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HomeMy WebLinkAbout86-078 • CERTIFICATION OF MINUTES RELA`rING TO $175,000 GENERAL OBLIGATION EQUIPMENT CERTIFICATES OF INDEBTEDNESS, SERIES 1986 Issuer:. City. of Lakeville, Minnesota Governing Body: City Council regular Kind, date, time and place of meetings A council meeting neld Monday, July 21, 1986 at 7:00 o'clock p.m., at the City Hall. 'Members present: Zaun, Sindt, Enright, Harvey, Nelson Members absent: None Documents Attached: Minutes of said meeting (including): RESOLUTION N0. 86-78 _ RESOLUTION AWARDING SALE, AUTHORIZING ISSUANCE, PRESCRIBING THE FORM AND DETAILS AND PROVIDING FOR THE PAYMENT OF $175,00'0 GENERAL OBLIGATION EQUIPMENT CERTIFICATES OF INDEBTEDNESS, SERIES 1986 • 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. WITNESS my hand officially as such recording officer this 21st day of July, 1986. _ f, ti Patrick McGarvey City Clerk-Admin'strator i The Clerk presented to the Council affidavits showing publication in the official newspaper and the Commercial West of a notice of sale of $175,000 General Obligation Equipment Certificates of Indebtedness, Series 1986, of the City, for which sealed bids were to be received and considered at this .meeting in accordance with the resolution adopted by the-City Council on June 16, 1986. Said affidavits were examined and found satisfactory and directed to be placed on file in the office of the City Clerk. The Clerk then announced that 1 sealed bids had been received pursuant to said notice o£ call for bids, which bids had been opened, read and tabulated, and the highest. and best bid of each bidder was found to be as follows: • Bid For Interest Total Interest Cost Name of Bidder Principal Rates - Net Average Rate See Attached -2- SPRINGSTED iNGORPORATED Public Finance Advisors 85 East SeventhPlace, Suite 100 Saint Paul, Minnesdta 551012143 612.2233000 $1..75,000 CITY 01= LAKEVILLE, MINNESOTA GENERAL OBLIGATION EQUIPMENT CERTIFICATES - OF INDEBTEDNESS, SERIES I9$6 AWARD:. THE FIRST NATIONAL BANK OF SAINT PAUL SALE; July 21, 1986 Rating: A Interest Net Interest Bidder Rates Price Cost & Rate THE F1RST NATIONAL BANK OF 4.60% 1987 $173,.250.00 $26, 705:00 'SAINT PAUL 5.009'0 1.988 (6: 1040%) 5.50% (989` 5.80% 1990.. 6.10% 1991 !These Certificates are bein reoffered at Party g BB 1: 7.45 Average Maturity: 2.50.Years Councilmember Enright then introduced the _ _ following resolution and moved its adoption: RESOLUTION NO. 86-78 RESOLUTION AWARDING SALE, AUTHORIZING ISSUANCE, PRESCRIBI1vG THE FORM AND DETAILS AND PROVIDING FOR THE PAYMENT OF $175,000 GENERAL OBLIGATION EQUIPMEN'P CER`PIFICATES OF INDEBTEDNESS, SERIES 1986 BE IT RESOLVED by the City Council of the City of Lakeville, Minnesota, as follows: Section 1. Authorization. (a) This Council has heretofore determined to purchase various items of public safety and public works equipment, and finance said purchase of the issuance of certificates of indebtedness pursuant to Minnesota Statutes, Section 4.12.301. (b) Notice of sale of $175,000 General Obligation - Equipment Certificates of Indebtedness, Series 1986 .(hereinafter sometimes called the "Certificates") has been duly publisned, and the Council, having examined and considered all bids. received pursuant~to the published notice, does hereby find and determine that the most favorable bid received is that of The First National Bank of Saint Paul,. in St. Paul ~ Minnesota , and associates, to purchase the Certificates at a price of $173.250.00 plus accrued interest to the day of delivery and payment, on the further terms and conditions. hereinafter set forth. (c) The sale of the Certificates is hereby awarded to said bidder, and the Mayor and Clerk-Administrator are hereby authorized and directed on behalf of the City to execute a con- tract for the sale of the Certificates in accordance with the terms of said bid. The good faith check of the successful bidder shall be deposited by the Finance Director. The good faith checks of other bidders shall be returned to them forthwith. Section 2. Certificate Terms; Registration; Execution and Delivery. 2.01. Maturities; Interest Rates; Denominations;. Payment. The Certificates shall be originally dated as of - August 1, 1986, shall be in the denomination of $5,000 each, or any integral multiple thereof, shall mature on February 1, without option of prior payment, in the respective years and- amounts stated below, and shall bear interest from date of _3_ issue until paid at the respective annual rates set fortn _ _ opposite such years and amounts, as follows: Year Amount Rate 1987 $35,000 4.60$ .1988 35,000 5.00$' 1989 35,000 5.50 1990 35,000 5.80$ 1991 35,000 6.10 The Certificates shall be issuable only in fully registered form. The interest thereon and,-upon surrender of each Certificate, the principal amount thereof shall be payable by check or draft issued by the Registrar described Herein. 2.02. Dates; Interest Payment Dates. Each Certificate shall be dated as of the last interest payment date preceding the date of authentication to which interest on the Certificate has been paid or made available for payment, unless (i) the date of authentication is an interest payment date to which interest has been paid or made available for payment, in which case such Certificate shall be dated as of the date of - authentication, or (ii) the date of authentication is prior to February 1, 1987,•in which case such Certificate shall be dated as of August 1, 1986. The interest on the Certificates snarl be payable on February 1 and August 1 in each year,. commencing February 1, 1987, to the owner 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. 2.03. Registration. The City shall appoint, and shall maintain, a bond registrar, transfer agent and paying agent (the Registrar). The effect of registration and the rights and duties of the City and the Registrar with respect thereto shall be as follows: (a) Register. Tne Registrar shall. keep at its principal corporate trust office a bond register in whicn the Registrar shall provide for the registration of ownership of Certificates and the registration of transfers and exchanges of Certificates entitled to be registered, transferred or exchanged. (b) Transf er of Certificates. .Upon surrender for transfer of any Certificate 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 s -4- 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 Certificates 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 Certificates-. Whenever any Certificates are surrendered by the registered owner for exchange the Registrar shall authenticate and deliver one or more new Certificates of a like aggregate principal amount and maturity, as requested by the .registered owner or the owner's attorney in writing. (d) Cancellation. All Certificates surrendered upon any transfer or exchange shall be promptly cancelled by the Registrar and thereafter disposed of as directed qy the City. (e) Improper or Unauthorized_Transfer. When any Certificate is presented to the Registrar for transfer, the Registrar may refuse to transfer the same until it is- satisfied that the endorsement on such Certificate 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 City and the Registrar may treat the person in whose name any Certificate is at any time registered in the bond register as the absolute owner of such Certificate, whetner sucn Certificate shall be overdue or not, for the purpose of - receiving payment of, or on account of, the principal of and interest on such Certificate 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 Certificate to the .extent of the sum or sums so paid. (g) Taxes, Fees and Charges. For every transfer or exchange of Certificates, 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. -5- (h) Mutilated, Lost, Stolen or Destroyed- - _ Certificates. In case any Certificate shall become mutilated or be destroyed, stolen or lost, the Registrar shall deliver a new Certificate of like amount, number, maturity date and tenor in exchange and substitution for and upon cancellation of any such mutilated Certificate or in lieu of and in substitution for any such Certificate 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 Certificate destroyed, stolen or lost, upon filing with the Registrar of evidence satisfactory to it that such Certificate 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 City and the Registrar shall ae named as obligees. All Certificates so surrendered. to the Registrar shall be cancelled by it and evidence of such cancellation shall be given to the City.. If the mutilated, destroyed, stolen or lost Certificate has. already matured or been called for redemption in accordance with its terms it shall not be necessary to issue a new Certificate prior to payment. - 2.04. Appointment of Initial Registrar. The City hereby appoints American National Bank and Trust Company , St. Paul , Minnesota , as the initial Registrar. The Mayor and the Clerk-Administrator are authorized to execute and deliver, on behalf of the City, a contract with said 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 City agrees to pay the reasonable and customary charges of the Registrar for the services performed. .The City reserves the right to remove the Registrar upon thirty (30) days notice and upon the appointment of a successor Registrar, in whicn event the predecessor Registrar shall deliver all cash and Certificates in its possession to the successor Registrar and shall deliver the bond register to the successor Registrar. 2.05. Redemption. (a) Optional. The Certificates shall not be subject to optional redemption prior to maturity. (b) Special. In the event that pursuant to federal laws and regulations the City, in the opinion of bond counsel, is required to use unexpended Certificate proceeds for early. redemption of Certificates in order to assure the exemption of interest payable on the Certificates from federal income taxation, the City shall use such unexpended Certificate -6- proceeds to redeem Certificates on any date upon notice of _ redemption given in the manner set forth in (c) below. Those Certificates remaining unpaid which have the latest maturity date will be prepaid first. If .only part of the Certificates having a common maturity date are called for prepayment, the specific Certificates to be prepaid will be chosen by lot. Certificates shall be redeemed at a price of 102$ of the principal amount plus accrued interest. (c) Notice. Prior to the date set. for redemption of .any Certificate prior to its stated .maturity date, the Clerk shall cause notice of the call for redemption thereof to be published as required by law and, at least 20 .days prior to the. designated redemption date, shall cause notice of the call. to be mailed to the registered holders of any certificates to pe redeemed at their addresses as they. appear on the bond register. 2.06. Execution, Authentication and Delivery. Tne Certificates shall be prepared under the direction of the City Clerk and shall be executed on behalf of the City by the signatures of the Mayor and the City Clerk-Administrator, _ 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 Certificates shall cease to be such officer before the delivery of any Certificate, such signature or facsimile shall nevertheless be valid and sufficient for all purposes, the same as if he had remained in office until delivery. Notwithstana- ing such execution, no Certificate shall be valid or obligatory for any purpose or entitled to any security or benefit under this Resolution unless and until a certificate of authentica- tion on such Certificate has been duly executed by the manual signature of an authorized representative of the Registrar. C ertificates of authentication on different Certificates. need not be signed by the same representative. The executed certificate of authentication on each Certificate shall ne conclusive evidence that it has been authenticated and delivered under this Resolution. When. the Certificates nave been so prepared, executed and authenticated, the Finance Director. shall deliver the same to the purchaser thereof upon payment of the purchase price in accordance with the contract of sale heretofore made and executed, and said purchaser shall not ue obligated to see to the application of the .purchase price. 2.07. Form of Certificates. The Certificates shall be printed in substantially the following form: _7_