OFFICIAL NOTICE OF SALE
$[93,350,000]
CITY OF REDONDO BEACH, CALIFORNIA
GENERAL OBLIGATION BONDS
(MEASURE FP PUBLIC SAFETY IMPROVEMENTS), SERIES 2026
The City of Redondo Beach (the “City”) will receive electronic bids for the above-referenced Bonds (the “Bonds”) at the place and up to the time specified below:
SALE DATE: [October 27], 2026
TIME: [9:00] a.m., Pacific time
PLACE: S&P Global’s BiDCOMPTM/PARITY® Competitive Bidding System at www.newissuehome.i-deal.com
DELIVERY DATE: [November 10], 2026*
NOTICE IS HEREBY GIVEN that electronic bids will be received through the S&P Global BiDCOMPTM/PARITY® Competitive Bidding System (“Parity”) at www.newissuehome.i-deal.com for the purchase of all, but not less than all, of the Bonds. Bidding procedures and sale terms are as follows:
ISSUE: The Bonds are described in the City’s Preliminary Official Statement for the Bonds dated [_____], 2026 (the “Preliminary Official Statement”).
Bidders must submit electronic bids only in the manner and subject to the terms and conditions described under “TERMS OF SALE – Form of Bids; Delivery of Bids” below. No bid will be received after the time for receiving bids specified above.
THE DATE OF RECEIPT OF BIDS FOR THE BONDS MAY BE POSTPONED OR CANCELLED AT OR PRIOR TO THE TIME BIDS ARE TO BE RECEIVED. NOTICE OF ANY SUCH POSTPONEMENT OR CANCELLATION WILL BE COMMUNICATED BY THE CITY THROUGH THOMSON REUTERS AND/OR BLOOMBERG BUSINESS NEWS (COLLECTIVELY, THE “NEWS SERVICES”) AND/OR PARITY (AS DESCRIBED UNDER “TERMS OF SALE – FORM OF BIDS; DELIVERY OF BIDS” BELOW) AS SOON AS PRACTICABLE FOLLOWING SUCH POSTPONEMENT OR CANCELLATION. Notice of the new date and time for receipt of bids shall be given through Parity and/or the News Services as soon as practicable following a postponement and no later than 1:00 p.m., Pacific time, on the business day preceding the new date for receiving bids.
As an accommodation to bidders, notice of such postponement and of the new sale date and time will be given to any bidder requesting such notice from:
PUBLIC RESOURCES ADVISORY GROUP
Telephone: 310.477.7098
Attention: Louis Choi (email: [email protected])
(the “Municipal Advisor”), provided, however, that failure of any bidder to receive such supplemental notice shall not affect the sufficiency of such notice or the legality of the sale. See “TERMS OF SALE – Postponement or Cancellation of Sale.” The City reserves the right to modify or amend this Official Notice of Sale in any respect, including, without limitation, increasing or decreasing the principal amounts of any maturity of the Bonds and adding or deleting maturity dates; provided, however, that any such modification or amendment will be communicated to potential bidders through the News Services and/or Parity not later than 1:00 p.m,. Pacific time, on the business day preceding the date for receiving bids. Failure of any potential bidder to receive notice of any modification or amendment will not affect the sufficiency of any such notice or the legality of the sale. Bidders are required to bid upon the Bonds as so modified or amended. See “TERMS OF SALE – Right to Modify or Amend.” Bidders are referred to the Preliminary Official Statement for additional information regarding the City, the Bonds, the security for the Bonds and other matters. See “CLOSING PROCEDURES AND DOCUMENTS - Official Statement.” Capitalized terms used and not defined in this Official Notice of Sale shall have the meanings ascribed to them in the Preliminary Official Statement.
This Official Notice of Sale will be submitted for posting to Parity, as described in “TERMS OF SALE - Form of Bids; Delivery of Bids” below. In the event the summary of the terms of sale of the Bonds posted on Parity conflicts with this Official Notice of Sale in any respect, the terms of this Official Notice of Sale shall control, unless a notice of an amendment is given as described herein.
TERMS RELATING TO THE BONDS
THE AUTHORITY FOR ISSUANCE, PURPOSES, PAYMENT OF PRINCIPAL AND INTEREST, REDEMPTION PRICE, DEFEASANCE, SOURCES AND USES OF FUNDS, SECURITY AND SOURCES OF PAYMENT, FORM OF LEGAL OPINION OF BOND COUNSEL AND OTHER INFORMATION REGARDING THE BONDS ARE PRESENTED IN THE PRELIMINARY OFFICIAL STATEMENT, WHICH EACH BIDDER IS DEEMED TO HAVE OBTAINED AND REVIEWED PRIOR TO BIDDING FOR THE BONDS. THIS OFFICIAL NOTICE OF SALE GOVERNS ONLY THE TERMS OF SALE, BIDDING, AWARD AND CLOSING PROCEDURES FOR THE BONDS. THE DESCRIPTION OF THE BONDS CONTAINED IN THIS OFFICIAL NOTICE OF SALE IS QUALIFIED IN ALL RESPECTS BY THE DESCRIPTION OF THE BONDS CONTAINED IN THE PRELIMINARY OFFICIAL STATEMENT.
Issue. The Bonds will be issued in the aggregate principal amount of $[93,350,000*] as fully registered bonds without coupons in book-entry form in denominations of $5,000 or any integral multiple of that amount, as designated by the winning bidder of the Bonds (the “Purchaser”). The Bonds will be dated the date of delivery, which is expected to be [November 10], 2026. If the sale is postponed, notice of the new date of sale will also set forth the new expected date of delivery of the Bonds.
Book-Entry Only. The Bonds will be registered in the name of a nominee of The Depository Trust Company (“DTC”), New York, New York. DTC will act as securities depository for the Bonds. Individual purchases of the Bonds will be made in book-entry form only, and the Purchaser will not receive certificates representing an interest in the Bonds purchased. As of the date of award of the Bonds, the Purchaser must either participate in DTC or must clear through or maintain a custodial relationship with an entity that participates in DTC.
Interest Rates and Bid Constraints. Interest on the Bonds is payable each March 1, and September 1, commencing March 1, 2027 (each an “Interest Payment Date”). Interest shall be calculated on the basis of a 360-day year comprised of twelve 30-day months from the dated date of the Bonds. See the Preliminary Official Statement – “THE BONDS – Payment of Interest and Principal.” Bidders may specify any number of separate interest rates, and the same rate or rates may be repeated as often as desired, provided:
All Bonds maturing at any one time shall bear interest at the same rate per annum.
Each Bond shall bear interest from its dated date to its stated maturity date at the single rate of interest specified in the bid.
The true interest cost of the Bonds shall not exceed 7%.
Each Bond maturing on or before September 1, 2036 shall bear an interest rate of eight percent (8%) or less; each Bond maturing on or after September 1, 2037 shall bear an interest rate of six percent (6%) or less.] No zero rate of interest is permitted.
All interest rates shall be expressed as multiples of one one-eighth (1/8th) or one-twentieth (1/20th) of one percent per annum.
No purchase price bid shall be less than [105.5%] of principal. Premium bids must be paid as part of the purchase price, and no bid will be accepted which contemplates the waiver of any interest or other concession by the bidder as substitute for payment in full of the purchase price.
Principal Payments of the Bonds. The Bonds shall be serial and/or term bonds, as specified by each bidder. Principal of the Bonds shall be payable each September 1, commencing September 1, 2028. The principal amount of the Bonds maturing or subject to mandatory sinking fund payment in any year shall be in integral multiples of $5,000. For any term bonds specified, the principal amount for a given year may be allocated only to a single term Bond and must be part of an uninterrupted annual sequence from the first mandatory sinking fund payment to the term Bond maturity. The aggregate amount of the principal of the serial maturity or mandatory sinking fund payment for the Bonds is shown below for information purposes only.
Subject to the City’s right to modify or amend this Official Notice of Sale (see “TERMS OF SALE - Right to Modify or Amend”), and to adjustment as provided in this Official Notice of Sale (see “–Adjustment of Principal Payments”), the aggregate principal amount of the serial maturity or mandatory sinking fund payment for the Bonds in each year is as follows:
MATURITY DATE
(SEPTEMBER 1)
PRINCIPAL
AMOUNT*
2028
$1,400,000
2029
1,210,000
2030
1,305,000
2031
1,410,000
2032
1,525,000
2033
1,645,000
2034
1,775,000
2035
1,920,000
2036
2,075,000
2037
2,240,000
2038
2,375,000
2039
2,515,000
2040
2,665,000
2041
2,825,000
2042
2,995,000
2043
3,155,000
2044
3,320,000
2045
3,495,000
2046
3,675,000
2047
3,870,000
2048
4,085,000
2049
4,305,000
2050
4,545,000
2051
4,795,000
2052
5,055,000
2053
5,335,000
2054
5,630,000
2055
5,940,000
2056
6,265,000
Adjustment of Principal Payments. The principal amounts set forth in this Official Notice of Sale reflect certain estimates of the City with respect to the likely interest rates and premium of the winning bid. The City reserves the right to change the principal payment schedule set forth above after the determination of the winning bidder by adjusting one or more of the principal payments in increments of $5,000 or to eliminate maturities in their entirety, as determined in the sole discretion of the City. Any such adjustment of principal payments shall be based on the schedule of principal payments provided by the City to be used as the basis of bids. Any such adjustment will not change the average per Bond dollar amount of the underwriter’s discount. Any such adjustment will be communicated to the winning bidder within 30 hours after receipt of such bid by the City. In the event of any such adjustment, no rebidding or recalculation of the bids submitted will be required or permitted, and no winning bid may be withdrawn.
See also “TERMS OF SALE - Right to Modify or Amend” regarding the City’s right to modify or amend this Official Notice of Sale in any respect including, without limitation, increasing or decreasing the principal amount of any serial maturity or mandatory sinking fund payment and adding or deleting serial or term maturity and mandatory sinking fund payment dates, along with corresponding principal amounts with respect thereto.
THE WINNING BIDDER WILL NOT BE PERMITTED TO WITHDRAW ITS BID, CHANGE THE INTEREST RATES IN ITS BID OR THE REOFFERING PRICES IN ITS ISSUE PRICE CERTIFICATE AS A RESULT OF ANY CHANGES MADE TO THE PRINCIPAL PAYMENTS OF THE BONDS IN ACCORDANCE WITH THIS OFFICIAL NOTICE OF SALE.
Optional Redemption. The Bonds maturing on or after September 1, 2037*, will be subject to redemption prior to their stated maturity dates as a whole or in part, on any date, from any moneys provided at the option of the City, in each case on and after September 1, 2036*, at a redemption price equal to the principal amount of Bonds called for redemption, plus accrued interest to the date fixed for redemption, without premium. See the Preliminary Official Statement – “THE BONDS – Redemption – Optional Redemption.” Mandatory Redemption. Bidders must specify whether each maturity of the Bonds is a serial or a term bond. For any such specified term bond, its mandatory sinking fund payments must be on consecutive principal payment dates immediately preceding the maturity for such term bond. The Bonds specified as term bonds in the bid of the winning bidder will be subject to mandatory sinking fund redemption prior to their stated maturity date, on each September 1, at a redemption price equal to the principal amount thereof plus accrued interest thereon to the redemption date, without premium. See the Preliminary Official Statement – “THE BONDS – Redemption – Mandatory Redemption.” Legal Opinion and Tax Matters. The Bonds will be issued as bonds the interest on which is intended to be excludable from gross income for federal or state income tax purposes. Upon delivery of the Bonds, Nossaman LLP, Bond Counsel to the City (“Bond Counsel”), will deliver its legal opinion as to the validity, enforceability and tax status of the Bonds. A complete copy of the proposed form of the opinion of Bond Counsel is set forth in Appendix _ to the Preliminary Official Statement. A copy of the opinion of Bond Counsel will be furnished to the Purchaser upon delivery of the Bonds. See the Preliminary Official Statement – “TAX MATTERS.”
TERMS OF SALE
TERMS OF SALE
Par and Premium Bids; No Net Discount Bids. All bids for the Bonds shall be for par or more; no net discount bids for the Bonds will be accepted. No bid for the Bonds submitted at a price less than [105.5%] of the aggregate par value of such Bonds will be considered. Individual maturities of Bonds may be reoffered at par, a premium or a discount.
Form of Bids; Delivery of Bids. Each bid must be: (1) for not less than all of the Bonds offered for sale; (2) unconditional; and (3) submitted through Parity. Bids must conform to the procedures established by Parity. All bids will be deemed to incorporate all of the terms of this Official Notice of Sale. The submission of a bid electronically through Parity shall constitute and be deemed the bidder’s signature on the bid for the purchase of the Bonds.
If the sale of the Bonds is cancelled or postponed, any bids received prior to such cancellation or postponement shall be rejected. No bid submitted to the City shall be subject to withdrawal or modification by the bidder. No bid will be accepted after the time for receiving bids. The City retains absolute discretion to determine whether any bidder is a responsible bidder and whether any bid is timely and complete and conforms to this Official Notice of Sale. The City takes no responsibility for informing any bidder prior to the time for receiving bids that any bid is incomplete or nonconforming with this Official Notice of Sale or has not been received.
Bids will be received exclusively through Parity in accordance with this Official Notice of Sale. For further information about Parity, potential bidders may contact the Municipal Advisor at the number provided above or Parity at: 212.849.5023.
Warnings Regarding Electronic Bids. None of the City, the Municipal Advisor or Bond Counsel assumes any responsibility for any error contained in any bid submitted electronically or for failure of any bid to be transmitted, received or opened by the time for receiving bids, and each bidder expressly assumes the risk of any incomplete, untimely or nonconforming bid submitted by electronic transmission by such bidder, including, without limitation, by reason of garbled transmissions, mechanical failure, engaged telecommunications lines, or any other cause arising from submission by electronic transmission.
When a bidder submits an electronic bid for the Bonds through Parity, such bidder thereby agrees to the following terms and conditions: (1) if any provision in this Official Notice of Sale with respect to the Bonds conflicts with information or terms provided or required by Parity, this Official Notice of Sale, including any amendments or modifications issued through Parity and/or the News Services, will control; (2) each bidder will be solely responsible for making necessary arrangements (including any costs and expenses) to access Parity for purposes of submitting its bid in a timely manner and in compliance with the requirements of this Official Notice of Sale; (3) the City will not have any duty or obligation to provide or assure access to Parity to any bidder, and the City will not be responsible for proper operation of, or have any liability for, any delays, interruptions or damages caused by the use of Parity or any incomplete, inaccurate or untimely bid submitted by any bidder through Parity; (4) the City is permitting use of Parity as a communication mechanism, and not as an agent of the City, to facilitate the submission of electronic bids for the Bonds; Parity is acting as an independent contractor, and is not acting for or on behalf of the City; (5) the City is not responsible for ensuring or verifying bidder compliance with any procedures established by Parity; and (6) the City may regard the electronic transmission of a bid through Parity (including information regarding the purchase price of the Bonds or the interest rates for any maturity of the Bonds) as though the information were submitted and executed on the bidder’s behalf by a duly authorized signatory.
Process of Award. The City will take final action awarding the Bonds or rejecting all bids for the Bonds not later than thirty (30) hours after the time for receipt of bids, unless such time period is waived by the winning bidder.
The following five (5) steps collectively constitute the City’s process for the final award of the Bonds (the “Award Process”):
The Municipal Advisor, on behalf of the City, will give a verbal notice of award of the Bonds to the apparent winning bidder (the “Apparent Winning Bidder”) to be determined as described below under “–Basis of Award;” The Apparent Winning Bidder shall, within 30 minutes after being verbally notified of the award of the Bonds, advise the City and the Municipal Advisor, of the initial public offering prices of the Bonds.
The Apparent Winning Bidder shall provide the Good Faith Deposit, as described below under “–Good Faith Deposit;” The Municipal Advisor will email to the Apparent Winning Bidder confirmation of the final principal amortization schedule and purchase price for the Bonds, after adjustments, if any, are made, as described under “TERMS RELATING TO THE BONDS - Adjustment of Principal Payments;” and The City will email to the Apparent Winning Bidder its written final award (the “Certificate of Award”).
Upon completion of the Award Process, the Apparent Winning Bidder will be deemed the Purchaser of the Bonds and will be contractually bound by the terms of this Official Notice of Sale to purchase the Bonds, which contract shall consist of and be evidenced collectively by: (a) this Official Notice of Sale; (b) the bid transmitted electronically by the Apparent Winning Bidder through Parity; and (c) the Certificate of Award.
Basis of Award. Unless all bids for the Bonds are rejected, the Bonds will be awarded to the responsible bidder who submits a conforming bid that represents the lowest true interest cost to the City for the Bonds. The true interest cost will be that nominal interest rate that, when compounded semiannually and applied to discount all payments of principal of and interest payable on the Bonds to the dated date of such Bonds results in an amount equal to the principal amount of such Bonds plus the amount of any net premium. For the purpose of calculating the true interest cost, mandatory sinking fund payments for any term bonds specified by a bidder will be treated as Bonds maturing on the dates of such mandatory sinking fund payments. In the event that two or more bidders offer bids for the Bonds with same combined true interest cost, the City will determine by lot which bidder will be awarded the Bonds. Bid evaluations or rankings made by Parity are not binding on the City.
Estimate of True Interest Cost. Each bidder is requested, but not required, to supply an estimate of the true interest cost based upon its bid, which will be considered as informative only and not binding on either the bidder or the City.
Multiple Bids. In the event multiple bids for the Bonds are received from a single bidder by any means or combination thereof, the City shall be entitled to accept the bid representing the lowest true interest cost to the City, and each bidder agrees by submitting multiple bids to be bound by the bid representing the lowest true interest cost to the City.
Good Faith Deposit. To secure the City from any loss resulting from the failure of an Apparent Winning Bidder to comply with the terms of its bid, the Apparent Winning Bidder must provide to the City a good faith deposit in the amount of $1,867,000 (the “Good Faith Deposit”).
Upon the determination by the City of the Apparent Winning Bidder, the Municipal Advisor will (i) provide to the Apparent Winning Bidder the wire transfer information and (ii) request the Apparent Winning Bidder to immediately wire the Good Faith Deposit to the City. No later than ninety (90) minutes after the time the Municipal Advisor requests the Apparent Winning Bidder to wire the Good Faith Deposit to the City, the Apparent Winning Bidder must wire the Good Faith Deposit to the City and provide the Federal wire reference number of the Good Faith Deposit to the Municipal Advisor. In the event that the Apparent Winning Bidder does not wire the Good Faith Deposit to the City or does not provide the Federal wire reference number of such Good Faith Deposit to the Municipal Advisor within the time specified above, the City may reject the bid of the Apparent Winning Bidder and award the Bonds to a responsible bidder that submitted a conforming bid that represents the next lowest true interest cost to the City.
No interest will be paid upon the Good Faith Deposit made by any bidder. The Good Faith Deposit of the Purchaser will immediately become the property of the City. The Good Faith Deposit will be held and invested for the exclusive benefit of the City. The Good Faith Deposit, without interest thereon, will be credited against the purchase price of the Bonds at the time of delivery thereof.
If the purchase price is not paid in full upon tender of the Bonds, the City will retain the Good Faith Deposit, and the Purchaser will have no right in or to the Bonds or to the recovery of its Good Faith Deposit, or to any allowance or credit by reason of such deposit, unless it shall appear that the Bonds would not be validly delivered to the Purchaser in the form and manner proposed, except pursuant to a right of cancellation. See “CLOSING PROCEDURES AND DOCUMENTS – Right of Cancellation.” In the event of nonpayment for the Bonds by the winning bidder, the City reserves any and all rights granted by law to recover the full purchase price of the Bonds and, in addition, any damages suffered by the City.
Reoffering Prices, Establishment of Issue Price and Issue Price Certificate. (a) In addition to providing the initial public offering prices of the Bonds within 30 minutes of notification as the Apparent Winning Bidder as described above, the winning bidder for the Bonds shall assist the City in establishing the issue price of the Bonds and shall execute and deliver to the City at Closing an “issue price” or similar certificate setting forth (i) the reasonably expected initial offering price to the public or (ii) if the “competitive sale requirements” (as defined in paragraph (b) below) are not satisfied and the parties agree that the “10% test” (as defined in paragraph (c) below) shall apply to the Bonds, the sales price or prices of each maturity of the Bonds, together with the supporting pricing wires or equivalent communications, substantially in the form attached hereto as Exhibit A, with such modifications as may be appropriate or necessary, in the reasonable judgment of the winning bidder, the City and Bond Counsel. (b) The City intends that Treasury Regulation Sections 1.148-1(f)(3)(i) and 1.148-1(f)(2)(iii) (providing a special rule for competitive sales and defining the term “competitive sale” for purposes of establishing the issue price of the Bonds) will apply to the initial sale of the Bonds (the “competitive sale requirements”) because:
the City shall disseminate this Official Notice of Sale to potential underwriters in a manner that is reasonably designed to reach potential underwriters; all bidders shall have an equal opportunity to bid;
the City may receive bids for the Bonds from at least three underwriters of municipal bonds who have established industry reputations for underwriting new issuances of municipal bonds; and the City anticipates awarding the sale of the Bonds to the bidder who submits a firm offer to purchase the Bonds at the highest price (or lowest interest cost), as set forth in this Official Notice of Sale.
Any bid submitted pursuant to this Official Notice of Sale shall be considered a firm offer for the purchase of the Bonds as specified in the bid. (c) In the event that the competitive sale requirements are not satisfied, the City shall so advise the winning bidder. The City may determine to treat (i) the first price at which 10% of any maturity of the Bonds (the “10% test”) is sold to the public as the issue price of that maturity and/or (ii) the initial offering price to the public as of the sale date of any maturity of the Bonds as the issue price of that maturity (the “hold-the-offering-price rule”), in each case applied on a maturity-by-maturity basis. The winning bidder shall advise the City if any maturity of the Bonds satisfies the 10% test as of the date and time of the award of the Bonds. The City shall promptly advise the winning bidder, at or before the time of award of the Bonds, which maturities of the Bonds shall be subject to the 10% test or shall be subject to the hold-the-offering-price rule. Bids will not be subject to cancellation in the event that the City determines to apply the hold-the-offering-price rule to any maturity of the Bonds. Bidders should prepare their bids on the assumption that some or all of the maturities of the Bonds will be subject to the hold-the-offering-price rule in order to establish the issue price of the Bonds. For purposes of this paragraph (c), Bonds maturing on the same date but having different interest rates and CUSIP® numbers shall be treated as separate maturities of the Bonds. (d) By submitting a bid for the Bonds, the winning bidder shall (i) confirm that the underwriters have offered or will offer the Bonds to the public on or before the date of award at the offering price or prices (the “initial offering price”), or at the corresponding yield or yields, set forth in the bid submitted by the winning bidder and (ii) agree, on behalf of the underwriters participating in the purchase of the Bonds, that the underwriters will neither offer nor sell unsold Bonds of any maturity to which the hold-the-offering-price rule shall apply to any person at a price that is higher than the initial offering price to the public during the period starting on the sale date and ending on the earlier of (i) the close of the fifth (5th) business day after the sale date; or (ii) the date on which the underwriters have sold at least 10% of that maturity of the Bonds to the public at a price that is no higher than the initial offering price to the public. The winning bidder shall promptly advise the City when the underwriters have sold 10% of that maturity of the Bonds to the public at a price that is no higher than the initial offering price to the public, if that occurs prior to the close of the fifth (5th) business day after the sale date. (e) If the competitive sale requirements are not satisfied, then until the 10% test has been satisfied as to each maturity of the Bonds, the winning bidder agrees to promptly report to the City the prices at which the unsold Bonds of that maturity have been sold to the public. That reporting obligation shall continue, whether or not the Closing has occurred, until the 10% test has been satisfied as to the Bonds of that maturity or until all Bonds of that maturity have been sold. (f) The City acknowledges that, in making the representation set forth above, the winning bidder will rely on (i) the agreement of each underwriter to comply with the hold-the-offering-price rule, as set forth in an agreement among underwriters and the related pricing wires, (ii) in the event a selling group has been created in connection with the initial sale of the Bonds to the public, the agreement of each dealer who is a member of the selling group to comply with the hold-the-offering-price rule, as set forth in a selling group agreement and the related pricing wires, and (iii) in the event that an underwriter is a party to a retail distribution agreement that was employed in connection with the initial sale of the Bonds to the public, the agreement of each broker-dealer that is a party to such agreement to comply with the hold-the-offering-price rule, as set forth in the retail distribution agreement and the related pricing wires. The City further acknowledges that each underwriter shall be solely liable for its failure to comply with its agreement regarding the hold-the-offering-price rule and that no underwriter shall be liable for the failure of any other underwriter, or of any dealer who is a member of a selling group, or of any broker-dealer that is a party to a retail distribution agreement to comply with its corresponding agreement regarding the hold-the-offering-price rule as applicable to the Bonds. (g) By submitting a bid for the Bonds, each bidder confirms that: (i) any agreement among underwriters, any selling group agreement and each retail distribution agreement (to which the bidder is a party) relating to the initial sale of the Bonds to the public, together with the related pricing wires, contains or will contain language obligating each underwriter, each dealer who is a member of the selling group, and each broker-dealer that is a party to such retail distribution agreement, as applicable (A) to report the prices at which it sells to the public the unsold Bonds of each maturity allotted to it until it is notified by the winning bidder that either the 10% test has been satisfied as to such Bonds of that maturity or all Bonds of that maturity have been sold to the public, (B) to comply with the hold-the-offering-price rule, if applicable, in each case if and for so long as directed by the winning bidder and as set forth in the related pricing wires, (C) to promptly notify the winning bidder of any sales of Bonds that, to its knowledge, are made to a purchaser who is a related party to an underwriter participating in the initial sale of the Bonds to the public, and (D) to acknowledge that, unless otherwise advised by the underwriter, dealer or broker-dealer, the winning bidder shall assume that each order submitted by the underwriter, dealer, or broker-dealer is a sale to the public, and (ii) any agreement among underwriters relating to the initial sale of the Bonds to the public, together with the related pricing wires, contains or will contain language obligating each underwriter that is a party to a retail distribution agreement to be employed in connection with the initial sale of the Bonds to the public to require each broker-dealer that is a party to such retail distribution agreement (A) to report the prices at which it sells to the public the unsold Bonds of each maturity allotted to it until it is notified by the winning bidder or such underwriter that either the 10% test has been satisfied as to such Bonds of that maturity or all Bonds of that maturity have been sold to the public and (B) to comply with the hold-the-offering-price rule, if applicable, in each case if and for so long as directed by the winning bidder or such underwriter and as set forth in the related pricing wires. (h) Sales of any Bonds to any person that is a related party to an underwriter shall not constitute sales to the public for purposes of this Official Notice of Sale. Further, for purposes of this Official Notice of Sale:
“public” means any person other than an underwriter or a related party, “underwriter” means (A) any person that agrees pursuant to a written contract with the City (or with the lead underwriter to form an underwriting syndicate) to participate in the initial sale of the Bonds to the public and (B) any person that agrees pursuant to a written contract directly or indirectly with a person described in clause (A) to participate in the initial sale of the Bonds to the public (including a member of a selling group or a party to a retail distribution agreement participating in the initial sale of the Bonds to the public), a purchaser of any of the Bonds is a “related party” to an underwriter if the underwriter and the purchaser are subject, directly or indirectly, to (A) more than 50% common ownership of the voting power or the total value of their stock, if both entities are corporations (including direct ownership by one corporation of another), (B) more than 50% common ownership of their capital interests or profits interests, if both entities are partnerships (including direct ownership by one partnership of another), or (C) more than 50% common ownership of the value of the outstanding stock of the corporation or the capital interests or profit interests of the partnership, as applicable, if one entity is a corporation and the other entity is a partnership (including direct ownership of the applicable stock or interests by one entity of the other), and “sale date” means the date that the Bonds are awarded by the City to the winning bidder.
Right of Rejection and Waiver of Irregularity. The City reserves the right, in its sole discretion, to reject any and all bids and to waive any irregularity or informality in any bid which does not materially affect such bid or change the ranking of the bids.
Right to Modify or Amend. Other than with respect to postponement or cancellation as described in this Official Notice of Sale, and in addition to the City’s right to adjust the principal payment amounts of the Bonds as provided in “TERMS RELATING TO THE BONDS - Adjustment of Principal Payments” the City reserves the right to modify or amend this Official Notice of Sale in any respect including, without limitation, increasing or decreasing the principal amount of any serial maturity or mandatory sinking fund payment for the Bonds and adding or deleting serial or term maturity and mandatory sinking fund payment dates, along with corresponding principal amounts with respect thereto; provided, that, subject to the terms of this Official Notice of Sale (see “TERMS RELATING TO THE BONDS - Adjustment of Principal Payments”) any such modification or amendment will be communicated to potential bidders through Parity and/or the News Services not later than 1:00 p.m., Pacific time, on the business day preceding the date for receiving bids. Failure of any potential bidder to receive notice of any modification or amendment will not affect the sufficiency of any such notice or the legality of the sale.
Postponement or Cancellation of Sale. The City may postpone or cancel the sale of the Bonds at or prior to the time for receiving bids. Notice of such postponement or cancellation shall be given through Parity and/or the News Services as soon as practicable following such postponement or cancellation. If a sale is postponed, notice of a new sale date will be given through Parity and/or the News Services as soon as practicable following a postponement and no later than 1:00 p.m., Pacific time, on the business day preceding the new date for receiving bids. Failure of any potential bidder to receive notice of postponement or cancellation will not affect the sufficiency of any such notice.
Prompt Award. The Finance Director of the City will take official action awarding the Bonds or rejecting all bids for the Bonds not later than thirty (30) hours after the time for receipt of bids for the Bonds, unless such time period is waived by the Purchaser.
Sales Outside of the United States. The Purchaser must undertake responsibility for compliance with any laws or regulations of any foreign jurisdiction in connection with any sale of the Bonds to persons outside the United States.
Insurance. No bids with municipal bond insurance will be accepted.
CLOSING PROCEDURES AND DOCUMENTS
Delivery and Payment. Delivery of the Bonds will be made through the facilities of DTC in New York, New York, and is presently expected to take place on or about [November 1], 2026*. Payment for the delivery of the Bonds shall be coordinated by the City at such place as may be mutually agreed upon by the City and the Purchaser. Such payment and delivery is called the “Closing.” Payment for the Bonds (including any premium) must be made at the time of delivery in immediately available funds to the City Treasurer. Any expense for making payment in immediately available funds shall be borne by the Purchaser. The City will deliver to the Purchaser, dated as of the delivery date, the legal opinion with respect to the Bonds, described in Appendix D to the Preliminary Official Statement.
Qualification for Sale. The City will furnish such information and take such action not inconsistent with law as the Purchaser may request and the City may deem necessary or appropriate to qualify the Bonds for offer and sale under the Blue Sky or other securities laws and regulations of such states and other jurisdictions of the United States of America as may be designated by the Purchaser; provided, that the City will not execute a general or special consent to service of process or qualify to do business in connection with such qualification or determination in any jurisdiction. By submitting its bid for the Bonds, the Purchaser assumes all responsibility for qualifying the Bonds for offer and sale under the Blue Sky or other securities laws and regulations of the states and jurisdictions in which the Purchaser offers or sells the Bonds, including the payment of fees for such qualification. Under no circumstances may the Bonds be sold or offered for sale or any solicitation of an offer to buy the Bonds be made in any jurisdiction in which such sale, offer or solicitation would be unlawful under the securities laws of the jurisdiction.
No Litigation. The City will deliver a certificate stating that no litigation of any nature is pending, or to the knowledge of the officer of the City executing such certificate, threatened, restraining or enjoining the sale, issuance or delivery of the Bonds or any part thereof, or the entering into or performance of any obligation of the City, or concerning the validity of the Bonds, the ability of the City to levy and collect the ad valorem tax required to pay debt service on the Bonds, the corporate existence or the boundaries of the City, or the entitlement of any officers of the City who will execute the Bonds to their respective offices.
Right of Cancellation. A Purchaser will have the right, at its option, to cancel the contract if the City fails to execute the purchased Bonds and tender the same for delivery within thirty (30) days from the sale date, and in such event the Purchaser will be entitled only to the return of the Good Faith Deposit, without interest thereon.
CUSIP Numbers. The Municipal Advisor will timely apply for CUSIP® numbers with respect to the Bonds as required by Municipal Securities Rulemaking Board Rule G-34. The Purchaser shall also notify CUSIP Global Services (“CGS”) as to the final structure of the Bonds. It is anticipated that CUSIP® numbers will be printed on the Bonds, but neither the failure to print such numbers on any Bond nor any error with respect thereto shall constitute cause for a failure or refusal by the Purchaser to accept delivery of and pay for the Bonds in accordance with the terms hereof. CUSIP® is a registered trademark of the American Bankers Association. CGS is managed on behalf of the American Bankers Association by FactSet Research Systems Inc. CUSIP® data is not intended to create a database and does not serve in any way as a substitute for the CGS database. CUSIP® numbers are provided for convenience of reference only. Neither the City, the Municipal Advisor nor Bond Counsel takes any responsibility for the accuracy of CUSIP® numbers.
Expenses of the Purchaser. The Purchaser shall be solely responsible for the payment of any and all CGS charges, California Debt and Investment Advisory Commission fees (under California Government Code Section 8856), Depository Trust Company charges and all other expenses of the Purchaser. Pursuant to Section 8856 of the California Government Code, the Purchaser must pay to the California Debt and Investment Advisory Commission, within sixty (60) days from the sale date, the statutory fee with respect to the Bonds purchased.
Official Statement. Copies of the Preliminary Official Statement with respect to the Bonds will be furnished or electronically transmitted to any potential bidder through www.newissuehome.i-deal.com or upon request to the Municipal Advisor. (The contact information for the Municipal Advisor is set forth above in this Official Notice of Sale.) In accordance with Rule 15c2-12 of the Securities and Exchange Commission, as amended (“Rule 15c2-12”), the City deems the Preliminary Official Statement final as of its date, except for the omission of certain information as permitted by Rule 15c2-12. Within seven (7) business days after the date of award of the Bonds, the Purchaser will be furnished with a reasonable number of copies (not to exceed fifty (50)) of the final Official Statement, without charge, for distribution in connection with the resale of the Bonds. The Purchaser must notify the City in writing within two (2) days of the sale of the Bonds if such Purchaser requires additional copies of the final Official Statement to comply with applicable regulations. The cost for such additional copies will be paid by the Purchaser.
By submitting a bid for the Bonds, the Purchaser agrees to: (1) disseminate to all members of its underwriting syndicate, if any, copies of the Official Statement, including any supplements; (2) promptly file a copy of the Official Statement, including any supplements, with the Municipal Securities Rulemaking Board; and (3) take any and all other actions necessary to comply with applicable Securities and Exchange Commission and Municipal Securities Rulemaking Board rules governing the offering, sale and delivery of the Bonds, including, without limitation, the delivery of an Official Statement, including any supplements, to each investor who purchases the Bonds.
The form and content of the Official Statement is within the sole discretion of the City. The name of the Purchaser of the Bonds will not appear on the cover of the Official Statement. At the request of the Purchase), the City will include in the Official Statement information concerning the qualification of the offer and sale in foreign jurisdictions (and related settlement procedures) of the Bonds. If the inclusion of such language is requested by the Purchaser, such language shall be provided by, and be the responsibility of, the Purchaser. The City does not and will not take responsibility whatsoever with respect to the accuracy or completeness of the information provided by the Purchaser with respect to the qualification of the offer or sale of the Bonds in foreign jurisdictions (and related settlement procedures) or whether such information or any other information in the Official Statement is sufficient or adequate for the Purchaser to offer or sell the Bonds in any foreign jurisdiction. The Purchaser must undertake responsibility for compliance with all laws and regulations of any applicable foreign jurisdiction in connection with any offer or sale of any Bonds by the Purchaser to persons outside the United States.
Certificate Regarding Official Statement. At the time of delivery of the Bonds, the Purchaser will receive a Certificate, signed by an authorized representative of the City, confirming to the Purchaser that (a) such authorized representative has determined that, to the best of such authorized representative’s knowledge and belief, the Official Statement (excluding reoffering information, information relating to The Depository Trust Company and its book-entry system, as to which no view will be expressed) did not as of its date, and does not as of the date of delivery of the Bonds, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements made therein, in the light of the circumstances under which they were made, not misleading, (b) such authorized representative knows of no material adverse change in the condition or affairs of the City that would make it unreasonable for the Purchaser to rely upon the Official Statement in connection with the resale of the Bonds, and (c) the City authorizes the Purchaser to distribute copies of the Official Statement in connection with the resale of the Bonds.
Purchaser’s Certificate Concerning Official Statement. As a condition of delivery of the Bonds, the Purchaser of the Bonds will be required to execute and deliver to the City, prior to the date of Closing, a certificate to the following effect with respect to the Bonds:
The Purchaser has provided to the City the initial reoffering prices or yields on the Bonds as printed in the Official Statement, and the Purchaser has made a bona fide offering of the Bonds to the public at the prices and yields so shown; The Purchaser, in accordance with and as part of its responsibilities under the federal securities laws and the securities laws of any foreign jurisdiction where the Purchaser offers or sells, or plans to offer or sell, any Bonds, has reviewed the information in the Official Statement and has not notified the City of the need to modify or supplement the Official Statement; The Purchaser undertakes responsibility for compliance with all laws and regulations of any applicable foreign jurisdiction in connection with any offer or sale of any Bonds by such Purchaser to persons outside the United States; and The foregoing statements shall be true and correct as of the date of Closing.
Continuing Disclosure. In order to assist bidders in complying with Rule 15c2-12, the City will undertake, pursuant to a Continuing Disclosure Agreement, to provide certain annual financial information, operating data and notices of the occurrence of certain events. A description of this undertaking is set forth in the Preliminary Official Statement and will also be set forth in the Official Statement. Except as otherwise disclosed in the Preliminary Official Statement under the heading “CONTINUING DISCLOSURE,” for the past five years, the City has been in compliance in all material respects with its continuing disclosure obligations under Rule 15c2-12.
Additional Information. Prospective bidders should read the entire Preliminary Official Statement, copies of which may be obtained in electronic form from the City or the Municipal Advisor.
Dated: [____________], 2026
Finance Director
City of Redondo Beach
EXHIBIT A TO OFFICIAL NOTICE OF SALE
FORM OF ISSUE PRICE CERTIFICATE
(if at least three bids from competitive providers are received) (TO BE DELIVERED BY THE PURCHASER
AS DESCRIBED IN THE OFFICIAL NOTICE OF SALE)
$[PAR]
CITY OF REDONDO BEACH, CALIFORNIA
GENERAL OBLIGATION BONDS
(MEASURE FP PUBLIC SAFETY IMPROVEMENTS), SERIES 2026
The undersigned, on behalf of __________________ (the “Purchaser”), hereby certifies as set forth below with respect to the sale of the above-captioned City of Redondo Beach, California General Obligation Bonds (the “Bonds”).
1. Reasonably Expected Initial Offering Price.
(a) As of the Sale Date, the reasonably expected initial offering prices of the Bonds to the Public by the Purchaser are the prices listed in Schedule A (the “Expected Offering Prices”). The Expected Offering Prices are the prices for the Maturities of the Bonds used by the Purchaser in formulating its bid to purchase the Bonds. Attached as Schedule B is a true and correct copy of the bid provided by the Purchaser to purchase the Bonds. (b) The Purchaser was not given the opportunity to review other bids prior to submitting its bid. (c) The bid submitted by the Purchaser constituted a firm offer to purchase the Bonds.
2. Defined Terms.
(a) Issuer means the City of Redondo Beach.
(b) Maturity means Bonds with the same credit and payment terms. Bonds with different maturity dates, or Bonds with the same maturity date but different stated interest rates, are treated as separate Maturities. (b) Public means any person (including an individual, trust, estate, partnership, association, company, or corporation) other than an Underwriter or a related party to an Underwriter. The term “related party” for purposes of this certificate generally means any two or more persons who have greater than 50 percent common ownership, directly or indirectly. (c) Sale Date means the first day on which there is a binding contract in writing for the sale of a Maturity of the Bonds. The Sale Date of the Bonds is ____________, 2026. (d) Underwriter means (i) any person that agrees pursuant to a written contract with the Issuer (or with the lead underwriter to form an underwriting syndicate) to participate in the initial sale of the Bonds to the Public, and (ii) any person that agrees pursuant to a written contract directly or indirectly with a person described in clause (i) of this paragraph to participate in the initial sale of the Bonds to the Public (including a member of a selling group or a party to a retail or other third-party distribution agreement participating in the initial sale of the Bonds to the Public).
The representations set forth in this certificate are limited to factual matters only. Nothing in this certificate represents the Purchaser’s interpretation of any laws, including specifically Sections 103 and 148 of the Internal Revenue Code of 1986, as amended, and the Treasury Regulations thereunder. The undersigned understands that the foregoing information will be relied upon by the Issuer with respect to certain of the representations set forth in the Tax Certificate and with respect to compliance with the federal income tax rules affecting the Bonds, and by Nossaman LLP, Bond Counsel, in connection with rendering its opinion that the interest on the Bonds is excluded from gross income for federal income tax purposes, the preparation of the Internal Revenue Service Form 8038-G, and other federal income tax advice that Nossaman LLP may give to the Issuer from time to time relating to the Bonds.
Dated: [ISSUE DATE]
[NAME OF PURCHASER]
By:
Name:
Title:
SCHEDULE A
EXPECTED OFFERING PRICES
(Attached)
SCHEDULE B
COPY OF PURCHASER’S BID
(Attached)
FORM OF ISSUE PRICE CERTIFICATE
(if fewer than three bids from competitive providers are received) (TO BE DELIVERED BY THE PURCHASER
AS DESCRIBED IN THE OFFICIAL NOTICE OF SALE)
$[PAR]
CITY OF REDONDO BEACH, CALIFORNIA
GENERAL OBLIGATION BONDS
(MEASURE FP PUBLIC SAFETY IMPROVEMENTS), SERIES 2026
The undersigned, on behalf of __________________ (the “Purchaser”), hereby certifies as set forth below with respect to the sale of the above-captioned City of Redondo Beach, California General Obligation Bonds (the “Bonds”).
1. Sale of the General Rule Maturities. As of the date of this certificate, for each Maturity of the General Rule Maturities, the first price at which at least 10% of such Maturity was sold to the Public is the respected price listed in Schedule A.
2. Initial Offering Price of the Hold-the-Offering-Price Maturities. (a) The Purchaser offered the Hold-the-Offering-Price Maturities to the Public for purchase at the respective initial offering prices listed in Schedule A (the “Initial Offering Prices”) on or before the Sale Date. A copy of the pricing wire or equivalent communication for the Bonds is attached to this Certificate as Schedule B. (b) As set forth in the Official Notice of Sale, the Purchaser agreed in writing on or prior to the Sale Date that (i) for each Maturity of the Hold-the-Offering-Price Maturities the Purchaser would neither offer nor sell any of the Bonds of such Maturity to any person at a price higher than the Initial Offering Price for such Maturity during the Holding Period for such Maturity (the “hold-the-offering-price rule”), and (ii) any selling group agreement shall contain the agreement of each dealer who is a member of the selling group, and any retail distribution agreement shall contain the agreement of each broker-dealer who is a party to the retail distribution agreement, to comply with the hold-the-offering-price rule. Pursuant to such agreement, no Underwriter (as defined below) offered or sold any Maturity of the Hold-the-Offering-Price Maturities at a price higher than the respective Initial Offering Price for that Maturity of the Bonds during the Holding Period.
2. Defined Terms.
(a) General Rule Maturities means those Maturities of the Bonds listed in Schedule A hereto as the “General Rule Maturities.” (b) Issuer means the City of Redondo Beach.
(c) Hold-the-Offering-Price Maturities means those Maturities of the Bonds listed in Schedule A hereto as the “Hold-the-Offering-Price Maturities.” (d) Holding Period means, with respect to any Hold-the-Offering-Price Maturity, the period starting on the Sale Date and ending on the earlier of (i) the close of the fifth (5th) business day after the Sale Date or (ii) the date on which the Purchaser sold at least 10% of such Hold-the-Offering-Price Maturity to the Public at prices no higher than the Initial Offering Price for such Hold-the-Offering-Price Maturity. (e) Maturity means Bonds with the same credit and payment terms. Bonds with different maturity dates, or Bonds with the same maturity date but different stated interest rates, are treated as separate Maturities. (f) Public means any person (including an individual, trust, estate, partnership, association, company, or corporation) other than an Underwriter or a related party to an Underwriter. The term “related party” for purposes of this certificate generally means any two or more persons who have greater than 50 percent common ownership, directly or indirectly. (g) Sale Date means the first day on which there is a binding contract in writing for the sale of a Maturity of the Bonds. The Sale Date of the Bonds is ____________, 2026. (h) Underwriter means (i) any person that agrees pursuant to a written contract with the Issuer (or with the lead underwriter to form an underwriting syndicate) to participate in the initial sale of the Bonds to the Public, and (ii) any person that agrees pursuant to a written contract directly or indirectly with a person described in clause (i) of this paragraph to participate in the initial sale of the Bonds to the Public (including a member of a selling group or a party to a retail or other third-party distribution agreement participating in the initial sale of the Bonds to the Public).
The representations set forth in this certificate are limited to factual matters only. Nothing in this certificate represents the Purchaser’s interpretation of any laws, including specifically Sections 103 and 148 of the Internal Revenue Code of 1986, as amended, and the Treasury Regulations thereunder. The undersigned understands that the foregoing information will be relied upon by the Issuer with respect to certain of the representations set forth in the Tax Certificate and with respect to compliance with the federal income tax rules affecting the Bonds, and by Nossaman LLP, Bond Counsel, in connection with rendering its opinion that the interest on the Bonds is excluded from gross income for federal income tax purposes, the preparation of the Internal Revenue Service Form 8038-G, and other federal income tax advice that Nossaman LLP may give to the Issuer from time to time relating to the Bonds.
Dated: [ISSUE DATE]
[NAME OF PURCHASER]
By:
Name:
Title:
SCHEDULE A
SALE PRICES OF THE GENERAL RULE MATURITIES AND
INITIAL OFFERING PRICES OF THE HOLD-THE-OFFERING-PRICE MATURITIES (Attached)
SCHEDULE B
PRICING WIRE OR EQUIVALENT COMMUNICATION
(Attached)
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Preliminary, subject to change.
Subject to postponement or cancellation in accordance with this Official Notice of Sale.
Preliminary; subject to change.