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HomeMy WebLinkAbout92-111 CERTIFICATION OF MINUTES RELATING TO $2,190,000 GENERAL OBLIGATION IMPROVEMENT BONDS, SERIES 1992A Issuer: City of Lakeville, Minnesota Governing Body: City Council Kind, date, time and place of meeting: A regular meeting held Monday, July 6, 1992, at 7:30. o'clock P.M., at the City Hall, Lakeville, Minnesota. Members present: D. Zaun, L. Mulvihill, E. Sindt Members absent: P. Harvey, W. Ruhmann Documents Attached: Minutes of said meeting (including): RESOLUTION NO. 92-111 RESOLUTION AUTHORIZING .ISSUANCE, AWARDING SALE, PRESCRIBING THE FORM AND DETAILS AND PROVIDING FOR THE PAYMENT OF $2,190,000 GENERAL OBLIGATION IMPROVEMENT BONDS, SERIES 1992A 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 cazefully compazed 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. WITNESS my hand officially as such recording officer this 6th day of July, 1992. City Clerk • The Clerk reported that 10 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: Interest Total Interest Cost Name of Bidder Purchase Price Rates And Net Average Rate (See next page) i , SPRINGSTED 222 South Ninth Street PUBLIC FINANCE ADVISORS Suite 2825 Minneapolis, MN 55402-3368 (612) 333-9177 • Fax: (612) 333-2363 Home Office 85 East Seventh .Place 16655 West. Bluemound Road Suite 100 Suite 290 Saint Paul, MN 55101-2143 Brookfield, WI 53005-5935 (612) 223-3000 (4I4) 782-8222 Fax: (612) 223-3002 Fax: (4141782-2904 6800 College Boulevard Suite b00 Overland Park,. KS 66211-1533 (913) 345-8062 Fax: (913) 345-1770 1800 K Street NW $2,190,000 Suite 831 Washington, DC 20006-2200 CITY OF LAKEVILLE, MINNESOTA' (202) 466-3344 Fax: (202) 223-1362 GENERAL OBLIGATION IMPROVEMENTBONDS, SERIES t992A AWARD: FBS INVESTMENT SERVICES, ING. NORWEST INVESTMENT SERVICES,..INCORPORATED MERRILL LYNCH & CO. And Associate SALE:. July 6, 1992 Moody's Rating: A Interest Net Interest True Interest ~iidder Rates Price Cost Rate FBS INVESTMENT SERVICES, INC. 3.60% 1994 $2,:176,860.00 $653,452.50.. 5.1657% NORWESTINVESTMENTSERVICES, 3.90% 1995. INCORPORATED 4.20% 1996 MERRILL LYNCH & CO. 4.40% 1997 American National Bank Saint. Paul 4.60% 1998 4.80% 1999 5.00% 2000 5.20% 2001 5.40% 2002 5.60% 2003 5.70% 2004 5.80% 2005 5.90% 2006 6.00% 2007 DEAN WITTER REYNOLDS INCORPORATED 3.60% 1994 $2,174,560.50 $656,169.50 5.1964% LEHMAN BROTHERS 3.90% 1995 PRUDENTIAL SECURITIES, ING. 4.30% 1996 PAINEWEBBER INCORPORATED 4.60% 1997 4.65% 1998 4.80% 1999 5.00% 2000. 5.20% 2001 • 5.35% .2002 5.50% 2003 5.65% 2004 5.75% 2005 5.90% 2006 5.95% 2007 Interest Net Interest True Interest ~ .Bidder Rates Price Cost' " Rate SMITH BARNEY, HARRIS UPHAM 8~ 3.60% 1994 $2,177,867.40 $657,706.35: 5.2007 COMPANY INCORPORATED 3.90% :1995 :ROBERT W. BAIRD 8~ COMPANY, 4.30% 1996 INCORPORATED 4.60% 1997 4.70% 1998 4.90% 1999 5,10% 2000 5.25% 2001 5.40% 2002. 5.60% 2003. 5.70%::2004 5.80%:...2005 " '5.90% .2008 6.00% 2007 `JOHN G. KINNARD & COMPANY 3.60% 1994 $2,174,713.80 $659,128.70 5.2181% INCORPORATED 3.90% 1995 MILLER 8~ SCHROEDER FINANCIAL, INC. 4.30% 1998 PARK INVESTMENT CORPORATION 4.60% 1997 4.70%° 1998 4.859'° 1999 5.00% .2000 5.20% 2001 5.40% 2002 5.55%0 2003 . 5.70% 2004 5.80% 2005 5.90% 2006 6.00% 2007 DOUGHERTY, DAWKINS, STRAND & 3.75% 1994 $2,175,472.25 $659,695.25 .5.2247% BIGELOW, INCORPORATED. 4.00% 1995 4.40%. 1996 4.55% 1997 4.65% 1998 4..80% 1999. 5.10% 2000 5.20% 2001 5.40% 2002 5.55% 2003 5.65% 2004 5.75% 2005 5.90% 2006 6.00% 2007 PIPER JAFFRAY, INC. 3.80% 1994. $2,172,480.00 ' .$660,618.75. '5.2347% - Juran & Moody, Incorporated 3.90% 1995 Craig-Hallum, Incorporated 4.30% 1:996 Moore, Juran and Company, Incorporated 4.50% 1997 4.70°~0 1998 4.90% ' 1999 5.10% 2000 5.25% 2001 5.40% 2002 5.60% 2003 5.70% 2004 5.80% 2005 5.90% 2006-2007 k , : Interest Net Interest True Interest Bidder Rates Price Cost Rate ~CRONIN 8~ COMPANY, INCORPORATED 3.70% .1994 $2,174,122.50 $661,031.25 5.2350% 4A0% 1995 4.25% 1996 4.50% 1997 4.70% 1998 4.90% 1999 5.10% 2000 5.20% 2001 5.40% .2002 5.60% 2003 5.70% 2004 5.80% .2005 5.90% 2006 6.00% 2007 EQUITABLE SECURITIES CORPORATION 3.75% 1994 $2,174,771.70 $677,053.30 5.3617% 4.20% 1995 4.40% 1996 4.60% 1997 4.80% 1998 5.00% 1.999 5.209'0 .2000 5.40% 2001 5.60% 2002 5.75% 2003 5.90% 2004 6.00% 2005-2007 DAIN BOSWORTH INCORPORATED 4.50% 1994-1997 $2,168,100.00 $677,710.00 5.3947% 4.65% 1998 4.80% 1999 5.00% 2000 5.20% 2001 5.40% 2002 5.60% 2003 5.70% 2004 5.80% 2005 5.90% 2006 6.00% 2007. KEMPER SECURITIES GROUP, INC. 3.875% 1994 $2,168,428.10 $683,728.77 5.4247% 3.90% 1995 4.30% 1996 4.60% 1997 5.00% 1998 5.20% 1999 5.375% 2000 5.50% 2001 5.625% 2002 5.75% 2003 ..5.875% .2004 6.00% 2005-2007 These Bonds are being reoffered at par. $BI: 6.38 Average Maturity: 5.72 Years Councilmember 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 $2,190,000 GENERAL OBLIGATION IMPROVEMENT BONDS, SERIES 1992A BE TT RESOLVED by the City Council of the City of Lakeville, Minnesota (the Issuer), as follows:. Section 1. Authorization and Sale. 1.01. Authorization. This Council, by Resolution No. 92-86, adopted on June 1, 1992, authorized the issuance and sale of $2,190,000 General Obligation Improvement Bonds, Series 1992A (the Bonds) of the Issuer to finance various public improvements, as described in Resolution No. 92-86. 1.02. Sale. Sealed bids presented in conformity with the Terms of Proposal have been received and considered in accordance with Resolution No. 92- 86. The most favorable bid received is that of FBS Investment Services, Inc. of Minneapolis Minnesota and associates (the Purchaser), to purchase the Bonds at a price of $ 2176.860.00 plus accrued interest on all Bonds to the day of delivery and payment, on the further terms and conditions hereinafter set forth. 1.03.. Award. 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. Section 2. Bond Terms; Registration; Execution and Delivery. 2.01. Issuance 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. Maturities; Interest Rates; Denominations and Payment. The Bonds shall be originally dated as of August 1, 1992, shall be in the denomination of $5,000 each, or any integral multiple thereof, of single maturities, shall mature on February 1 in the years and amounts stated below, and shall bear interest from date of issue until paid or duly called for redemption at the annual rates set forth opposite such years and amounts, as follows: Year Amount Rate Year Amount Rate 1994 $370,000 3.6 0 % 2001 $85,000 5.2 0 % 1995 415,000 3.90 2002 90,000 5.40 19% 275,000 4.2 0 2003 90,000 5.6 0 1997 260,000 4.4 0 2004 90,000 5.7 0 1998 80,000 4.60 2005 90,000 5.80 1999 80,000 4.8 0 2006 90,000 5.9 0 2000 85,000 5.00 2007 90,000 6.00 The Bonds shall be issuable only in fully registered form. T'he interest thereon and, upon surrender of each Bond at the principal office of the Registrar described herein, the principal amount thereof, shall be payable by check or draft issued by the Registrar described herein. 2.03. Dates and Interest Payment Dates. Each Bond shall bear a date of original issue of August 1, 1992. Upon the initial delivery of the Bonds pursuant to Section 2.07, and upon any subsequent transfer or exchange pursuant to Section 2.06, i 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, 1993, to the owners of record thereof as of the dose of business on the fifteenth day of the immediately preceding month, whether or not such day is a business day. 2.04. Redemption. 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 lass 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 -2- 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. Aypointment of Initial Registrar. The Issuer hereby appoints First Trust National Association in st. Paul Minnesota as the initial bond registrar, transfer agent and paying agent (the Registrar). The Mayor and 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 rnnduct 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 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 successor Registrar and shall deliver the bond register to the successor Registrar. 2.06. Registration. The effect of registration and the rights and duties of the Issuer and the Registrar with respect thereto shall be as follows: (a) Re ister. 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. -3- (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) Improper or Unauthorized 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 owner of the Bond, whether the Bond shall be overdue or not, for the purpose of receiving payment of or on account of, the principal of and interest on the Bond and for all other purposes; and all payments made to any registered owner or upon the owner's order shall be valid and effectual to satisfy and discharge the liability upon Bond to the extent of the sum or sums so paid. (g) Taxes, Fees and Charges. For every transfer or exchange of Bonds (except for an exchange upon a partial redemption of a Bond), 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) Mutilated Lost 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 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 the 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. -4- • i Authenticatin A ent. The Registrar is hereby designated g g authenticating agent for the Bonds, within the meaning of Minnesota Statutes, Section 475.55, Subdivision 1, as amended. 2.07. Execution 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 the 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 or benefit under this Resolution unless and until a certificate of authentication on the 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 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 prepared, executed and authenticated, the Finance .Director shall deliver them to the Purchaser upon payment of the purchase price in accordance with the contract of sale heretofore executed, and the Purchaser • shall not be obligated to see to the application of the purchase price. 2.08. Form of Bonds. The Bonds shall be prepared in substantially the following form: [Face of the Bonds] UNTIED STATES OF AMERICA STATE OF MINNESOTA COUNTY OF DAKOTA CTI'Y OF LAKEVILLE GENERAL OBLIGATION IMPROVEMENT BOND, SERIES 1992A Interest Rate Maturit~Date Date of Original Issue CUSIl' August 1,1992 REGISTERED OWNER: PRINCIPAL AMOUNT: FOR VALUE RECEIVED, 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 sum 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, 1993, 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, Transfer Agent and Paying Agent (the Registrar), 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 hereon. 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 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 -6- • the facsimile signatures of the Mayor 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 $2,190,000, 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 6, 1992 (the Resolution), to finance the costs of local improvements, and is issued pursuant to and in full conformity with the Constitution and laws of the State of Minnesota thereunto enabling, including Minnesota Statutes, Chapters 429 and 475. The Bonds are issuable only in fully registered form, in denominations of $5,000 or any integral multiple thereof, of single maturities. 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 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 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 principal 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. -7- • Bonds maturin in 2003 and later years are each subject to redemption g 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 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. The .Bonds have been designated by the Issuer as "qualified tax-exempt • obligations" pursuant to Section 265(b)(3) of the Internal Revenue Code of 1986. The Issuer and the 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 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 preliminary 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 as so required; that, prior to the issuance hereof the City Council has by the Resolution covenanted and agreed to levy special assessments upon property specially benefited by the local improvements financed by the Bonds, and ad valorem taxes on all taxable property in the Issuer, which will be collectible for the years and in amounts sufficient to produce sums not less than 5% in excess of the principal of and interest on the Bonds of this series when due, and has appropriated such special assessments and taxes to its Series 1992A Improvement Bond Sinking Fund for the payment of such principal and interest; that if necessary for payment of such principal and interest, additional ad valorem • taxes are required to be levied upon all taxable property in the Issuer, without limitation as to rate or amount; and that the issuance of this Bond, together with all other indebtedness of the Issuer outstanding on the date hereof and on the date of its actual issuance and delivery, does not cause the indebtedness of the Issuer to exceed any constitutional or statutory limitation of indebtedness. Form of certificate to be printed on the reverse side of each Bond, following a full copy of the legal opinion: 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. (facsimile signature) (facsimile signature) City Clerk Mayor 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 acrnrding to applicable laws or regulations: TEN COM as tenants UTMA as Custodian for in common (Gust) (Minor) under Uniform Transfers to Minors Act (State) TEN ENT as tenants t by entireties 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 -9- • 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: -10- • Section 3. Jse of Proceeds. There is hereby estabBond Constructioln ~ books and records of the Issuer a Series 1992A Improvement Fund (the Construction Fund), and the Clerk shall continue to maintain the Construction Fund until payment of all costs and expenses incurred in connection with the construction of the Projects have been paid. To the Construction Fund there shall be credited from the proceeds of the Bonds, exclusive of unused discount and accrued and capitalized interest, an amount equal to the estimated cost of the Projects and from the Construction Fund there shall be paid all construction costs and expenses. There shall also be credited to the Construction Fund all special assessments collected with respect to the Projects, until all costs of the Projects have been fully paid. After payment of all construction costs, the Construction Fund shall be discontinued and any Bond proceeds remaining therein may be transferred to the other funds or accounts established for construction of other improvements instituted pursuant to Minnesota Statutes, Chapter 429. All special assessments on hand in the Construction Fund when terminated or thereafter received, and any Bond proceeds not so transferred, shall be credited to the Series 1992A Improvement Bond Sinking Fund of the Issuer. All proceeds of the Bonds deposited in the Construction Fund will be expended solely for the payment of the costs of the Projects (or other improvements authorized pursuant to Chapter 429).. All improvements so financed will be owned and maintained by the Issuer and available for use by members of the general public on a substantially equal basis. The Issuer shall not enter into any lease, use or other agreement with any . non-governmental person relating to the use of the Projects or security for the payment of the Bonds which might cause the Bonds to be considered "private activity bonds" or "private loan bonds" pursuant to' Section 141 of the Internal Revenue Code of 1986 (the Code). Section 4. Series 1992A Improvement Bond Sinkine .Fund. So long as any of the Bonds are outstanding and any principal of or interest thereon unpaid, the Clerk shall maintain a separate debt service fund on the official books and records of the Issuer to be known as the Series 1992A Improvement Bond Sinking Fund (the Bond Fund), and the principal of and interest on the Bonds shall be payable from the Bond Fund. The Issuer irrevocably appropriates to the Bond Fund (a) any amount in excess of $2,168,100 received from the Purchaser; (b) capitalized interest in the amount of $ 49,823 ; (c) all taxes and special assessments levied and collected in accordance with this Resolution; and (d) all other moneys as shall be appropriated by the City Council to the Bond Fund from time to time. If the balance in the Bond Fund is at any time insufficient to pay all interest and principal then due on all Bonds payable therefrom, the payment shall be made from any fund of the Issuer which is available for that purpose, subject to reimbursement from the Bond Fund when the balance therein is sufficient, and the City Council covenants and agrees that it will each year levy a sufficient amount of ad valorem taxes to take care of any accumulated or anticipated deficiency, which levy is not subject to any . constitutional or statutory limitation. -11- Section 5. ~ecial Assessments. The Issuer hereby covenants and agrees that, for the payment of the cost of the Projects, the Issuer has done or will do and perform all acts and things necessary for the final and valid levy of special assessments in an amount not less than 20% of the cost of each of the improvements financed by the Bonds. The Issuer estimates it will levy special assessments in the aggregate principal amount of $582,685. The principal of the assessments shall be payable over varying periods (not in excess of twenty installments), with interest on unpaid installments thereof from time to time remaining unpaid at an estimated rate of 7 . oo~ per annum.. It is estimated that the principal and interest on such special assessments, together with certain funds of the City on deposit in the Utility Trunk Fund, Storm Sewer Trunk Fund and Trails Fund to be applied to the payment of the costs of the Projects, will be levied, collected and/or applied in the years and amounts shown on Appendix I attached hereto. In the event any such assessment shall at any time be held invalid with respect to any lot or tract of land, due to any error, defect or irregularity in any action or proceeding taken or to be taken by the Issuer or by the City Council or by any of the officers or employees of the Issuer, either in the making of such assessment or in the performance of any condition precedent thereto, the Issuer hereby covenants and agrees that it will forthwith do all such further things and take all such further .proceedings as shall be required by law to make such assessment a valid and binding lien upon said property. Section 6. Pledge of Taxing„ Powers. 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. In order to produce aggregate amounts which, together with the collections of special assessments and other funds referenced in Section 5, will produce amounts not less than 5% in excess of the amounts needed to .meet when due the principal and interest payments on the Bonds, ad valorem taxes are hereby levied on all taxable property in the Issuer. The taxes will be levied and collected in the following years and amounts: Levy Collection Levy Collection Year Year Amount Year Year Amount 1992 1993 $213,587 1999 2000 X61,489 1993 1994 272,795 2000 2001 65,008 1994 1995 56,003 2001 2002 62,819 1995 1996 58,860 2002 2003 81,121 1996 1997 s9, 869 2003 2004 77,196 1997 1998 58,914 2004 2005 73,177 1998 1999 63,042 2005 2006 69,062 -12- The taxes shall be irrepealable as long as any of the Bonds are outstanding and unpaid, provided that the Issuer reserves the right and power to reduce .the tax levies in accordance with the provisions of Minnesota Statutes, Section 475.61. Section 7. 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 discharge its obligations with respect to any prepayable Bonds called for redemption on any date when they are prepayable according to their terms, by depositing with the Registrar on or before that date an amount equal to the principal, interest and redemption premium, if any, which are then due, provided that notice of such redemption has been duly given as provided herein. 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 payable at such time and at such rates and maturing or callable at • the holder's option on 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 8. Registration of Bonds. The Clerk 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 and the tax required by law has been levied. Section 9. Authentication of Transcript. The officers of the Issuer and the County Auditor of Dakota County 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. -13- • ~ Section 10. Tax Covenant and Arbitrage Certificate. (a) 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 interest on the Bonds to become includible in gross income of the recipient under the Code and applicable Treasury Regulations {the 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. (b) The Mayor and 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 the Regulations. (c) It is hereby found that the Issuer has general taxing powers, that. no Bond is a "private activity bond" within the meaning of Section 141 of the Code, that 95°Io or more of the net proceeds of the Bonds are to be used for local • governmental activities of the Issuer, and that the aggregate face amount of all tax-exempt obligations (other than private activity bonds) issued by the Issuer and all subordinate entities thereof during the year 1992 is not reasonably expected to exceed $5,000,000. Therefore, pursuant to the provisions of Section 148(f){4)(D) of the Code, the Issuer shall not be required to comply with the arbitrage rebate requirements of paragraphs (2) and (3) of Section 148(f) of the Code. Section 11. Qualified Tax-Exempt Obli ag tions. The 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 1992 does not exceed $10,000,000. Section 12. Official Statement. The Official Statement relating to the Bonds, dated June 22, 1992, 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. -14- Mayor Attest: City Clerk The motion for the adoption of the foregoing resolution was duly seconded by Councilmember Si ndt and, upon vote being taken thereon, the following voted in favor thereof: Zaun , Mulvihill , Si ndt and the following voted against the same: None whereupon the resolution was declared duly passed and adopted. • ~ APPENDIX r r r O ~ ~ ~ R ~ C~f~NR a0 ~ O G~ Oa.CNf FO- ~ ~OOOfQ~f ~ a ~ r r O w• fQ r ~ L ~ oNi a ~ r a ~ ~ L ~ V d° ~ r r r O ~ ~ 0~0 ~ c'1<OnCO ~ c'f C S L to ~ c0 N Qf N W Cl et < ~ 7 Ci r O W O C ~ O c9 FW- f7 O f4 ~ ~ ~ C ~ O O Cf ~ 0000 N F- C cQ ~ ~l! 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