NOTICE OF BOND SALE
GENERAL OBLIGATION SCHOOL BONDS, SERIES 2009
ZACHARY COMMUNITY SCHOOL DISTRICT NO. 1,
STATE OF LOUISIANA
Sealed paper bids or electronic bids via PARITY7
will be received until 7:00 o’clock p.m., Central Time (Louisiana Time), on
Wednesday, February 11, 2009
Sealed paper bids or electronic bids via PARITY7 will be received by the Zachary Community School Board (the “Governing Authority”), acting as the governing authority of the Zachary Community School District No. 1, State of Louisiana (the AIssuer@), at Zachary High School, Academic and Athletic Facility, 4100 Bronco Lane, Zachary, Louisiana, for the purchase of the Issuer’s Fifteen Million Dollars ($15,000,000) principal amount of General Obligation School Bonds, Series 2009 (the “Bonds”).
Date of Sale: Wednesday, February 11, 2009 (or such other date as may be determined by the President and advertised by Munifacts Disclosure Service).
Hour of Sale: 7:00 p.m., Central (Louisiana) Time.
Place of Sale: Zachary High School, Academic and Athletic Facility, 4100 Bronco Lane, Zachary, Louisiana 70791.
Date of Bonds: March 1, 2009
Form and Denomination: The Bonds will be issued as fully registered bonds in book entry only form and registered in the name of Cede & Co., as nominee of The Depository Trust Company, New York, New York (ADTC@). DTC will act as securities depository for the Bonds, and the purchasers of the Bonds will not receive certificates representing their interest in the Bonds purchased.
Purpose of Bonds: Acquiring and/or improving lands for building sites and playgrounds, including construction of necessary sidewalks and streets adjacent thereto; purchasing, erecting and/or improving school buildings and other school related facilities within the District and acquiring the necessary equipment and furnishings therefor, title to which shall be in the public. The Bonds are the third and final emission of $25,000,000 of bonds that were authorized at a special election held on Saturday, April 29, 2006 and the first emission of $25,000,000 of bond that were authorized at a special election held on Saturday, March 8, 2008.
Bonds are not “Bank-Qualified”: The Bonds will not be designated as “qualified tax-exempt obligations” pursuant to Section 265(b)(3) of the Internal Revenue Code of 1986, as amended.
Maximum Interest Rate Allowable: Seven per centum (7%) per annum.
Paying Agent, Authenticating Agent and Redemption Agent: The Bank of New York Mellon Trust Company, N.A., Baton Rouge, Louisiana (the “Paying Agent”).
Interest Payment Dates: March 1 and September 1, commencing September 1, 2009.
Manner and Place of Payment: Principal of and premium, if any, on the Bonds will be payable in lawful money of the United States of America at the principal corporate trust office of the Paying Agent.
Maturity Schedule: Bonds will mature on March 1 of each of the following years and in the principal amounts as follows:
Year Amount Year Amount
2010 $1,000,000 2020 $705,000
2011 430,000 2021 745,000
2012 455,000 2022 785,000
2013 480,000 2023 830,000
2014 505,000 2024 880,000
2015 535,000 2025 930,000
2016 565,000 2026 980,000
2017 595,000 2027 1,035,000
2018 630,000 2028 1,095,000
2019 665,000 2029 1,155,000
Redemption: The Bonds maturing March l, 2020, and thereafter, will be callable for redemption by the Issuer in full or in part at any time on or after March 1, 2019, and if less than a full maturity, then by lot within such maturity, at the principal amount thereof and accrued interest to the date fixed for redemption. Bonds are not required to be redeemed in inverse order of maturity.
Security: The Bonds will be general obligations of the Issuer and payable from ad valorem taxes to be levied and collected in the manner proved by Article VI, Section 33 of the Constitution of the State of Louisiana of 1974 and statutory authority supplemental thereto.
Bond Insurance: If the Bonds qualify for issuance of any policy of municipal bond insurance or commitment therefor, the purchase of any such insurance policy or the issuance of any such commitment therefor shall be at the sole option and expense of such bidder and any increased costs of issuance of the Bonds resulting by reason of the same, shall be paid by such bidder. Any failure of the Bonds to be so insured or of any such policy of insurance to be issued, shall not constitute cause for a failure or refusal by the purchaser of the Bonds to accept delivery of and pay for said Bonds in accordance with the terms of the purchase contract.
Electronic Bids: Electronic bids will be received via PARITY7, in the manner described below, until 7:00 p.m., Louisiana time, on Wednesday, February 11, 2009.
Bids may be submitted electronically via PARITY7 pursuant to this Official Notice of Bond Sale until 7:00 p.m., local Louisiana time, but no bid will be received after the time for receiving bids specified above. To the extent any instructions or directions set forth in PARITY7 conflict with this Official Notice of Bond Sale, the terms of this Official Notice of Bond Sale shall control. For further information about PARITY7, potential bidders may contact PARITY7 at (212) 849-5021.
Disclaimer: Each prospective electronic bidder shall be solely responsible to register to bid via PARITY7 as described above. Each qualified prospective electronic bidder shall be solely responsible to make necessary arrangements to access PARITY7 for the purposes of submitting its bid in a timely manner and in compliance with the requirements of the Notice of Sale. Neither the Issuer nor PARITY7, shall have any duty or obligation to provide or assure access to PARITY7 to any prospective bidder, and neither the Issuer nor PARITY7 shall be responsible for a bidder’s failure to register to bid or for proper operation of, or have any liability for any delays or interruptions of, or any damages caused by, PARITY7. The Issuer is using PARITY7 as a communication mechanism, and not as the Issuer’s agent, to conduct the electronic bidding for the Bonds. No other form of electronic bid or provider of electronic bidding services will be accepted. The Issuer is not bound by any advice and determination of PARITY7 to the effect that any particular bid complies with the terms of this Official Notice of Bond Sale and in particular the “Bid Requirements” hereinafter set forth. All costs and expenses incurred by prospective bidders in connection with their registration and submission of bids via PARITY7 are the sole responsibility of the bidders; and the Issuer is not responsible, directly or indirectly, for any of such costs or expenses. If a prospective bidder encounters any difficulty in submitting, modifying or withdrawing a bid for the Bonds, he should telephone PARITY7 at (212) 849-5021 and notify the Issuer’s Bond Counsel, Foley & Judell, L.L.P. at (504) 568-1249.
Electronic Bidding Procedures: Electronic bids must be submitted for the purchase of the Bonds (all or none) via PARITY7. Bids will be communicated electronically to the Issuer at 7:00 p.m., local Louisiana time, on February 11, 2009. Prior to that time, a prospective bidder may (1) submit the proposed terms of its bid via PARITY7, (2) modify the proposed terms of its bid, in which event the proposed terms as last modified will (unless the bid is withdrawn as described herein) constitute its bid for the Bonds, or (3) withdraw its proposed bid. Once the bids are communicated electronically via PARITY7 to the Issuer, each bid will constitute an irrevocable offer to purchase the Bonds on the terms therein provided. For purposes of the electronic bidding process, the time as maintained on PARITY7 shall constitute the official time.
Sealed Paper Bids: Bids will also be accepted in written form on the Official Bid Form. Each sealed paper bid must be in written form on the Official Bid Form in a sealed enveloped marked “Proposal for the Purchase of $15,000,000 of General Obligation School Bonds, Series 2009, of Zachary Community School District No. 1, State of Louisiana”. For purposes of accepting written bids, the time as maintained on PARITY7 shall constitute the official time.
Bid Requirements: Each bid, whether submitted as a sealed bid or electronically (i) shall be for the full principal amount of the Bonds, (ii) shall name the rate or rates of interest to be borne by the Bonds, expressed in multiples of 1/8th or 1/20th of 1%, (iii) shall prescribe one rate of interest, not to exceed seven per centum (7%) per annum, for the Bonds of any one maturity, (iv) shall limit the interest due on each Bond for each interest period to a single rate, (v) shall be unconditional, (vi) shall be made on the form furnished by the Issuer, without alteration, omission or qualification , and (vii) shall be subject to the terms, conditions and restrictions set forth in the Official Statement.
In addition to the foregoing, the interest rate specified for any maturity after March 1, 2020, shall be the same or greater than the interest rate for the preceding maturity (i.e., level or ascending coupons for the callable maturities). No bid for less than par or which specifies the cancellation of Bonds will be considered. Any premium bid must be paid in the funds specified for the payment of Bonds as part of the purchase price.
Award of Bid: The Governing Authority will meet at the place and time hereinabove set forth for the receipt of bids. The Bonds will be awarded to the bidder whose bid offers the lowest “true interest cost” to the Issuer, to be determined by doubling the semiannual interest rate (compounded semiannually) necessary to discount the debt service payments on the Bonds from the payment dates to March 1, 2009, such that the sum of such present values is equal to the price bid, including any premium bid but not including interest accrued to the date of delivery (the preceding calculation is sometimes referred to as the “Canadian Interest Cost Method” or “Present Value Method”). In the case of a tie bid, the winning bid will be awarded by lot. If any bid for the Bonds shall be acceptable, a prompt award of the bonds will be made.
Rejection of Bids; Waiver of Informalities: The Governing Authority reserves the right to reject any and all bids and to waive any informalities or irregularities in any bid.
Good Faith Deposit: In connection with the sale of the Bonds, a good faith deposit of 1% of the principal amount of the Bonds will be required. The manner and timing of such deposit shall be set forth in the Preliminary Official Statement for the Bonds. The good faith deposit of the successful bidder or bidders will be deposited and the proceeds credited against the purchase price of the Bonds, or in the case of neglect or refusal to comply with such bid, will be forfeited to the Issuer as and for liquidated damages. No interest will be allowed on the amount of the good faith deposit.
Delivery of the Bonds: The Bonds will be delivered to the successful bidder on or as soon as practicable after March 31, 2009, but the bid form will obligate the purchaser to accept delivery at any time within sixty (60) days of the sale date. The successful bidder shall pay in Federal Funds on the date of delivery the purchase price of the Bonds plus accrued interest. The Bonds will be delivered in New Orleans, Louisiana, at the option of the successful bidder, unless another place shall be mutually agreed upon.
Legal Opinion of Bond Counsel and Closing Documents: The approving legal opinion of Foley & Judell, L.L.P., bond counsel, who have supervised the proceedings, the Bonds and the transcript of record as passed upon will be furnished without cost to the successful bidder. Said transcript will contain the usual closing proofs, including a certificate that up to the time of delivery no litigation has been filed questioning the validity of the Bonds or the taxes necessary to pay the same.
CUSIP Numbers: It is anticipated that the American Bankers’ Association Committee on Uniform Security Identification Procedures (CUSIP) identification numbers will be printed on the Bonds, but the failure to print such numbers shall not constitute cause for refusal by the successful bidder to accept delivery of and to pay for the Bonds. No CUSIP identification number shall be deemed to be part of any Bond or a part of the contract evidenced thereby, and no liability shall hereafter attach to the Issuer or any of the officers or agents thereof because of or on account of such numbers. All expenses in relation to the printing of the CUSIP identification numbers on the Bonds shall be paid by the Issuer. However, the CUSIP Service Bureau charge for the assignment of such numbers shall be the responsibility of and shall be paid by the successful bidder.
Continuing Disclosure: In order to assist bidders in complying with S.E.C. Rule 15c2-12(b)(5), the Issuer will undertake, pursuant to the resolution providing for the issuance of the Bonds and a Continuing Disclosure Certificate, to provide annual reports and notices of certain events. A description of this undertaking is set forth in the Preliminary Official Statement and will also be set forth in the Final Official Statement.
Additional Information, Bid Forms, and Official Statements: Further information and particulars including the required bid form and an Official Statement relating to the Bonds will be furnished upon application to the undersigned. The Purchaser will be furnished a reasonable number of final official statements on or before the seventh business day following the sale of the Bonds.
ZACHARY COMMUNITY SCHOOL DISTRICT NO. 1, STATE OF LOUISIANA
By: /s/ Scott Swilley President, Zachary Community School Board
By: /s/ Warren Drake, Jr.
Secretary, Zachary Community School Board
Publish: 1/29/09, 02/05/09