HomeMy WebLinkAbout93-143 CERTIFICATION OF MINUTES RELATING TO
• $`1,250,000 GENERAL OBLIGATION PARK REFUNDING BONDS,
SERIES 1993E
.Issuer: City of Lakeville, Minnesota
Governing Body: City Council
Kind, date, time and place of meeting: A regular meeting held
Monday, July 19, 1993, at 7:00 o'clock P.M., at the City Hall,
Lakeville, Minnesota.
Members present: Duane R. Zaun, Patrick G. Harvey, Lynette Mulvihill,
Wenceslaus Ruhmann and Elizabeth L. Sundt
Members absent: None
Documents Attached:
Minutes of said meeting (including):
RESOLUTION NO. 93-143
RESOLUTION AUTHORIZING ISSUANCE, AWARDING SALE, PRESCRIBING
THE FORM AND DETAILS AND PROVIDING FOR THE PAYMENT OF
$1,250,000 GENERAL OBLIGATION PARK REFUNDING BONDS,
SERIES 1993E
• I, the undersigned, being the duly qualified and acting
recording officer of the public corporation issuing the bonds
referred to in the title of this certificate, certify that the
documents attached hereto, as described above, have been carefully
compared with the original records of said corporation in my legal
custody, from which they have been transcribed; that said
documents are a correct and complete transcript of the minutes of
a meeting of the governing body of said corporation, and correct
and complete copies of all resolutions and other actions taken and
of all documents approved by the governing body at said meeting,
so far as they relate to said bonds; and that said meeting was
duly held by the governing body at the time and place and was
attended throughout by the members indicated above, pursuant to
call and notice of such meeting given as required by law.
W~TNESS my hand officially as such recording officer
this r9 day of July, 1993.
f / ~ ~ /
City C1~ k
The Clerk reported that 6 sealed bids had been
• received at or prior to the time stated in the Terms of Proposal,
and the bids having been opened, publicly read and considered,
were all found to conform to the Terms of Proposal, and the
highest and best bid of each bidder was found to be as follows:
(See next page)
•
¦
SPRINGSTED
120 South Sixth Street
Suite 2507
PUBLIC .FINANCE ADVISORS Minneapo4s, MN 55402-1800
' 1612) 333-9177
Fax: (612} 344-5230
Home Office
85 East Seventh Place 16655 West Bluemound Road
Suite 1:00
Saint Paul, MN 55101-2143 Suite .290
(612) 223-3000 Brookfield, WI'53005-5935
Fax: (612) 223-3002 (414)'782-8222
Fax' (414) 782-2904
6800 College. Boulevard
Suite 600
Overland Park, KS 662 1 1-1533
(913) 345.8062
Fax:. (913) 345-1770.
1800K Street NW
Swte 831
Washington, DC 20006-2200.:.
(2021 466.3344
Fax: (202) 223-1362
$1,250,000'
CITY OF LAKEVILLE, MINNESOTA
GENERAL OBLIGATION PARK REFUNDING BONDS, SERIES 19938
AWARD: <FBS INVESTMENT SERVICES, INC.
NORWEST INVESTMENT SERVICES, INC.
And Associates
ALE: July 19, 1993 Moody's Rating: A
Lnterest - Net Interest True Interest
Bidder Rates Price Cost. Rate
FBS INVESTMENT SERVICES, INC. 3.50% 1997. $1,241,250.00. $493,327.50.. 4.7085%
NORWEST INVESTMENT SERVICES, INC. 3.75% 1998
Dougherty, Dawkins, Strand 8 4.00% 1999
Bigelow, Incorporated 4.15% 2000
Miller 8~ Schroeder Financial, Inc. 4.30% 2001
American National Bank Saint Paui 4.50% 2002
4.70% 2003
4:90% 2004
5.00% 2005
5.1:0% 2006
CRONIN COMPANY, INCORPORATED 3.70% 1997 $1,241,625:00 $494,698.75 4,7227%
SMITH BARNEY, HARRIS UPHAM & 3.90% 1998.
COMPANY INCORPORATED 4.05% 1999
4.15% 2000
.4.30% 2001
4.50% 2002.
4.70% 2003
4.90%` 2004
5.00% 2005
5.10%0.2006
(Continued)
. Interest Net Interest True Interest.
Btdder Rates Price Cost Rate
PAINEWEBBER INCORPORATED 3.60% 1997 $1,236,250.00 $499,947.50 4.7864°,~
DEAN WITTER REYNOLDS INCORPORATED:- 3.80% .1998
LEHMAN BROTHERS 4.00% 1:999
ROBERT W. BAIRD & COMPANY, 4.20% .2000
INCORPORATED 4.40% 2001
4.60% 2002
4.75% .2003
4.90% 2004
5.00% 2005-2006
DAIN $OSWORTH INCORPORATED 3.60% 1997 $1,237,500.00 $500,635.00 4.7887%
MERRILL.LYNCH & CO. 3.80% 1998
4.00% 1999
4.20% 2000
4.40% 2001
4.60°10 2002
4.75%0 2003
4.90% 2004
.5.00% 2005
5.10% 2006 _
PIPER JAFFRAY INC. 3.50% .1997 $1,236,312.50 $501,218.75 4..7964%"
Duran & Moody, Incorporated. 3.75% 1998
Craig-Hallum, Incorporated: 4.00% 1999
Moore, Duran and Company, incorporated 4.20° 2000
Peterson Financial Corporation 4.40% 2001
.4.60°10 2002
4.75% 2003
4.90% 2004
5.00% 2005
5.10°~ 2006.
JOHN G. KINNARD & COMPANY' 3;60% 1997 $1,237,500.00 $508,130.00 4.8570°~
INCORPORATED 3.80% 7998
PARKINVESTMENT CORPORATION 4.00% 1999
4.20% 2000
4.40% 2001
4.60%' 2002
4.8096 2003
5.00% 2004
5.15% ...2005
525% 2006...
these Bonds are being reofferedat par.
BBf: 5.50
Average. Maturity: 8.3?Years
Subsequent to bid opening, the issue site was not changed.
Member Mulvihill introduced the following
• resolution and moved its adoption:
RESOLUTION AUTHORIZING ISSUANCE, AWARDING SALE, PRESCRIBING
THE FORM AND DETAILS AND PROVIDING FOR THE PAYMENT OF
$1,250,000 GENERAL OBLIGATION PARK REFUNDING BONDS,.
SERIES 1993B
BE IT RESOLVED by the City Council of the City of
Lakeville, Minnesota (the Issuer), as follows:
Section 1. Authorization and Sale.
1.01. Authorization. By Resolution No. 93-126 duly
adopted on June 21, 1993, this Council authorized the sale of its
General Obligation Park Refunding Bonds, Series 1993B in the
approximate principal amount of $1,250,000, subject to adjustment
in accordance with the Terms of Proposal approved by Resolution
No. 93-126 (the Bonds), the proceeds of which would be used,
together with any additional funds of the Issuer which might be
required, to refund in advance of maturity the: 1997 through 2006
maturities, aggregating $1,190,000 in principal amount, of the
Issuer's outstanding General Obligation Park Bonds, Series 1986,
dated August 1, 1986 (the Refunded Bonds), in a "crossover
refunding" as defined in Minnesota Statutes, Section 475.67, subd.
13.
1.02. Sale. Bids have been received in accordance with
Resolution No. 93-126 and the Terms of Proposal and the Council
has publicly considered. all sealed bids presented in conformity
with the Terms of Proposal. The most favorable of such bids is
. ascertained *o be that of FBS Investment Services, Inc.
of Minneapolis Minnesota and associates (the
Purchaser). In accordance with the Terms of Proposal, it is
hereby determined to issue the Bonds in the principal amount of
$1,250,000 at a price of $1,241,250.00 plus accrued interest,
and upon the further terms and conditions set forth herein.
1.03. A3d~Ld. The sale of the Bonds is hereby awarded
to the Purchaser and the Mayor and City Clerk are hereby
authorized and directed to execute a contract on behalf of the
Issuer for the sale of the Bonds in accordance with the terms of
the bid. The good faith deposit of the Purchaser shall be
retained and deposited by the Issuer until the Bonds have been
delivered, and shall be deducted from the purchase price paid at
settlement.
1.04. Savings. It is hereby determined that:
(a) by the issuance of the Bonds the Issuer will realize
a substantial interest rate reduction, a gross savings of
approximately $158,136.66 and a present value savings
• (using the yield on the Bonds, computed in accordance with
Section 148 of the Internal Revenue Code of 1986, as amended,
as the discount factor) of approximately $115,076.50
and /
•
(b) as of February 1, 1996 (the Crossover Date), the
present value of the debt service on the Bonds, computed to
their stated maturity dates, after deducting any premium, is
lower by 9.36 ~ (not less than 3g) than the sum of (i) the
present value of the debt service on the Refunded Bonds,
computed to their stated maturity dates, plus (ii) any
expenses of the refunding payable from a source other than
the proceeds of the Bonds or investment earnings thereon,
using the yield of the Bonds as the discount rate.
Section 2. Bond Terms• Registration• Execution and
Delivery.
2.01. IssLan~e of Bonds. All acts, conditions and
things which are required by the Constitution and laws of the
State of Minnesota to be done, to exist, to happen and to be
performed precedent to and in the valid issuance of the Bonds
having been done, now existing, having happened and having been
performed, it is now necessary for the City Council to establish
the form and terms of the Bonds, to provide security therefor and
to issue the Bonds forthwith.
2.02. MatLr;t~es• Interest Rates and Denominations.
The Bonds shall be originally dated as of August 1, 1993, shall be
in the denomination of 55,000 each, or any integral multiple
thereof, shall mature on February 1 in the respective years and
amounts stated below, and shall bear interest from date of issue
until paid or duly called for redemption at the respective annual
rates set forth opposite such years and amounts, as follows: '
Year Amount Rate y,~,~ Amo In ate
1997 $105,000 3.50 2002 $125,000 4.50
1998 105,000 3.75 2003 130,000 4.70
1999 110,000 4.00 2004 140,000 4.90
2000 115,000 4.15. 2005 145,000 5.00
2001 120,000 4.30 2006 155,000 5.10
For the purposes of complying with the provisions of Minnesot a
Statutes, Section 475.54, subdivision 7, the maturities of the
Bonds shall be combined with the non-refunded maturities of the
General Obligation Park Bonds, Series 1986. The Bonds shall be
issuable only in fully registered form. The interest thereon and,
upon surrender of each Bond, the principal amount thereof shall be
payable by check or draft issued by the Registrar described
herein.
• -2-
2.03. Hates and Interest Payment Dates. Upon the
initial delivery of the Bonds pursuant to Section 2.07, and upon
any subsequent transfer or exchange pursuant to Section 2.06, the
date of authentication shall be noted on each Bond so delivered,
exchanged or transferred. Interest on the Bonds shall be payable
on each February 1 and August 1, commencing February 1, 1994, to
the owners of record thereof as of the close of business on the
fifteenth day of the immediately preceding month, whether or not
such day is a business day.
2.04. Rede~,tion. Bonds maturing in 2003 and later
years shall be subject to redemption and prepayment at the option
of the Issuer, in whole or in part, in such order as the Issuer
shall determine and within a maturity by lot as selected by the
Registrar in multiples of $5,000, on February 1, 2002, and on any
date thereafter, at a price equal to the principal amount thereof
and accrued interest to the date of redemption. The Clerk shall
cause notice of the call for redemption thereof to be published as
required by law, and at least thirty days prior to the designated
redemption date, shall cause notice of call for redemption to be
mailed, by first class mail, to the registered holders of any
Bonds to be redeemed at their addresses as they appear on the bond
register described in Section 2.06 hereof, but no defect in or
failure to give such mailed notice of redemption shall affect the
validity of proceedings for the redemption of any Bond not
affected by such defect or failure. Official notice of redemption
having been given as aforesaid, the Bonds or portions of Bonds so
• to be redeemed shall, on the redemption date, become due and
payable at the redemption price therein specified and from and
after such date (unless the Issuer shall default in the payment of
the redemption price) such Bonds or portions of Bonds shall cease
to bear interest. Upon partial redemption of any Bond, a new Bond
or Bonds will be delivered to the owner without charge,
representing the remaining principal amount outstanding.
2.05. 8~nintment of Initial Registrar. The Issuer
hereby appoint s First Trust National Association ,
in St. Paul , Minnesota as the initial bond registrar,
transfer agent and paying agent (the Registrar). The Mayor and
the Clerk are authorized to execute and deliver, on behalf of the
Issuer, a contract with the Registrar. Upon merger or
consolidation of the Registrar with another corporation, if the
resulting corporation is a bank or trust company authorized by law
to conduct such business, such corporation shall be authorized to
act as successor Registrar. The Issuer agrees to pay the
reasonable and customary charges of the Registrar for the services
performed. The Issuer reserves the right to remove the Registrar
upon thirty (30) days notice and upon the appointment of a
successor Registrar, in which event the predecessor Registrar
shall deliver all cash and Bonds in its possession to the
• -3
successor Registrar and shall deliver the bond register to the
successor Registrar.
2.06. Rgg tra ;on. The effect of registration and the
rights and duties of the Issuer and the Registrar with respect
thereto shall be as follows:
(a) 13~g; r. The Registrar shall keep at its
principal corporate trust office a bond register in which the
Registrar shall provide for the registration of ownership of
Bonds and the registration of transfers and exchanges of
Bonds entitled to be registered, transferred or exchanged.
(b) Transfer of Bonds. Upon surrender for transfer of
any Bond duly endorsed by the registered owner thereof or
accompanied by a written instrument of transfer, in form
satisfactory to the Registrar, duly executed by the
registered owner thereof or by an attorney duly authorized by
the registered owner in writing, the Registrar shall
authenticate and deliver, in the name of the designated
transferee or transferees, one or more new Bonds of a like
aggregate principal amount and maturity, as requested by the
transferor. The Registrar may, however, close the books for
registration of any transfer after the fifteenth day of the
month preceding each interest payment date and until such
interest payment date.
(c) Exchange of Bonds. Whenever any Bonds are
surrendered by the registered owner for exchange the
Registrar shall authenticate and deliver one or more new
Bonds of a like aggregate principal amount .and maturity, as
requested~by the registered owner or the owner's attorney in
writing.
(d) ,Cancellation. All Bonds surrendered upon any
transfer or exchange shall be promptly cancelled by the
Registrar and thereafter disposed of as directed by the
Issuer.
(e) TIItp~Aer or nauthorized Transfer. When any Bond
is presented to the Registrar for transfer, the Registrar may
refuse to transfer the same until it is satisfied that the
endorsement on such Bond or separate instrument of transfer
is valid and genuine and that the requested transfer is
legally authorized. The Registrar shall incur no liability
for the refusal, in good faith, to make transfers which it,
in its judgment, deems improper or unauthorized.
{f) Persons Deemed Owners. The Issuer and the
Registrar may treat the person in whose name any Bond is at
any time registered in the bond register as the absolute
• -4
owner of such Bond, whether such Bond shall be overdue or
• not, for the .purpose of receiving payment of, or on account
of, the principal of and interest on such Bond and for all
other purposes, and all such. payments so made to any such
registered owner or upon the owner's order shall be valid and
effectual to satisfy and discharge the liability upon such
Bond to the extent of the sum or sums so paid.
(g) Tax_a~ Fees and Charges. For every transfer or
exchange of Bonds, the Registrar may impose a charge upon the
owner thereof sufficient to reimburse the Registrar for any
tax, fee or other governmental charge required to be paid
with respect to such transfer or exchange.
(h) Mut;~ate~ Los ~ stolen or Destroyed_Bonds. In
case any Bond shall become mutilated or be destroyed, stolen
or lost, the Registrar shall deliver a new Bond of like
amount, number, maturity date and tenor in exchange and
substitution for and upon cancellation of any such mutilated
Bond or in lieu of and in substitution for any such Bond
destroyed, stolen or lost, upon the payment of the reasonable
expenses and .charges of the Registrar in connection
therewith; and, in the case of a Bond destroyed, stolen or
lost, upon filing with the Registrar of evidence satisfactory
to it that such Bond was destroyed, stolen or lost, and of
the ownership thereof, and upon furnishing to the Registrar
of an appropriate bond or indemnity in form, substance and
• amount satisfactory to it, in which both the Issuer and the
Registrar shall be named as obligees. All Bonds so
surrendered to the Registrar shall be cancelled by it and
evidence of such cancellation shall be given to the Issuer.
If the mutilated, destroyed, stolen or lost Bond has already
matured or been called for redemption in accordance with its
terms it shall not be necessary to issue a new Bond prior to
payment.
2.07. Fxecut~on Authentication and Delivery. The
Bonds shall be prepared under the direction of the Clerk and shall
be executed on behalf of the Issuer by the signatures of the Mayor
and the Clerk, provided that all signatures may be printed,.
engraved or lithographed facsimiles of the originals. In case any
officer whose signature or a facsimile of whose signature shall
appear on the Bonds shall cease to be such officer before the
delivery of any Bond, such signature or facsimile shall
nevertheless be valid and sufficient for all purposes, the same as
if he had remained in office until delivery. Notwithstanding such
execution, no Bond shall be valid or obligatory for any purpose or
entitled to any security hereunder until a certificate of
authentication on such Bond has been duly executed by the manual
signature of an authorized representative of the Registrar.
Certificates of authentication on different Bonds need not be
-5-
signed by the same representative. The executed certificate of
. authentication on each Bond shall be conclusive evidence that it
has been authenticated and delivered under this Resolution. When
the Bonds have been sa prepared, executed and authenticated, the
Finance Director shall deliver the same to the Purchaser upon
payment of the purchase price in accordance with the contract of
sale heretofore made and executed and the Purchaser shall not be
obligated to see to the application of the purchase price.
2.08. Form of Bond4. The Bonds shall be printed in
substantially the following form:
• - _6_
[Face of the Bonds)
UNITED STATES OF AMERICA
STATE OF MINNESOTA
COUNTY OF DAKOTA
CITY OF LAKEVILLE
GENERAL OBLIGATION PARK REFUNDING BOND, SERIES 1993B
jn ?--G Rath j~aturity Date Date of Original Issue CUSIP
August 1, 1993
REGISTERED OWNER:
PRINCIPAL AMOUNT:
THE CITY OF LAKEVILLE, COUNTY OF DAKOTA, MINNESOTA (the
Issuer), acknowledges itself to be indebted and hereby promises to
pay to the registered owner named above, or registered assigns,
the principal amount specified above on the maturity date
specified above, with interest thereon from the date hereof at the
annual rate specified above, payable on February 1 and August 1 in
each year, commencing February 1, 1994, to the person in whose
name this Bond is registered at the close of business on the
fifteenth day (whether or not a business day) of the immediately
preceding month,. all subject to the provisions referred to herein
with respect to the redemption of the principal of this Bond
. before maturity. The interest hereon and, upon presentation and
surrender hereof, the principal hereof are payable in lawful money
of the United States of America by check or draft by
in ,
as Bond Registrar and Paying Agent, or its designated successor. '
under the Resolution described herein. For the prompt and full
payment of such principal and interest as the same respectively
become due, the full faith and credit and taxing powers of the
Issuer have been and are hereby irrevocably pledged.
Additional provisions of this Bond are contained on the
reverse hereof and such provisions shall for all purposes have the
same effect as though fully set forth in this place.
This Bond shall not be valid or become obligatory for any
purpose or be entitled to any security or benefit under the
Resolution until the Certificate of Authentication hereon shall
have been executed by the Bond Registrar by manual signature of
one of its authorized representatives.
IN WITNESS WHEREOF, the City of Lakeville, County of
Dakota, Minnesota, by its City Council, has caused this Bond to be
executed on its behalf by the facsimile signatures of the Mayor
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and City Clerk and has caused this Bond to be dated as of the date
. set forth below.
Date of Authentication:
CITY OF LAKEVILLE MINNESOTA
(facsimile signature) (facsimile signature)
City Clerk Mayor
CERTIFICATE OF AUTHENTICATION
This is one of the Bonds delivered pursuant to the
Resolution mentioned within.
as Registrar
By
Authorized Representative
[Reverse of the Bonds]
This Bond is one of an issue in the aggregate principal
amount of $ all of like date and tenor, except as to
maturity date, interest rate, denomination and redemption
provision, issued pursuant to a resolution adopted by the City
Council on July 19, 1993 (the Resolution), to provide funds to
refund certain outstanding general obligation bonds of the Issuer,
• and is issued pursuant to and in full conformity with the
Constitution and laws of the State of Minnesota thereunto
enabling, including Minnesota Statutes, Chapter 475. .The Bonds
are issuable only in fully registered form, in denominations of
55,000 or any integral multiple thereof, of single maturities.
Bonds maturing in 2003 and later years are each subject
to redemption and prepayment at the option of the Issuer, in whole
or in part, in such order as the Issuer shall determine and,
within a maturity, by lot as selected by the Registrar in
multiples of $5,000 on February 1, 2002, and on any date
thereafter, at a price equal to the principal amount thereof plus
interest accrued to the date of redemption. The Issuer ..will. cause
notice of the call for redemption to be published as required by
law and, at least thirty days prior to .the designated redemption
date, will cause notice of the call thereof to be mailed by first.
class mail to the registered owner of any Bond to be redeemed at
the owner's address as it appears on the bond register maintained
by the Registrar, but no defect in or failure to give such mailed
notice of redemption shall affect the validity of proceedings for
the redemption of any Bond not affected by such defect or failure.
Official notice of redemption having been given as aforesaid, the
Bonds or portions of Bonds so to be redeemed shall, on the
redemption date, become due and payable at the redemption price
• -8-
therein specified, and from and after such date (unless the Issuer
. shall default in the payment of the redemption price) such Bonds
or portions of Bonds shall cease to bear interest. Upon partial
redemption of any Bond, a new Bond or Bonds will be delivered to
the registered owner without charge, representing the remaining
principal amount outstanding.
As provided in the Resolution and subject to certain
limitations set forth therein, this Bond is transferable upon the
books of the Issuer at the principal office of the Bond Registrar,
by the registered owner hereof in person or by the owner's
attorney duly authorized in writing upon surrender hereof together
with a written instrument of transfer satisfactory to the Bond
Registrar, duly executed by the registered owner or the owner's
attorney, and may also be surrendered in exchange for Bonds of
other authorized denominations. Upon such transfer or exchange
the Issuer will cause a new Bond or Bonds to be issued in the name
of the transferee or registered owner, of the same aggregate
pri-ncipal amount, bearing interest at the same rate and maturing
on the same date, subject to reimbursement for any tax, fee or
,governmental charge required to be paid with respect to such
transfer or exchange.
The Issuer and the Bond Registrar may deem and treat the
person in whose name this Bond is registered as the absolute owner
hereof, whether this Bond is overdue or not, for the purpose of
receiving payment and for all other purposes, and neither the
• Issuer nor the Bond Registrar shall be affected by any notice to
the contrary.
IT IS HEREBY CERTIFIED, RECITED, COVENANTED AND AGREED
that all acts, conditions and things required by the Constitution
and laws of the State of Minnesota, to be done, to exist, to
happen and to be performed precedent to and in the issuance of
this Bond, in order to make it a valid and binding general
obligation of the Issuer in accordance with its terms, have been
done, do exist, have happened and have been performed in regular
and due form, time and manner as so required; that the Bonds are
payable from a separate debt redemption fund of the Issuer and
from ad valorem taxes and other funds which have been appropriated
to such fund; that if necessary for payment of such principal and
interest, additional ad valorem taxes are required be levied upon
all taxable property in the Issuer without limitation as to rate
or amount; and that the issuance of this Bond does not cause the
indebtedness of the Issuer to exceed any constitutional or
statutory limitation.
Form of certificate to be printed on the reverse side of
each Bond, following a full copy of the legal opinion:
• -9-
We certify that the above is a full, true and correct
• copy of the legal opinion rendered by Bond Counsel on the issue of
Bonds of the City of Lakeville, County of Dakota, Minnesota, which.
includes the within Bond, dated as of the date of original
delivery of and payment for the Bonds.
SfacG~m>>e signature-City .Clerk) (facs~m>>e signature-Mayorl
The following abbreviations, when used in the inscription
on the face of this Bond,. shall be construed as though they were
written out in full according to applicable laws or regulations:
TEN COM as tenants UTMA as Custodian for
in common (Gust) (Minor)
under Uniform Transfers to Minors Act
TEN ENT as tenants by entireties (State)
JT TEN --as joint tenants with right of survivorship and. not as
tenants in common
Additional abbreviations may also be used though not in the
above list.
• ASSIGNMENT
For value received, the undersigned hereby sells,
assigns and transfers unto the
within Bond and all rights thereunder, and does hereby irrevocably
constitute and appoint attorney to
transfer the said Bond on the books kept for registration of the
within Bond,. with full power of substitution in the premises.
Dated:
NOTICE: The assignor's signature
to this assignment must correspond
with the name as it appears upon
the face of the within Bond in
every particular, without
alteration or enlargement or any
change whatsoever.
Signature Guaranteed:
Signature(s) must be guaranteed by a commercial bank or trust
company or by a brokerage firm having a membership in one of the
major stock exchanges.
PLEASE INSERT SOCIAL SECURITY OR OTHER IDENTIFYING NUMBER OF
ASSIGNEE:
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Section 3. jjse of ProceedG. The Finance Director is
hereby authorized and directed, simultaneously with the delivery
of the Bonds, to deposit .the proceeds in the amount of $1,216,189.85
in escrow with First Trust National Association ,
in St. Paul , Minnesota (the Escrow Agent), a
banking institution whose deposits are insured by the Federal
Deposit Insurance Corporation and whose combined capital and
surplus is not less than $500,000, and to invest the funds so
deposited in securities authorized for such purpose by Minnesota
Statutes, Section 475.67, subdivision 8, maturing on such dates
and bearing interest at such rates as are required to provide
funds sufficient, with cash retained in the escrow account, to pay
the interest to become due on the Bonds to and including the
Crossover Date and to redeem the principal amount of the Refunded
Bonds on the Crossover Date. The remaining proceeds of the Bonds
in the amount of $28.927.87 shall be used to pay issuance
expenses of the Bonds. The Mayor and Clerk are hereby authorized
to enter into an Escrow Agreement with the Escrow Agent, with.
respect to the Refunded Bonds, establishing the teams and
conditions for the escrow account in accordance with Minnesota
Statutes, Section 475.67..
Section 4. ,Sinking Fznd and Tax Levv.
4.01. ,~nk~ng Fund. The Bonds shall be payable from a
separate General Obligation Park Refunding Bonds,Series 1993B
Sinking Fund (the Sinking Fund) which shall be created and
• maintained on the books of the Issuer as a separate debt
redemption fund until the Bonds, and all interest thereon, are
fully paid. There shall be credited to the Sinking Fund the
following:
(a} All receipts of principal and interest on the
investments held in the escrow account established in Section
3 to and including the Crossover Date (other than the sum of
$1,190,000 received from maturing investments on the
Crossover Date to be used to redeem the Refunded Bonds>.
(b) All ad valorem taxes levied and collected as
specified in Section 4.02 hereof.
(c) Any other funds appropriated by the Council for the
payment of the Bonds.
4.02. Tax Levl. For the prompt and full payment of the
principal of and interest on the Bonds as such payments
respectively become due, the full faith, credit and unlimited
taxing powers of the Issuer shall be and are hereby irrevocably
pledged. To provide moneys for the payment of the principal and
interest on the Bonds, in addition to the other funds specified in
Section 4.01, there•is hereby levied upon all taxable property in
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the Issuer a direct, annual ad valorem tax which shall be spread
upon the tax rolls for collection in the years and amounts as
follows, with and as part of other general taxes of the Zssuer, as
follows:
Levy Collection
ear Year Amount
1995 1996 $168,730
1996 1997 164,871
1997 1998 165,987
1998 1999 166,617
1999 2000 166,856
2000 2001 166,688
2001 2002 166,032
2002 2003 .170,116
2003 2004 168,163
2004 2005 171,051
The taxes shall be irrepealable so long as any of the Bonds are
outstanding and unpaid; provided that the Issuer reserves the
right and power to reduce levies in the manner and to the extent
permitted by Minnesota Statutes, Section 475.61. In order to
ensure compliance with the Internal Revenue Code of 1986, as
amended (the Code), and applicable regulations, the Finance
Director, upon allocation of any funds to the Sinking Fund, shall
ascertain the balance then on hand in the Fund. If it exceeds the
• amount of principal and interest on the Bonds to become due and
payable through February 1 of next following year, plus a
reasonable carryover as defined in Section 1.148-1 (b) of the
Treasury Regulations (the Regulations), said excess shall (unless
an opinion is otherwise received from bond counsel) be invested at '
a yield which does not exceed the yield on the Bonds calculated in
accordance with Section 148 of the Code.
Section 5. Defeasance. When all of the Bonds have been
discharged as provided in this section, all pledges, covenants and.
other rights granted by this Resolution to the registered owners
of the Bonds shall cease. The Issuer may discharge its
obligations with respect to any Bonds which are due on any date by
depositing with the Registrar on or before that date a sum
sufficient for the payment thereof in full; or, if any Bond should
not be paid when due, it may nevertheless be discharged by
depositing with the Registrar a sum sufficient for the payment
thereof in full with interest accrued from the due date to the
date of such deposit. The Issuer may also at any time discharge
its obligations with respect to. any Bonds, subject to the
provisions of law now or hereafter authorizing and regulating such
action, by depositing irrevocably in escrow, with a bank qualified
by law as an escrow agent for this purpose, cash or securities
which are authorized by law to be so deposited, bearing interest
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payable at such time and at such rates and maturing or callable at
the holder's option an such dates as shall be required. to pay. all
principal, interest and redemption premiums to become due thereon
to maturity, or earlier designated redemption date.
Section 6. gPdemn ion of Refunded Bonds and
~'Q*-+- ~ f~ ~a ~ on of Proceedi nas .
6.01. Refunded Bond, Gall. The Clerk is directed to
call for redemption and prepayment the Refunded Bonds at their
.earliest permissible redemption date (February 1,,1996) and to
give notice of redemption in accordance with the resolution
authorizing issuance of the Refunded Bonds.
6.02. $~gistration of Bonds. The Glerk is hereby
authorized and directed to file a certified copy of this
resolution with the County Auditor of Dakota County and obtain a
certificate that the Bonds have been duly entered upon the
Auditor's bond register.
6.03. Al~thent;cat~on of Transcrij~. The officers of
the Issuer and the County Auditor are hereby authorized and
directed to prepare and furnish to the Purchaser and to Dorsey &
Whitney, Bond Counsel, certified copies of all proceedings and
records relating to the Bonds and such other affidavits,
certificates and information as may be required to show the facts
• relating to the legality and marketability of the Bonds, as the
same appear from the books and records in their custody and
control or as otherwise known to them, and all such certified
copies, affidavits and certificates, including any heretofore
furnished, shall be deemed representations of the Issuer as to the
correctness of all statements contained therein.
6.04. Official Statement. The Official Statement
relating to the Bonds, dated July 7, 1993, prepared and delivered
on behalf of the Issuer by Springsted Incorporated, is hereby
approved, and the officers of the Issuer are hereby authorized and
directed to execute such certificates as may be appropriate
concerning the accuracy, completeness and sufficiency thereof.
Section 7. Tax Covenants and Arbitrage Mat rG.
7.01. Restrictive Action. The Issuer covenants and
agrees with the registered owners from time to time of the Bonds,
that it will not take, or permit to be taken by any of its
officers, employees or agents, any action which would cause the
interest payable on the Bonds to become subject to taxation under
the Code and applicable Regulations, and covenants to take any and
all actions within its powers to ensure that the interest on the
Bonds will not become includible in gross income of the recipient
under the Code and the Regulations. The Issuer represents and
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covenants that the proceeds of the Refunded Bonds were used to
finance public improvements and facilities owned and maintained by
the Issuer and available for use by members of the general public
on a substantially equal basis. So long as the Bonds are
outstanding, the Issuer will not enter into any lease, use
agreement or other agreement or contract respecting said
improvements or facilities which would cause the Refunded Bonds or
Bonds to be considered "private activity bonds" or "private loan
bonds" pursuant to the provisions of Section 141 of the Code.
7.02 certification. The Mayor and .City Clerk being
the officers of the Issuer charged with the responsibility for
issuing the Bonds pursuant to this Resolution, are authorized .and
directed to execute and deliver to the Purchaser a certificate in
accordance with the provisions of Section 148 of the Code, and
applicable Regulations, stating the facts, estimates and
circumstances in existence on the date of issue and delivery of
the Bonds which make it reasonable to expect that the proceeds of
the Bonds will not be used in a manner that would cause the Bonds
to be "arbitrage bonds" within the meaning of the Code and
Regulations.
7.03. Arbitrage Rebate. The Issuer acknowledges that
the Bonds are subject to the provisions of Section 148(f) of the
Code and applicable Regulations. It is not expected that any
rebate amount will be required to be paid to the United States
• since the proceeds of the Bonds invested with the Escrow Agent,
and held by the Issuer for the payment of expenses, will in all
cases be invested at a yield less than the yield of the Bonds, and
amounts from time to time invested"as part of the Sinking Fund
will be excluded from the calculation of the rebate amount
pursuant to the provisions of Section 148(f)(4)(A) of the Code.
Nevertheless, the Issuer covenants to keep such records, make such
calculations, make such payments and file such reports as may from
time to time be required by said Section 148(f) and applicable
Regulations.
7.04. Oualifed Tax-Exem~' Ob igations. The City
Council hereby designates the Bonds as "qualified tax-exempt
obligations" for purposes of Section 265(b)(3) of the Code
relating to the disallowance of interest expense for financial
institutions, and hereby finds that the reasonably anticipated
amount of qualified tax-exempt obligations (within the meaning of
Section 265(b)(3) of the Code) which will be issued by the Issuer.
and all subordinate entities during calendar year 1993 does not
exceed $10,000,000.
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• ~ May r
~1
Attest:
ty Clerk
The motion for the adoption of the foregoing resolution
was duly seconded by Councilmember Harvey and, upon
vote being taken thereon, the following voted in favor thereof:
Zaun, Harvey, Mulvihill, Ruhmann, Sindt
and the following voted against the same: None
whereupon the resolution was declared duly passed and adopted.
•
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