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HomeMy WebLinkAbout04-200 CITY OF LAKEVILLE RESOLUTION Date October 4 2004 Resolution No. 04-200 Motion By Luick Seconded By Wulf f RESOLUTION AUTHORIZING ISSUANCE AND SALE OF GENERAL OBLIGATION WATER REVENUE REFUNDING BONDS, SERIES 20048 BE IT RESOLVED by the City Council of the City of Lakeville, Minnesota (the City), as follows: SECTION 1. Purpose. It is hereby determined to be in the best interests of the City to issue its General Obligation Water Revenue Refunding Bonds, Series 20048, in the aggregate principal amount of $10,090,000 (the Bonds), subject to adjustment in accordance with the Terms of Proposal. The proceeds of the Bonds will be used, together with any additional funds of the City which might be required, to refund in advance of maturity, on February 1, 2006, the 2007 through 2011 maturities, aggregating $1,195,000 in principal amount, of the City's $2,850,000 General Obligation Water Revenue Bonds, Series 1995D, originally dated June 1, 1995, and the 2007 through 2016 maturities, aggregating $8,625,000 in principal amount, of the City's $13,400,000 General Obligation Water Revenue Bonds, Series 1996A, originally dated November 1, 1996, in a "crossover refunding" as defined in Minnesota Statutes, Section 475.67, subdivision 13. SECTION 2. Termsof Proposal. Springsted Incorporated, financial consultant to the City, has presented to this Council a form of Terms of Proposal for the Bonds which is attached hereto and hereby approved and shall be placed on file by the Clerk. Each and all of the provisions of the Terms of Proposal are hereby adopted as the terms and conditions of the Bonds and of the sale thereof. Springsted Incorporated, as independent financial advisers, pursuant to Minnesota Statutes, Section 475.60, Subdivision 2, paragraph (9) is hereby authorized to solicit bids for the Bonds on behalf of the City on a negotiated basis. SECTION 3. Sale Meeting. This. Council shall meet at the time and place shown in the Terms of Proposal,. for the purpose of considering sealed bids for the purchase of the Bonds and of taking such action thereon as maybe in the best interests of the City. APPROVED AND ADOPTED this 4th day of October, 2004. CITY OF LAKEVILLE B Y' Robert D. Johns ,Mayor ATTEST: harlene Friedges, City Cl 1 THE CITY HAS AUTHORIZED SPRINGSTED INCORPORATED TO NEGOTIATE THIS ISSUE ON ITS BEHALF. PROPOSALS WILL BE RECEIVED ON THE FOLLOWING BASIS: TERMS OF PROPOSAL $10,090,000* CITY OF LAKEVILLE, MINNESOTA GENERAL OBLIGATION WATER REVENUE REFUNDING BONDS, SERIES 2004B (BOOK ENTRY ONLY) Proposals for the Bonds will be received on Monday, October 18,.2004, until 10:00 A.M., Central Time, at the offices of Springsted Incorporated, 85 East Seventh Place, Suite 104, Saint Paul, Minnesota, after which time they will be opened and tabulated. Consideration for award of the Bonds will be by the City Council at 7:OO P.M., Central Time, of the same day. SUBMISSION OF PROPOSALS Springsted will assume no liability for the inability of the bidder to reach Springsted prior to the time of sale specii:led above. All bidders are advised that each Proposal shall be deemed to constitute a contract between the bidder and the City to purchase the Bonds regardless of the manner in which the Proposal is submitted. (a) Sealed Biddin_g. Proposals may be submitted in a sealed envelope or by fax (651) 223-3046 to Springsted. Signed Proposals, without final price or coupons, may be submitted to Springsted prior to the time of sale. The bidder shall be responsible for submitting to Springsted the final Proposal price and coupons, by telephone (651) 223-3000 or fax (651) 223-3046 for inclusion in the submitted Proposal OR (b) Electronic Biddin_g' Notice is hereby given that electronic. proposals will be received via PARIT For purposes of the electronic bidding process, the time as maintained by PARITY' shall constitute the official time with respect to all Bids submitted to PARITI(~. Each bidder shall be solely responsible for making necessary arrangements to access PARITY' for purposes of submitting its electronic Bid in a timely manner and in com liance with the requirements of the Terms of Proposal. Neither the. City, its agents nor PARIT shall have any duty or obligation to undertake registration to bid for any prospective bidder or to provide or ensure electronic access to any qualified prospective bidder, and neither the City, its agents nor PARITY' shall be responsible for a bidder's failure to register. to bid or for any failure in the proper operation of, or have any liability for any delays or interruptions. of or any damages caused by the services of PARITY'. The City is using the services of PARITY' solely as a communication mechanism to conduct the electronic bidding for the Bonds, and PARITY° is not an agent of the City. If any provisions of this Terms of Proposal conflict with information provided by PARITY', this Terms of Proposal shall control. Further information about PARITY, including any fee charged, may be obtained from: PARITY, 1359 Broadway, 2"d Floor, New York, New York 10015 Customer Support:. (212) 849-5000 -i- . r DETAILS OF THE BONDS The Bonds will be dated November 1, 2004, as the date of original issue, and will bear interest payable on February 1 and August 1 of each year, commencing August 1, 2005. Interest will be computed on the basis of a 360-day year of twelve 30-day months. The Bonds will mature annually on February 1, in the years and amounts as follows: 2007 $1,015,000 2011 $1,120,000 2014 $ 955,000 2008 $1,020,000 2012 $ 890,000 2015 $ 985,000 2009 $1,065,000 2013 $ 925,000 2016 $1,040,000 2010 $1,075,000 The City reserves fhe right, after proposals are opened and prior to award, to increase or reduce the principal amount of the Bonds offered for sale. Any such increase or reduction will be made in multiples of $5,000 in any. of the maturities. In the event the principal .amount of the Bonds is increased or reduced, any premium offered or any discount taken by the successful bidder will be increased or reduced by a percentage equal to the percentage by which the principal amount of the Bonds is increased or reduced. Proposals for the Bonds may contain a maturity schedule providing for a combination of serial bonds and term bonds. All term bonds shall be subject to mandatory sinking fund redemption and must conform to the maturity schedule set forth above at a price of par plus accrued interest to the date of redemption. In order to designate term bonds, the proposal must specify "Years of Term Maturities" in the spaces provided on the Proposal Forma BOOK ENTRY SYSTEM The Bonds will be issued by means of a book entry system with no physical distribution of Bonds made to the public. The. Bonds will be issued in fully registered form and. one Bond, . representing the aggregate principal amount of the Bonds maturing in each year, will be registered in the name of Cede & Co. as nominee of The Depository Trust Company ("DTC"), New York, New York, which will act as securities depository of the Bonds. Individual purchases of the Bonds may be made in the principal amount of $5,000 or any multiple thereof of a single maturity through book entries made on the books and records of DTC and its participants. Principal and interest are payable by the registrar to DTC or its nominee as registered owner of the Bonds. Transfer of principal and interest payments to participants of DTC will be the responsibility ' of DTC; transfer of principal and interest payments to beneficial owners by participants will be the responsibility. of such participants and other nominees of beneficial owners. The purchaser, as a condition of delivery of the Bonds, will be required to deposit the Bonds with DTC. REGISTRAR The City will name the registrar that shall be subject to applicable SEC regulations. The City will pay for the services of the registrar. OPTIONAL REDEMPTION The City may elect on February 1, 2014, and on any day thereafter, to prepay Bonds due on or after February 1, 2015. Redemption may be in whole or in part and if in part at the option of the City and in such manner as the City shall determine. If less .than all Bonds of a maturity are called for redemption, .the- City will notify DTC of the particular amount of such maturity to be prepaid. DTC will determine by lot the amount of each participant's interest in such maturity to be redeemed and each. participant will then select by lot the beneficial ownership interests in such maturity to be redeemed. All prepayments shall be at a price of par plus accrued interest.. SECURITY AND PURPOSE • The Bonds. will be general obligations of the City for which the City will pledge its full faith and credit and power to levy direct general ad valorem taxes. In addition the City will pledge net -ii- a revenues of the City's municipal water. system. The proceeds will be used to advance refund (i) the February 1, 2007 through February 1, 2011 maturities of the City's :General Obligation Water Revenue Bonds, Series 1995D, dated June 1, 1995; and (ii) the February 1, 2007 through February 1, 2016 maturities of the City's General Obligation Water Revenue Bonds, Series 1996A, dated November 1, 1996. TYPE OF PROPOSALS Proposals shall be for not less than $10,009,280 and accrued interest on .the total principal amount of the Bonds. Proposals shall be accompanied by a Good Faith Deposit ("Deposit") in the form of a certified or cashier's check or a Financial Surety Bond in the amount of $100,900, payable to the order of the City. If a check is used, it must accompany the proposal. If a Financial Surety Bond is used, it must be from an insurance company licensed to issue such a bond in the State of Minnesota and preapproved by the City. Such bond must be submitted to Springsted Incorporated prior to the opening of the proposals. The Financial Surety Bond must identify each underwriter whose Deposit is guaranteed by such Financial Surety Bond. If the Bonds are awarded to an underwriter using a Financial Surety Bond, then that purchaser is required to submit its Deposit to Springsted Incorporated in the form of a certified or cashier's check or wire transfer as instructed by Springsted Incorporated not later than 3:30 P.M., Central Time, on the next business day following the award. If such. Deposit is not received by that time, the Financial Surety Bond may be drawn by the City to satisfy the Deposit requirement. The Deposit received from the purchaser, the amount of which will be deducted at settlement and no interest will accrue to the purchaser, will be deposited by the City. In the event the purchaser fails to comply with the accepted proposal, said amount will be retained by the City. No proposal can be withdrawn. or amended after the time set for receiving proposals unless the meeting of the City scheduled for award of the Bonds is adjourned, recessed, or continued to another date without award of the Bonds having been made. Rates shall be in integral multiples of 5/100 or 1/8 of 1%. Rates must be in level or ascending order. Bonds of the same maturity shall bear a single rate from the date of the Bonds to the date of maturity. No conditional proposals will be accepted. AWARD. The Bonds will be awarded on the basis of the lowest interest rate to be determined on a true interest cost. (TIC) basis. The City's computation of the interest rate of each proposal, in accordance with customary practice, will be controlling. The City will reserve the right to: (i) waive non-substantive informalities of any proposal or of matters relating to the receipt of proposals and award of the Bonds, (ii) reject all proposals without cause, and (iii) reject any proposal that the City determines to have failed to comply with the terms herein. BOND INSURANCE AT PURCHASER'S OPTION If the Bonds qualify .for issuance of any policy of municipal bond insurance or commitment therefor at the .option of the underwriter, the purchase of any -such insurance policy or the issuance of any such commitment shall be at the sole option and expense of the purchaser of the Bonds. Any increased costs of issuance of the Bonds resulting from such purchase of insurance shall be paid by the purchaser, except that, if the City has requested and received a rating on the Bonds from a rating agency,. the City will pay that rating fee. .Any other rating agency fees shall be the responsibility of the purchaser. Failure of the municipal bond insurer to issue the policy after Bonds have been awarded to the purchaser shall not constitute cause for failure or refusal by the purchaser to accept delivery on • the Bonds. - iii - 4 CUSIP NUMBERS If the Bonds qualify for assignment of CUSIP numbers such. numbers will be printed on the Bonds, but neither the failure to print such numbers on any Bond nor any error with respect thereto will constitute cause for failure or refusal by the purchaser to accept delivery of the Bonds. The CUSIP Service Bureau charge for the assignment of CUSIP identification numbers shall be paid by the purchaser. SETTLEMENT Within 40 days following the date of their award, the Bonds will be delivered without cost to the purchaser through DTC in New York, New York. Delivery will be subject to receipt by the purchaser of an approving legal opinion of Dorsey & Whitney LLP of Minneapolis, Minnesota, and of customary closing papers, including a no-litigation certificate. On the date of settlement, payment for the Bonds shall be made in federal, or equivalent, funds that shall be received at the offices of the City or its designee not later than 12:00 Noon, Central Time.. Unless compliance with the terms of payment for the Bonds has been made impossible by action of the City, or its agents, the purchaser shall be liable to the City for any loss suffered by the City by reason of the purchaser's non-compliance with said terms for payment. CONTINUING. DISCLOSURE In accordance with SEC Rule 15c2-12(b)(5), the City will undertake, pursuant to the resolution awarding sale of the Bond, to provide annual reports and notices of certain events. A description of this undertaking is set forth in the Official Statement. The purchaser's obligation to purchase the Bonds will be conditioned upon receiving evidence of this undertaking at or prior to delivery of the Bonds. OFFICIAL STATEMENT The City has authorized the preparation of an Official Statement containing pertinent information relative to the Bonds, and said Official Statement will serve as a nearly final Official Statement within the meaning of Rule 15c2-12 of the Securities and Exchange Commission. For copies of the Official Statement or for any additional information prior to sale, any prospective purchaser is referred to the Financial Advisor to the City, Springsted Incorporated, 85 East Seventh Place, Suite 100, Saint Paul, Minnesota 55101, telephone (651) 223-3000. The Official Statement,. when further supplemented by an addendum or addenda specifying the maturity dates, principal .amounts and interest rates of the Bonds, together with any other information required by law, shall constitute a "Final Official Statement" of the City with respect to the Bonds, as that term is defined in Rule 15c2-12. By awarding the Bonds to any underwriter or underwriting syndicate submitting. a proposal therefor, the City agrees that, no more than seven business days after the date of such award, it shall provide without cost to the senior managing underwriter of the syndicate to which the Bonds are awarded 250 copies of the Official Statement and the addendum or addenda described above. The City designates the senior managing underwriter of the syndicate to which the Bonds are awarded as its agent for purposes of distributing copies of the Final Official Statement to each Participating. Underwriter. Any underwriter delivering a proposal with respect to. the Bonds agrees thereby that if its proposal: is accepted by the City (i) it shall accept such designation and (ii) it shall enter into a contractual relationship with all Participating Underwriters of the Bonds for purposes of assuring the receipt by each such Participating Underwriter of the Final Official Statement. Dated October 1, 2004 BY ORDER OF THE CITY COUNCIL /s/ Charlene Friedges City Clerk -iv-