HomeMy WebLinkAbout2014-107 Council ResolutionRESOLUTION NO. 14-107
RESOLUTION PROVIDING FOR THE ISSUANCE AND SALE
OF GENERAL OBLIGATION BONDS, SERIES 2014A, IN THE
PROPOSED PRINCIPAL AMOUNT OF $2,645,000
BE IT RESOLVED By the City Council of the City of Lino Lakes, Anoka County, Minnesota
(the "City") as follows:
1. Improvement Bonds.
(a) Certain assessable public improvements, including the extension of sanitary
sewer, water, storm sewer facilities and ponds, street, trail and signal improvements known as the
21' Avenue Improvements and the bituminous paving, sanitary sewer, water main, street, storm
sewer, and sidewalk improvements known as the Northpointe Improvements (collectively, the
"Assessable Improvements"), have been duly ordered pursuant to the provisions of the home rule
charter of the City (the "City Charter") and Minnesota Statutes, Chapters 429 and 475, as
amended (collectively, the "Improvement Act").
(b) The costs of the Assessable Improvements will be 100% assessed against the
owners of benefitted properties.
(c) The City has determined to issue its general obligation bonds in the proposed
principal amount of $1,510,000 (the "Improvement Bonds"), pursuant to the City Charter and the
Improvement Act, to provide financing for the Assessable Improvements.
2. Water Revenue Bonds.
(a) The City engineer has recommended the construction of various improvements to
the City's water system, including the construction of a new well and well house (the "Utility
Improvements"), pursuant to Minnesota Statutes, Chapters 444 and 475, as amended
(collectively, the "Utility Revenue Act").
(b) The City has determined to issue its general obligation bonds in the proposed
principal amount of $1,135,000 (the "Water Revenue Bonds"), pursuant to the Utility Revenue
Act, to provide financing for the Utility Improvements.
3. Sale of Bonds.
(a) It is necessary and expedient to the sound fmancial management of the affairs of
the City to issue its General Obligation Bonds, Series 2014A (the `Bonds"), in the proposed
aggregate principal amount of $2,645,000, pursuant to the Improvement Act and the Utility
Revenue Act (collectively, the "Act") to provide financing for the Assessable Improvements and
the Utility Improvements. The Bonds will be issued, sold, and delivered in accordance with the
Terms of Proposal attached hereto as EXHIBIT A (the "Terms of Proposal").
(b) The City is authorized by Section 475.60, subdivision 2(9) of the Act to negotiate
the sale of the Bonds, it being determined that the City has retained an independent financial
advisor in connection with such sale.
449984v1 JAE LN140-113
2
4. Authority of Municipal Advisor. Springsted Incorporated is authorized and directed to
negotiate the Bonds on behalf of the City in accordance with the Terms of Proposal. The City Council
will meet at 6:30 P.M. on Monday, October 27, 2014, to consider proposals on the Bonds and take any
other appropriate action with respect to the Bonds.
5. Authority of Bond Counsel. The law firm of Kennedy & Graven, Chartered, as bond
counsel for the City, is authorized to act as bond counsel and to assist in the preparation and review of
necessary documents, certificates and instruments relating to the Bonds. The officers, employees and
agents of the City are hereby authorized to assist Kennedy & Graven, Chartered in the preparation of such
documents, certificates, and instruments.
6. Covenants. In the resolution awarding the sale of the Bonds the City Council will set
forth the covenants and undertakings required by the Act.
7. Official Statement. In connection with the sale of the Bonds, the officers or employees of
the City are authorized and directed to cooperate with Springsted Incorporated and participate in the
preparation of an official statement for the Bonds and to execute and deliver it on behalf of the City upon
its completion.
449984v1 JAE LN140-113
(The remainder of this page is intentionally left blank.)
3
Adopted by the Council of the City of Lino Lakes this 22' day of September, 2014.
The motion for the adoption of the foregoing resolution was introduced by Council Member Roeser and was
duly seconded by Council Member Kusterman and upon vote being taken thereon, the following voted in
favor thereof:
Roeser, Kusterman, Rafferty, Stoesz, Reinert
The following voted against same:
none
ATTEST:
a ne Bartell, City Cl: rk
449984v1 JAE LN140-113
4
Extract of Minutes of Meeting
of the City Council of the City
of Lino Lakes, Anoka County, Minnesota
Pursuant to due call and notice thereof a regular meeting of the City Council of the City of Lino
Lakes, Anoka County, Minnesota, was held at the City Hall in the City on Monday, September 22, 2014,
commencing at 6:30 P.M.
The following members of the Council were present:
Roeser, Kusterman, Rafferty, Stoesz, Reinert
and the following were absent:
none
***
Member Roeser introduced the following written resolution, the reading of which was
dispensed with by unanimous consent, and moved its adoption:
449984v1 JAE LN140-113
RESOLUTION NO. 1 4 —1 0 7
RESOLUTION PROVIDING FOR THE ISSUANCE AND SALE
OF GENERAL OBLIGATION BONDS, SERIES 2014A, IN THE
PROPOSED PRINCIPAL AMOUNT OF $2,645,000
BE IT RESOLVED By the City Council of the City of Lino Lakes, Anoka County, Minnesota
(the "City") as follows:
1. Improvement Bonds.
(a) Certain assessable public improvements, including the extension of sanitary
sewer, water, storm sewer facilities and ponds, street, trail and signal improvements known as the
21st Avenue Improvements and the bituminous paving, sanitary sewer, water main, street, storm
sewer, and sidewalk improvements known as the Northpointe Improvements (collectively, the
"Assessable Improvements"), have been duly ordered pursuant to the provisions of the home rule
charter of the City (the "City Charter") and Minnesota Statutes, Chapters 429 and 475, as
amended (collectively, the "Improvement Act").
(b) The costs of the Assessable Improvements will be 100% assessed against the
owners of benefitted properties.
(c) The City has determined to issue its general obligation bonds in the proposed
principal amount of $1,510,000 (the "Improvement Bonds"), pursuant to the City Charter and the
Improvement Act, to provide financing for the Assessable Improvements.
2. Water Revenue Bonds.
(a) The City engineer has recommended the construction of various improvements to
the City's water system, including the construction of a new well and well house (the "Utility
Improvements"), pursuant to Minnesota Statutes, Chapters 444 and 475, as amended
(collectively, the "Utility Revenue Act").
(b) The City has determined to issue its general obligation bonds in the proposed
principal amount of $1,135,000 (the "Water Revenue Bonds"), pursuant to the Utility Revenue
Act, to provide financing for the Utility Improvements.
3. Sale of Bonds.
(a) It is necessary and expedient to the sound financial management of the affairs of
the City to issue its General Obligation Bonds, Series 2014A (the "Bonds"), in the proposed
aggregate principal amount of $2,645,000, pursuant to the Improvement Act and the Utility
Revenue Act (collectively, the "Act") to provide financing for the Assessable Improvements and
the Utility Improvements. The Bonds will be issued, sold, and delivered in accordance with the
Terms of Proposal attached hereto as EXHIBIT A (the "Terms of Proposal").
(b) The City is authorized by Section 475.60, subdivision 2(9) of the Act to negotiate
the sale of the Bonds, it being determined that the City has retained an independent financial
�._ advisor in connection with such sale.
449984v1 JAE LN140-113
2
4. Authority of Municipal Advisor. Springsted Incorporated is authorized and directed to
negotiate the Bonds on behalf of the City in accordance with the Terms of Proposal. The City Council
will meet at 6:30 P.M. on Monday, October 27, 2014, to consider proposals on the Bonds and take any
other appropriate action with respect to the Bonds.
5. Authority of Bond Counsel. The law firm of Kennedy & Graven, Chartered, as bond
counsel for the City, is authorized to act as bond counsel and to assist in the preparation and review of
necessary documents, certificates and instruments relating to the Bonds. The officers, employees and
agents of the City are hereby authorized to assist Kennedy & Graven, Chartered in the preparation of such
documents, certificates, and instruments.
6. Covenants. In the resolution awarding the sale of the Bonds the City Council will set
forth the covenants and undertakings required by the Act.
7. Official Statement. In connection with the sale of the Bonds, the officers or employees of
the City are authorized and directed to cooperate with Springsted Incorporated and participate in the
preparation of an official statement for the Bonds and to execute and deliver it on behalf of the City upon
its completion.
449984v1 JAE LN140-113
(The remainder of this page is intentionally left blank.)
3
The motion for the adoption of the foregoing resolution was duly seconded by Councilmember
Kusterman and upon vote being taken thereon the following members voted in favor of the motion:
Roeser, Kusterman, Rafferty, Stoesz, Reinert
and the following voted against:
none
whereupon the resolution was declared duly passed and adopted.
449984v1 JAE LN140-113
4
EXHIBIT A
THE CITY HAS AUTHORIZED SPRINGSTED INCORPORATED TO NEGOTIATE THIS
ISSUE ON ITS BEHALF. PROPOSALS WILL BE RECEIVED ON THE FOLLOWING BASIS:
TERMS OF PROPOSAL
$2,645,000*
CITY OF LINO LAKES, MINNESOTA
GENERAL OBLIGATION BONDS, SERIES 2014A
(BOOK ENTRY ONLY)
Proposals for the Bonds and the Good Faith Deposit ("Deposit") will be received on Monday,
October 27, 2014, until 10:30 A.M., Central Time, at the offices of Springsted Incorporated,
380 Jackson Street, Suite 300, Saint Paul, Minnesota, after which time proposals will be opened and
tabulated. Consideration for award of the Bonds will be by the City Council at 6:30 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 specified 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 Bidding. 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 Bidding. Notice is hereby given that electronic proposals will be received via PARITY®.
For purposes of the electronic bidding process, the time as maintained by PARITY® shall constitute the
official time with respect to all proposals submitted to PARITY®. Each bidder shall be solely responsible
for making necessary arrangements to access PARITY® for purposes of submitting its electronic proposal
in a timely manner and in compliance with the requirements of the Terms of proposal. Neither the City,
its agents nor PARITY® 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, 2nd Floor, New York, New York 10018
Customer Support: (212) 849-5000
Preliminary; subject to change.
A-1
DETAILS OF THE BONDS
The Bonds will be dated as of the date of delivery and will bear interest payable on February 1 and
August 1 of each year, commencing August 1, 2015. Interest will be computed on the basis of a 360 -day
year of twelve 30 -day months.
The Bonds will mature February 1 in the years and amounts* as follows:
2016 $105,000
2017 $370,000
2018 $370,000
*
2019 $380,000
2020 $380,000
2021 $390,000
2022 $150,000
2023 $150,000
2024 $155,000
2025 $160,000
2026 $ 35,000
The City reserves the right, after proposals are opened and prior to award, to increase or reduce the principal
amount of the Bonds or the amount of any maturity in multiples of $5,000. In the event the amount of any
maturity is modified, the aggregate purchase price will be adjusted to result in the same gross spread per
$1, 000 of Bonds as that of the original proposal. Gross spread is the differential between the price paid to the
City for the new issue and the prices at which the securities are initially offered to the investing public.
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 at a price of par plus
accrued interest to the date of redemption scheduled to conform to the maturity schedule set forth above.
In order to designate term bonds, the proposal must specify "Years of Term Maturities" in the spaces
provided on the proposal form.
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 which 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, 2023, and on any day thereafter, to prepay Bonds due on or after
February 1, 2024. 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.
A-2
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 special assessments
against benefited properties and net revenues of the City's water utility. The proceeds will be used to
finance various street and utility improvements within the City and improvements to the City's water
system, including construction of a new well and well house.
BIDDING PARAMETERS
Proposals shall be for not less than $2,618,550 plus accrued interest, if any, on the total principal amount
of the Bonds. 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 1/100 or 1/8 of
1%. The initial price to the public for each maturity must be 98.0% or greater. 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.
GOOD FAITH DEPOSIT
Proposals, regardless of method of submission, shall be accompanied by a Deposit in the amount of
$26,450, in the form of a certified or cashier's check, a wire transfer, or Financial Surety Bond and
delivered to Springsted Incorporated prior to the time proposals will be opened. Each bidder shall be
solely responsible for the timely delivery of their Deposit whether by check, wire transfer or Financial
Surety Bond. Neither the City nor Springsted Incorporated have any liability for delays in the
transmission of the Deposit.
Any Deposit made by certified or cashier's check should be made payable to the City and delivered to
Springsted Incorporated, 380 Jackson Street, Suite 300, St. Paul, Minnesota 55101.
Any Deposit sent via wire transfer should be sent to Springsted Incorporated as the City's agent
according to the following instructions:
Wells Fargo Bank, N.A., San Francisco, CA 94104
ABA #121000248
for credit to Springsted Incorporated, Account #635-5007954
Ref: Lino Lakes, MN Series 2014A Good Faith Deposit
Contemporaneously with such wire transfer, the bidder shall send an e-mail to
bond_services@springsted.com, including the following information; (i) indication that a wire transfer
has been made (including the fed reference number and time released), (ii) the amount of the wire
transfer, (iii) the issue to which it applies, and (iv) the return wire instructions if such bidder is not
awarded the Bonds.
Any Deposit made by the successful bidder by check or wire transfer will be delivered to the City
following the award of the Bonds. Any Deposit made by check or wire transfer by an unsuccessful bidder
will be returned to such bidder following City action relative to an award of the Bonds.
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 pre -approved 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 underwriter is required to submit its Deposit to the
City in the form of a certified or cashier's check or wire transfer as instructed by Springsted Incorporated
A-3
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, will be
deposited by the City and no interest will accrue to the purchaser. In the event the purchaser fails to
comply with the accepted proposal, said amount will be retained by the City.
AWARD
The Bonds will be awarded on the basis of the lowest interest rate to be determined on a true interest cost
(TIC) basis calculated on the proposal prior to any adjustment made by the City. 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
The City has not applied for or pre -approved a commitment for any policy of municipal bond insurance
with respect to the Bonds. If the Bonds qualify for municipal bond insurance and a bidder desires to
purchase a policy, such indication, the maturities to be insured, and the name of the desired insurer must
be set forth on the bidder's proposal. The City specifically reserves the right to reject any bid specifying
municipal bond insurance, even though such bid may result in the lowest TIC to the City. All costs
associated with the issuance and administration of such policy and associated ratings and expenses (other
than any independent rating requested by the City) shall be paid by the successful bidder. Failure of the
municipal bond insurer to issue the policy after the award of the Bonds shall not constitute cause for
failure or refusal by the successful bidder to accept delivery of the Bonds.
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
On or about November 20, 2014, 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 Kennedy & Graven, Chartered 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.
A-4
CONTINUING DISCLOSURE
In accordance with SEC Rule 15c2 -12(b)(5), the City will undertake, pursuant to the resolution awarding
sale of the Bonds, 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 a Preliminary Official Statement containing pertinent
information relative to the Bonds, and said Preliminary 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 Preliminary Official Statement or for any additional information prior to sale, any
prospective purchaser is referred to the Municipal Advisor to the City, Springsted Incorporated, 380
Jackson Street, Suite 300, Saint Paul, Minnesota 55101, telephone (651) 223-3000.
A Final Official Statement (as that term is defined in Rule 15c2-12) will be prepared, specifying the
maturity dates, principal amounts and interest rates of the Bonds, together with any other information
required by law. By awarding the Bonds to an underwriter or underwriting syndicate, the City agrees
that, no more than seven business days after the date of such award, it shall provide without cost to the
sole underwriter or to the senior managing underwriter of the syndicate (the "Underwriter" for purposes
of this paragraph) to which the Bonds are awarded up to 25 copies of the Final Official Statement. The
City designates the 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. Such Underwriter
agrees that if its proposal is accepted by the City, (i) it shall accept 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 September 22, 2014 BY ORDER OF THE CITY COUNCIL
City Clerk
A-5
/s/ Julie Bartell