERSOLL 30 SOUTH 17TH STREET
PHILADELPHIA,PA 19103
SUITE 2300
ONE WESTLAKES
1225 17TH STREET 1235 WESTLAKES DRIVE
BERWYN, PA 19312
DENVER, COLORADO 80202
303 292-2400SIESMAYERSTRA55E 44
0 6000 FRANKFURT/MAIN I
. FEDERAL REPUBLIC OF GERMANY
TELECO PIER 303 296-3956
CABLE. BALLARD AMERICAN PLAZA U.SUITE 400
57 WEST 200 SOUTH
SALT LAKE CITY, UT 84101
SUITE 900 EAST
555 13TH STREET, N.W.
LORING E. HARKNESS III WASHINGTON, 0.C 20004
January 10, 1991
Piper, Jaffray & Hopwood, Incorporated
1660 Lincoln Street
Denver, Colorado 80264
Board of County Commissioners
of Weld County
915 10th Street
Greeley, Colorado 80632
Re: Weld County, Colorado
Tax Anticipation Notes
Series 1991A
Dated January 10, 1991 - $4, 350, 000
Ladies and Gentlemen:
By this letter we wish to confirm our understanding
with you that this firm has been engaged in connection with the
above-referenced issue (the Notes) to render an opinion as to the
validity of the Notes and the tax treatment of the interest
thereon under federal and State of Colorado income tax laws and
not to prepare or pass upon any official statement, prospectus,
offering circular, or other documents used in the offer or sale
of the Notes or to make any investigation incident to the
preparation of such documents or to the offer or sale of the
Notes.
Very truly yours,
7 L � - k
Loring E. Harkness III
BOOK-ENTRY-ONLY MUNICIPAL NOTES
Letter of Representations
Weld County, Colorado, as Issuer
Name of Agent, If Any
January 10, 1991
The Depository Trust Company
55 Water Street
New York, New York 10041
Attention: General Counsel ' s Office
Re: Weld County, Colorado
Tax Anticipation Notes
Series 1991A
Dated January 10, 1991 - $4 , 350, 000
Gentlemen:
The purpose of this letter is to set out certain
matters relating to the above-referenced Notes (the "Notes") .
(the "Agent") is acting as Trustee, Paying Agent,
Faecal Agent, or other Agent of the Issuer with respect to the
No es. The Notes will be issued pursuant to a Trust Indenture,
Not Resolution, or other such document authorizing the issuance
of he Notes dated as of December 19, 1990 (the "Document(s) ") .
Piper, Jaffray & Hopwood, Incorporated (the "Underwriter") is
distributing the Notes through The Depository Trust Company
("DTC") .
To induce DTC to accept the Notes as eligible for
deposit at DTC and act in accordance with its Rules with respect
Page 2
to the Notes, the Issuer and the Agent, if any, make the
following representations to DTC:
1. Subsequent to Closing on the Notes on January 10,
1991, there shall be deposited with DTC one Note certificate in
registered form registered in the name of DTC's nominee, Cede &
Co. , for each stated maturity of the Notes in the face amounts
set forth on Schedule A hereto, the total of which represents
100% of the principal amount of such Notes. If, however, the
aggregate principal amount of the issue exceeds $150, 000, 000, one
certificate will be issued with respect to each $150, 000, 000 of
principal amount and an additional certificate will be issued
with respect to any remaining principal amount. Each Note
Certificate shall bear the following legend:
"Unless this certificate is presented by an authorized
representative of The Depository Trust Company to the issuer or
its agent for registration of transfer, exchange or payment, and
certificate issued is registered in the name of Cede & Co. or
s r other name as requested by an authorized representative of
T Depository Trust Company and any payment is made to Cede &
C , ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR
O i:ERWISE BY OR TO ANY PERSON IS WRONGFUL since the registered
owner hereof, Cede & Co. , has an interest herein. "
2 . All notices and payment advices sent to DTC shall
contain the CUSIP number of the Notes.
Page 3
3 . Interest and principal payments shall be made in
same-day funds by the Agent in the manner set forth in the SDFS
Paying Agent Operating Procedures (a copy of which previously has
been furnished to the Agent) .
4 . In the event the Issuer determines pursuant to the
Document(s) that beneficial owners of the Notes shall be able to
obtain certificated Notes, the Issuer or Agent shall notify DTC
of the availability of Note certificates and shall issue,
transfer and exchange Note certificates in appropriate amounts as
required by DTC and others.
5. DTC may determine to discontinue providing its
service as securities depository with respect to the Notes at any
time by giving reasonable notice to the Issuer or Agent (at which
time DTC will confirm with the Issuer or Agent the aggregate
principal amount of the Notes outstanding) and discharging its
responsibilities with respect thereto under applicable law.
Under such circumstances, whenever DTC requests the Issuer and
the Agent to do so, the Agent and the Issuer will cooperate with
DTC in taking appropriate action to make available one or more
separate certificates evidencing the Notes to any DTC Participant
having Notes credited to its DTC account.
Page 4
6. Nothing herein shall be deemed to require the Agent
to advance funds on behalf of the Issuer.
Very truly yours, -
(as Agent)
By:
(Authorized Officer's Signature)
Weld Coun y, lorado, as Issuer
By: 1 cer's Signature)
Received and Accepted:
THE DEP0SI 111 TRUST MPAN Y
By: �/LY Signature
cc: (Authorized Officer's Sig Sig
cc: Underwriter
Underwriter' s Counsel
Page 5
SCHEDULE A
(Describe Issue)
Principal Amount Maturity Date Interest Rate
$241, 751.25 12-31-91
5.70%
Hello