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If■■■■1■ll II I f� 1■1111.1. (IIII IIIIIIIII� . . . . .I. I.II IIII II rrrr IIII . M . 1. ��.- - _�� -_��� .�.�� mss_ _°__mss■�rr.-�_�I� � Bi?rs !!11! �2 - -�_ ... __ -, �.�.._.�_�� _� I �� � 1 APPENDIX II 3. Interest on the Bonds (a)is not includable in gross income for federal income tax CONTINUING DISCLOSURE COVENANTS purposes or in taxable net income of individuals, estates or trusts for Minnesota income tax purposes; (b) is includable in taxable income of corporations and financial institutions for In order to permit bidders for the Bonds and other participating underwriters in the purposes of the Minnesota franchise tax; (c)is not an item of tax preference includable in alternative minimum taxable income for purposes of the federal alternative minimum tax primary offering of the Bonds to comply with paragraph(b)(5) of Rule 15c2-12 promulgated by applicable to all taxpayers or the Minnesota alternative minimum tax applicable to individuals, the Securities and Exchange Commission under the Securities Exchange Act of 1934 (as in effect estates and trusts; and (d) is includable in adjusted current earnings of corporations in and interpreted from time to time,the "Rule"), the City will covenant and agree in the Bond determining alternative minimum taxable income for purposes of the federal alternative Resolutions, for the benefit of the Owners (as hereinafter defined)from time to time of any minimum tax imposed on corporations. Bonds which are Outstanding, to provide annual reports of specified information and notice of the occurrence of certain events, if material, as hereinafter described (the "Disclosure 4. The City has designated the Bonds as "qualified tax-exempt obligations" within the r Covenants"). The City is the only"obligated person"in respect of the Bonds within the meaning meaning of Section 265(b)(3) of the Internal Revenue Code of 1986, as amended (the "Code"), of the Rule for purposes of identifying the entities in respect of which continuing disclosure must and, financial institutions described in Section 265(b)(5) of the Code may treat the Bonds for be made. The City has complied in all material respects with any undertaking previously entered purposes of Section 265(b)(2) and 291(e)(1)(B) of the Code as if they were acquired on August 7, into by it under the Rule. 1986. Breach of the Disclosure Covenants will not constitute a default under the Bond The opinions expressed in paragraphs 1 and 2 are subject as to enforceability to the effect Resolutions or the Bonds. A broker or dealer is to consider a known breach of the Disclosure of any state or federal laws relating to bankruptcy, insolvency,reorganization, moratorium or Covenants,however,before recommending the purchase or sale of Bonds in the secondary creditors'rights and the exercise of judicial discretion. market. Thus, a failure on the part of the City to observe the Disclosure Covenants may adversely affect the transferability and liquidity of the Bonds and their market price. The opinions set forth in paragraphs 3 and 4 are subject to the condition that the City comply with all the requirements of the Code that must be satisfied subsequent to the issuance of As used herein, "Owner"or"Bondowner" means,in respect of a Bond, the registered the Bonds in order that interest thereon be, or continue to be,excluded from gross income for holder or holders thereof appearing in the bond register maintained by the Registrar or any federal income tax purposes, and the Bonds be and continue to be qualified tax-exempt "Beneficial Owner" (as hereinafter defined) thereof,if such Beneficial Owner provides to the obligations. The City has covenanted in the resolution authorizing the issuance of the Bonds to Registrar evidence of such beneficial ownership in form and substance reasonably satisfactory to comply with these continuing requirements. Failure of the City to comply with these the Registrar. As used herein, "Beneficial Owner"means, in respect of a Bond, any person or requirements may result in the inclusion of interest on the Bonds in federal gross income and in entity which (i) has the power,directly or indirectly, to vote or consent with respect to,or to Minnesota taxable net income,retroactive to the date of issuance of the Bonds. Except as stated dispose of ownership of, such Bond (including persons or entities holding Bonds through in this opinion, we express no opinion regarding federal, state or other tax consequences to nominees,depositories or other intermediaries), or(b)is treated as the owner of the Bond for owners of the Bonds. federal income tax purposes. We have not been asked, and have not undertaken, to review the accuracy, completeness As used herein, a"Material Fact"is a fact as to which a substantial likelihood exists that a or sufficiency of any offering materials relating to the Bonds,and accordingly, we express no reasonably prudent investor would attach importance thereto in deciding to buy, hold or sell a opinion with respect thereto. Bond or, if not disclosed, would significantly alter the total information otherwise available to an investor from the Official Statement, information disclosed under the Disclosure Covenants or Dated: March , 2001. information generally available to the public. Notwithstanding the foregoing sentence, a ` "Material Fact" is also an event that would be deemed"material" for purposes of the purchase, Very truly yours, holding or sale of a Bond within the meaning of applicable federal securities laws, as interpreted at the time of discovery of the occurrence of the event. i Information To Be Disclosed The City will provide, in the manner set forth under"Manner of Disclosure" below, either directly or indirectly through an agent designated by the City, the following information at the following times: 1-2 II-1 APPENDIX I Annual Information PROPOSED FORM OF LEGAL OPINION As soon as available,but not later than 365 days after the end of each fiscal year of the City, commencing with the fiscal year ending December 31, 2001, the following financial information and operating data(the"Disclosure Information"): D O R S E Y & WHITNEY L L P (A) The audited financial statements of the City for such fiscal year, MINNEAPOLIS accompanied by the audit report and opinion of the accountant or government U IRK SUITE 1500 COSTA MESA 1 NGW YKIC 7U SOUTH $U{TH STIi EC-T nu.l INU. auditor relating thereto, as permitted or required by the laws of the State of SEATTLE FARGO MINNEAPOLIS, MINNESOTA 554U_ 1496 . Minnesota, hich financial statements shall contain balance sheets as of the DENVER 340.2600 ""NG KONG a, TELEPHONE: (G1_) WA.HI N(:TON,D.C. (:BEAT FALLS end of such fiscal year and a statement of operations,changes in fund balances NORTFI P.ICN V1R<:INIA FAX: (612) :340.2868 ROCIIE.STIiR and cash flows for the fiscal year then ended, showing in comparative form UL.MU3N L. www.[1Dr.rylaw.coin .,.(,K YO such figures for the preceding fiscal year of the City, prepared in accordance LONDON DCIN MI..C) VE � ANC'H()ILAC:E VANCOUVER EK with generally accepted accounting principles promulgated by the Financial .ALT LAKE CITY %HANG;TC' Accounting Standards Board as modified in accordance with the governmental BRUSSELS SHANGHAI accounting standards promulgated by the Governmental Accounting Standards Board or as otherwise provided under Minnesota law, as in effect from time to City of St. Anthony time,or,if and to the extent such financial statements have not been prepared St. Anthony,Minnesota in accordance with such generally accepted accounting principles for reasons beyond the reasonable control of the City, noting the discrepancies therefrom and the effect thereof, and certified as to accuracy and completeness in all material respects by the fiscal officer of the City; and (B) To the extent not included in the financial statements referred to in Re: $1,500,000 General Obligation Improvement Bonds, Series 2002A paragraph(A)hereof, information of the type set forth below, which City of St. Anthony, Hennepin and Ramsey Counties,Minnesota information may be unaudited,but is to be certified as to accuracy and Ladies and Gentlemen: completeness in all material respects by the City's financial officer to the best of his or her knowledge, which certification may be based on the reliability of As Bond Counsel in connection with the authorization, issuance and sale by the City of information obtained from governmental or other third party sources: St. Anthony,Hennepin and Ramsey Counties, Minnesota(the "City"), of its General Obligation City Property Values; City Tax Capacity Rates; and City Tax Improvement Bonds, Series 2002A dated, as originally issued, as of March 1, 2001, in the total Levies and Collections principal amount of$1,500,000 (the 'Bonds"), we have examined certified copies of certain proceedings taken, and certain affidavits and certificates furnished,by the City in the Notwithstanding the foregoing paragraph, if the audited financial statements are not authorization, sale and issuance of the Bonds, including the form of the Bonds. As to questions available by the date specified,the City shall provide on or before such date unaudited financial of fact material to our opinion we have assumed the authenticity of and relied upon the statements in the format required for the audited financial statements as part of the Disclosure proceedings, affidavits and certificates furnished to us without undertaking to verify the same by Information and,within 10 days after the receipt thereof,the City shall provide the audited independent investigation. From our examination of such proceedings, affidavits and financial statements. certificates, and based upon laws, regulations,rulings and decisions in effect on the date hereof, it is our opinion that: f Any or all of the Disclosure Information may be incorporated, if it is updated as required 1. The Bonds are valid and binding general obligations of the City enforceable in by the Disclosure Covenants,by reference from other documents, including official statements. accordance with their terms. If the document incorporated by reference is a final official statement, it must be available from 2. The principal of and interest on the Bonds are payable from special assessments the Municipal Securities Rulemaking Board (the"MSRB"). which the City has levied or agreed to levy on the property specially benefited by the If any part of the Disclosure Information can no longer be generated because the improvements financed by the issuance of the Bonds and ad valorem taxes levied on all taxable operations of the City have materially changed or been discontinued, such Disclosure property in the City, and, to any extent not so paid, from additional ad valorem taxes required by Information need no longer be provided if the City includes in the Disclosure Information a law to be levied on all taxable property in the City without limitation of rate or amount. II-2 I-1 General Fund Budget statement to such effect; provided,however, if such operations have been replaced by other City operations in respect of which data is not included in the Disclosure Information and the City Bud-get d-g 2002 determines that certain specified data regarding such replacement operations would be a Material Budget Fact, then, from and after such determination, the Disclosure Information shall include such Revenues: Property Taxes and Homestead Credit $1,766,475 $2,210,467 additional specified data regarding the replacement operations. Licenses and Permits 110,050 122,700 If the Disclosure Information is changed or the Disclosure Covenants are amended as Intergovernmental Revenue(a) 1,301,200 942,545 permitted by the Bond Resolution, then the City is to include in the next Disclosure Information Charges for Services 100,000 105,000 to be delivered under the Disclosure Covenants, to the extent necessary, an explanation of the Miscellaneous 142,150 145,788 Transfers 100.000 _ 100,000 reasons for the amendment and the effect of any change in the type of financial information or ' operating data provided. Total Revenues $3,519,875 $3,626,500 Expenditures: Certain Material Events General Government $ 915,100 $ 837,600 In a timely anner, notice of the occurrence of an of the following events which is a Police(b) Y Y g 1,474,800 1,580,400 Material Fact(the "Material Events") : Fire 527,975 555,900 Public Works 496,900 543,400 Parks 105.100 109.200 (1) Principal and interest payment delinquencies; (2) Non-payment related defaults; Total Expenditures $3,519,875 $3,626,500 (3) Unscheduled draws on debt service reserves reflecting financial difficulties; (a) Includes revenues from Lauderdale/Falcon Heights police contracts. (4) Unscheduled draws on credit enhancements reflecting financial (b) Includes Lauderdale/Falcon Heights Police contract expenses. difficulties; (5) Substitution of credit or liquidity providers, or their failure to perform; Employee Pensions (6) Adverse tax opinions or events affecting the tax-exempt status of the security; All full-time and certain part-time employees of the City of St. Anthony are covered by defined (7) Modifications to rights of security holders; benefit pension plans administered by the Public Employees Retirement Association of (8) Bond calls; Minnesota (PERA). The PERA administers the Public Employees Retirement Fund (PERF) and (9) Defeasances; the Public Employees Police and Fire Fund (PEPFF) which are cost-sharing multiple-employer (10) Release, substitution, or sale of property securing repayment of the public employee retirement plans. PERF members belong to either the Coordinated Plan or the securities; and Basic Plan. Coordinated members are covered by Social Security and Basic members are not. All new members must participate in the Coordinated Plan. All police officers, fire fighters and (11) Rating changes. peace officers who qualify for membership by statute are covered by the PEPFF. The City's contributions for employees covered by PERA for the year ended December 31, 2000, 1999 Certain Other Information and 1998 were $199,050, $218,135, and $204,546, respectively. In a timely manner, notice of the occurrence of any of the following events or conditions: The St. Anthony Firefighters Relief Association is the administrator of a single employer retirement system established to provide pension and other benefits to its membership in (A) the failure of the City to provide the Disclosure Information at the accordance with Minnesota Statutes. The Association maintains a separate Special Fund to time specified under"Annual Information" above; accumulate assets to fund the retirement benefits earned by its membership. Funding of the Association is derived primarily from an insurance premium tax in accordance with the Volunteer Firefighter's Relief Association Financing Guidelines Act of 1971. (B) the amendment or supplementing of the Disclosure Covenants pursuant to the Bond Resolution, together with a copy of such amendment or supplement and any explanation provided by the City under the Disclosure Covenants; (C) the termination of the obligations of the City under the Disclosure Covenants pursuant to the Bond Resolution; - 18 - I I-3 (D) any change in the accounting principles pursuant to which the GOVERNMENTAL ORGANIZATION AND SERVICES financial statements constituting a portion of the Disclosure Information [or the audited financial statements, if any, furnished pursuant to the Disclosure The City has been a municipal corporation since 1946 and is a statutory City operating under Covenants] are prepared; and the council-manager plan. The City Council is comprised of the Mayor and four Council members, all elected at large. The current Council members are: (E) any change in the fiscal year of the City. Expiration of Term Manner of Disclosure ' Randy Hodson Mayor December 31, 2003 The City agrees to deliver the information described under"Information To Be Jerome Faust Member December 31, 2003 Richard Horst Member December 31, 2003 Disclosed"above to the following entities by telecopy, overnight delivery, mail or other means, ` Amy Sparks Member December 31, 2003 as appropriate: Brian Thuesen Member December 31, 2005 (1) the information described under"Annual Information" above,to each then nationally The City Manager, Mr. Michael Mornson, is responsible for the daily administration and recognized municipal securities information repository under the Rule and to any state operating function of the City and implementation of Council directives. The Finance Director, information depository then designated or operated by the State of Minnesota as contemplated by Mr. Roger Larson, Sr., is responsible for maintaining the records and accounts of the City's the Rule (the "State Depository"), if any; operations. The City has a total of 57 full-time employees. The City Clerk is Connie Kroeplin. (2) the information described under"Certain Material Events" and "Certain Other City Services Information" above, to the Municipal Securities Rulemalung Board and to the State Depository, if any; and Protective services are provided by the City through 18 police officers, 7 full-time firefighters, and 23 volunteer firefighters. The City also provides police services to the cities of Lauderdale (3) the information described under"Information To Be Disclosed"to any rating agency and Falcon Heights through contract agreement. then maintaining a rating of the Bonds and, at the expense of such Bondholder, to any St. Anthony's water system is supplied by three wells and has two storage facilities with total Bondholder who requests in writing such information, at the time of transmission under clauses capacity of 2,250,000 gallons. (1)or(2) above, as the case may be, or,if such information is transmitted with a subsequent time of release, at the time such information is to be released. Interceptor sewer lines and wastewater treatment plants in the seven-county metropolitan area, of which the City is a part, are under the jurisdiction of the Metropolitan Council Environmental Terns Services ("MCES"). MCES finances its operations through user charges based on usage. The City is responsible for the construction and maintenance of sewer laterals. The Disclosure Covenants shall remain in effect until all Bonds have been paid or The City owns and operates two municipal liquor stores: one with on- and off-sale and one off- defeased under the Bond Resolutions. Notwithstanding the preceding sentence, however, the sale warehouse. The Liquor Fund transfers $100,000 to the General Fund annually. Disclosure Covenants shall terminate and be without further effect as of any date on which the City delivers to the Registrar an opinion of Bond Counsel to the effect that,because of legislative action or final judicial or administrative actions or proceedings, the failure of the City to comply with the Disclosure Covenants will not cause participating underwriters in the primary offering of the Bonds to be in violation of the Rule or other applicable requirements of the Securities Exchange Act of 1934, as amended, or any statutes or laws successory thereto or amendatory thereof. Amendments; Interpretation The Disclosure Covenants (and the form and requirements of the Disclosure Information) may be amended or supplemented by the City from time to time, without notice to or the consent of the Owners of any Bonds,by a resolution of the governing body of the City filed with the Registrar accompanied by an opinion of Bond Counsel, who may rely on certificates of the City and others and the opinion may be subject to customary qualifications, to the effect that: (i) such amendment or supplement(a) is made in connection with a change in circumstances that arises from a change in law or regulation or a change in the identity, nature or status of the City or the II-4 - 17 - Labor Force Data type of operations conducted by the City, or(b)is required by, or better complies with, the December 2001 December 2000 provisions of paragraph (b)(5)of the Rule; (ii) the Disclosure Covenants as so amended or Civilian Unemployment Civilian Unemployment supplemented would have complied with the requirements of paragraph (b)(5) of the Rule at the Labor Force Rate Labor Force Rate time of the primary offering of the Bonds, giving effect to any change in circumstances applicable under clause (i)(a) and assuming that the Rule as in effect and interpreted at the time Hennepin County 674,654 3.3% 667,280 2.0% of the amendment or supplement was in effect at the time of the primary offering; and (iii) such Ramsey County 288,758 3.2 286,413 2.1 amendment or supplement does not materially impair the interests of the Bondowners under the St. Paul MSA 1,768,014 3.4 1,751,629 2.1 State of Minnesota 2,809,944 3.7 2,773,643 2.8 Rule. If the Disclosure Information is so amended, the City agrees to provide, State contemporaneously with the effectiveness of such amendment, an explanation of the reasons for Source: Minnesota Department of Economic Security. 2001 data are preliminary. the amendment and the effect,if any, of the change in the type of financial information or operating data being provided hereunder. Summary of City Building Permits The Disclosure Covenants are to be construed so as to satisfy the requirements of New paragraph (b)(5) of the Rule. Total Permits Commercial/Industrial Single Family Year Number Value Number Value Number Value Default; Remedies 2001 313 $ 6,000,195 29 $3,336,270 0 -0- If the City fails to comply with any of the Disclosure Covenants, any person aggrieved 2000 314 4,396,650 32 1,319,550 6 $1,036,000 thereby, including the Owners of any Outstanding Bonds, may take whatever action at law or in 1999 414 4,475,575 19 1,658,825 0 -0- equity may appear necessary or appropriate to enforce performance and observance of any such 1998 256 5,761,050 28 4,589,250 8 1,171,800 covenant. Direct, indirect, consequential and punitive damages shall not be recoverable, - 1997 302 9,953,478 57 6,453,578 0 1996 226 10,496,600 45 8,542,400' 6 900,000 however, for any default thereunder to the extent permitted by law. In no event shall a default 1995 205 2,764,940 56 1,745,140 2 1,099,800 under the Disclosure Covenants constitute a default under the Bonds or under any other provision 1994 222 1,635,000 31 539,500 2 1,046,500 of the Bond Resolutions. 1993 258 2,365,280 47 1,388,480 1 976,800 1992 229 2,445,015 10 878,400 8 190,000 Commercial development figures include several large building permits: $411,500 for Apache Commons, $432,100 for an Unocal station, and$3,019,800 Cub Foods at Apache Plaza. In addition, permits in the amount of$1,043,500 were issued for remodeling and repairing the middle/high school and the middle/high school library. The City was issued a permit in the amount of$3,000,000 for - building the new city hall/community center complex. The City continues to progressively move ahead with the redevelopment of Apache Plaza, a 1960s shopping center that has been under study and preliminary redevelopment for several years. Recently, Pratt/Ordway Properties was selected as the developer. The preliminary redevelopment plan includes possible townhomes, villas, multi-family housing, retail space and a Main Street Village atmosphere. Education Independent School District 282 ("ISD 282") is headquartered in the City. The City constitutes 82.5% of ISD 282's valuation. ISD 282 has a 2001/02 enrollment of approximately 1,510 in kindergarten through grade 12 and employs a total staff of approximately 248, of whom 121 are teachers and administrators. Parochial education is available at St. Charles Borromeo School, which has approximately 380 students in kindergarten through grade eight. - 16 - I I-5 Current Value of City Investments at December 31, 2001 Total Booked at Cost $8,957,099.04 Change in Valuation (5,901.68) Current Valuation $8,951,197.36' ' The amount listed is the value of the assets as of December 31,2001. It is a policy of the City of St.Anthony to hold all its investments until maturity unless capital gains can be realized by the sale of the investment. GENERAL INFORMATION CONCERNING THE CITY The City of St. Anthony is located in Hennepin and Ramsey Counties, immediately north of the City of Minneapolis. The City encompasses an area of 1,600 acres or approximately 3 square miles. Historical population figures for the City are shown below. Percent U.S. Census Population Increase/(Decrease) (This page was left blank intentionally.) 1970 9,239 82%' 1980 7,981 (14%) 1990 7,727 (3%) 2000 8,012 4% Represents increase in population from 1960 to 1970. Employment The City is centrally located within the Minneapolis/St. Paul metropolitan area which provides City residents with easy access to employment opportunities throughout the metropolitan area. Some of the larger employers within the City limits are: Approximate Number Employer Product/Service of Employees y Independent School District 282 Education 248 St. Anthony Health Center 150-Bed Nursing Home 240 Apache Plaza Mall Shopping Center 115 Herbergers Merchandise Sales 90 Source: 2002 survey of individual employers. St. Anthony's industrial park has approximately 25 small or medium-sized businesses, each with employment ranging up to 50 employees. - 15 - APPENDIX III FUNDS ON HAND SUMMARY OF TAX LEVIES, PAYMENT PROVISIONS, AND As of December 31, 2001 MINNESOTA REAL PROPERTY VALUATION (effective through payable 2002) Fund Cash and Investments Following is a summary of certain statutory provisions effective through 2001 relative to tax levy General $ 1,058,579 procedures, tax payment and credit procedures, and the mechanics of real property valuation. Special Revenue 198,216 The summary does not purport to be inclusive of all such provisions or of the specific provisions HRA Fund 911,437 discussed, and is qualified by reference to the complete text of applicable statutes, rules and Capital Equipment (7,980) regulations of the State of Minnesota. Debt Service: Taxes and Special Assessments 987,328 Tax Increment 282,809 Property Valuations (Chapter 273, Minnesota Statutes) Capital Projects 84,263 Community Center 36,352 Assessor's Estimated Market Value. Each parcel of real property subject to taxation must, by Enterprise 6,533,798 statute, be appraised at least once every four years as of January 2 of the year of appraisal. Miscellaneous 155,753 With certain exceptions, all property is valued at its market value which is the value the assessor determines to be the price the property to be fairly worth, and which is referred to as Total $10,240,555 the "Estimated Market Value." Limitation of Market Value Increases. Effective through assessment year 2002, the amount of increase in market value for all property classified as agricultural homestead or non-homestead, INVESTMENTS residential homestead or non-homestead, or non-commercial seasonal recreational residential, which is entered by the assessor in the current assessment year, may not exceed the greater of (i) 10.0% of the value in the preceding assessment or (ii) 15% of the difference between the The City's current investments are in accordance with Minnesota State Statutes compliance current assessment and the preceding assessment. requirements sections 118.01, 471.56 and 475.66. In addition, the City has an investment policy for Mortgage Backed Securities which does not permit the City to invest in the following Indicated Market Value. Because the Estimated Market Value as determined by an assessor high risk securities (as defined in Minnesota Statutes, Chapter 475.66, Subdivision 5): may not represent the price of real property in the marketplace, the "Indicated Market Value" is generally regarded as more representative of full value. The Indicated Market Value is 1. Interest-only or Principal-only backed securities. determined by dividing the Estimated Market Value of a given year by the same year's sales ratio determined by the State Department of Revenue. The sales ratio represents the overall 2. Any mortgage derivative security that: relationship between the Estimated Market Value of property within the taxing unit and actual selling price. a. has an expected average life greater than ten years; Net Tax Capacity. The Net Tax Capacity is the value upon which net taxes are levied, b. has an expected average life which will extend more than four years as the result of extended and collected. The Net Tax Capacity is computed by applying the class rate an immediate and parallel shift in the yield curve of plus 300 basis; percentages specific to each type of property classification against the Estimated Market Value. Class rate percentages vary depending on the type of property as shown on the last page of c. has an expected average life which will shorten by more than six years as the result this Appendix. The formulas and class rates for converting Estimated Market Value to Net Tax of an immediate and sustained parallel shift in the yield curve of minus 300 basis Capacity represent a basic element of the State's property tax relief system and are subject to points; annual revisions by the State Legislature. d. will have an estimated change in price of more than 17 percent, as the result of an Property taxes are determined by multiplying the Net Tax Capacity by the tax capacity rate, immediate and sustained parallel shift in the yield curve of plus or minus 300 basis expressed as a percentage. points. Investment firms are required to repurchase any and all securities which do not comply with Property Tax Payments and Delinquencies Minnesota State Statutes, Sections 118.01, 471.56 and 475.66, or the City's investment policy (Chapters 275, 276, 277, 279-282 and 549, Minnesota Statutes) with regard to high risk, at full face value of the purchase price. Ad valorem property taxes levied by local governments in Minnesota are extended and collected by the various counties within the State. Each taxing jurisdiction is required to certify the annual tax levy to the county auditor within five (5) working days after December 20 of the year preceding the collection year. A listing of property taxes due is prepared by the county auditor and turned over to the county treasurer on or before the first business day in March. - 14 - III-1 The county treasurer is responsible for collecting all property taxes within the county. Real CITY TAX RATES, LEVIES AND COLLECTIONS estate and personal property tax statements are mailed out by March 31. One-half (1/2) of the taxes on real property is due on or before May 15. The remainder is due on or before October 15. Real property taxes not paid by their due date are assessed a penalty which, Tax Capacity Rates for a City Resident in Hennepin County depending on the type of property, increases from 2% to 4% on the day after the due date. In the case of the first installment of real property taxes due May 15, the penalty increases to 4% 2000/01 or 8% on June 1. Thereafter, an additional 1% penalty shall accrue each month through For October 1 of the collection year for unpaid real property taxes. In the case of the second 1996/97 1997/98 1998/99 1999/00 Total Debt Only installment of real property taxes due October 15, the penalty increases to 6% or 8% on November 1 and increases again to 8% or 12% on December 1. Personal property taxes Hennepin County 35.515% 38.386% 40.994% 39.655% 37.624% 2.694% remaining unpaid on May 16 are deemed to be delinquent and a penalty of 8% attaches to the City of St. Anthony 26.653 29.632 32.497 30.625 30.552 4.055 unpaid tax. However, personal property owned by a tax-exempt entity, but which is treated as ISD 282 (St. Anthony)(a)72.105 58.269 60.534 56.353 60.921 8.816 taxable by virtue of a lease agreement, is subject to the same delinquent property tax penalties ' Special Districts(b) 6.659 7.483 8.553 8.426 8.126 1.400 as real property. Total 140.932% 133.770% 142.578% 135.059% 137.223% 16.965% On the first business day of January of the year following collection all delinquencies are subject to an additional 2% penalty, and those delinquencies outstanding as of February 15 are (a) ISD 282 also has a tax rate of 0.15705% spread on the market value of property in support of an filed for a tax lien judgment with the district court. By March 20 the clerk of court files a excess operating levy for 2000/01. publication of legal action and a mailing of notice of action to delinquent parties. Those (b) Includes Metropolitan Council, Regional Transit District, Mosquito Control District, Hennepin Parks, property interests not responding to this notice have judgment entered for the amount of the Park Museum, and County Regional Railroad Authority. delinquency and associated penalties. The amount of the judgment is subject to a variable interest determined annually by the Department of Revenue, and equal to the adjusted prime NOTE.• Taxes are determined by multiplying the net tax capacity by the tax capacity rate, expressed as rate charged by banks, but in no event is the rate less than 10% or more than 14%. a percentage. (See Appendix Ill.) Property owners subject to a tax lien judgment generally have five years (5) in the case of all property located outside of cities or in the case of residential homestead, agricultural City Tax Levies and Collections homestead and seasonal residential recreational property located within cities or three (3) years with respect to other types of property to redeem the property. After expiration of the Collected During Collected redemption period, unredeemed properties are declared tax forfeit with title held in trust by the Net Collection Year As of 5-31-01 State of Minnesota for the respective taxing districts. The county auditor, or equivalent thereof, Leyy/Collect LAC Amount Percent Amount Percent then sells those properties not claimed for a public purpose at auction. The net proceeds of the sale are first dedicated to the satisfaction of outstanding special assessments on the parcel, 2001/02 $2,579,866 (In Process of Collection) with any remaining balance in most cases being divided on the following basis: county - 40%; 2000/01 2,046,538 (Information Not Yet Available) town or city-20%; and school district - 40%. 1999/00 1,895,975 $1,887,817 99.6% $1,892,450 99.8% 1998/99 1,864,149 1,856,684 99.6 1,862,448 99.9 1997/98 1,751,756 1,732,268 98.9 1,737,595 99.2 Property Tax Credits (Chapter 273, Minnesota Statutes) 1996/97 1,674,559 1,656,422 98.9 1,660,182 99.1 In addition to adjusting the taxable value for various property types, primary elements of The net levy excludes state aid for property tax relief and fiscal disparities, if applicable. The net levy Minnesota's property tax relief system are: property tax levy reduction aids; the circuit breaker is the basis for computing tax capacity rates. credit, which relates property taxes to income and provides relief on a sliding income scale; and targeted tax relief, which is aimed primarily at easing the effect of significant tax increases. The circuit breaker credit and targeted credits are reimbursed to the taxpayer upon application by the taxpayer. Property tax levy reduction aid includes educational aids, local governmental aid, ' equalization aid, homestead and agricultural credit aid (HACA) and disparity reduction aid. HACA has been repealed for cities, school districts, and townships. Levy Limitations for Counties and Cities (M.S. 275.70 to 275.74) Levy limitations are in effect for taxes levied in 2001 and 2002 for all counties and cities with populations exceeding 2,500. Levy increases for cities are limited to its adjusted levy limit base from 1999 plus any increase due to growth in population. Counties are limited in their levy increases to the difference between their adjusted levy limit from 1999 plus any increase due to growth in population and one-half of the county's share of the net cost to the state for assumption of district court costs. III-2 - 13 - Summary of Debt Certain property tax levies are authorized outside of the new overall levy limitation ("special levies"). Special levies include debt service levies for bonded indebtedness, excluding Gross Less: Debt Net installment payments on conditional sales contracts, debt service on state-aid road bonds, Debt Service Funds(a) Direct Debt payments on contracts for deed, any levies to pay debt service on tax increment revenue bonds, and lease payments under certificates of participation. In order to receive approval for G.O. Debt Supported Primarily by any special levy claims outside of the overall levy limitation, requests for such special levies Special Assessments $5,645,000 $ (987,328) $4,657,672 must be submitted to the Property Tax Division of the Department of Revenue on or before G.O. Debt Supported by Tax Increments 3,985,000 (282,809) 3,702,191 September 15th in the year in which the levy is to be made for collection in the following year. G. O. Debt Supported by Revenues 2,560,000 (b) 2,560,000 The Department of Revenue has the authority to approve, reduce or deny a special levy Revenue Debt 740,000 (c) 795,000 request. Final adjustments to all levies must be made by the Department of Revenue on or (a) Debt service funds are as of December 31,2001 and include money to pay both principal and interest. before December 10th. (b) State-Aid road bonds are paid from allotments from the State of Minnesota's Highway Fund, and storm sewer bonds are paid from user fees. Debt Limitations (c) Debt service is paid directly from net revenues of the City's Liquor Enterprise. All Minnesota municipalities (counties, cities, towns and school districts) are subject to statutory "net debt" limitations under the provisions of Minnesota Statutes, Section 475.53. Net debt is Indirect Debt defined as the amount remaining after deducting from gross debt the amount of current revenues which are applicable within the current fiscal year to the payment of any debt and the Debt Applicable to aggregate of the principal of the following: 2000 Taxable G.O. Debt Tax Capacity in City 1. Obligations issued for improvements which are payable wholly or partially from the Taxing Unit(a) Net Tax Capacity As of 1-2-02(b) Percent Amount proceeds of special assessments levied upon benefited property. Hennepin County $1,203,615,230 $309,820,000 0.4% $1,239,280 2. Warrants or orders having no definite or fixed maturity. Ramsey County 404,818,171 120,125,000 0.5 600,625 ISD 282 (St. Anthony- 3. Obligations payable wholly from the income from revenue producing conveniences. New Brighton) 8,136,033 4,920,000 82.5 4,059,000 Northeast Metro 4. Obligations issued to create or maintain a permanent improvement revolving fund. Intermediate District 479,831,501 1,290,000 0.4 5,160 5. Obligations issued for the acquisition and betterment of public waterworks systems, Ramsey County Library 214,851,525 4,480,000 0.9 40,320 Hennepin County and public lighting, heating or power systems, and any combination thereof, orfor any Park District 894,636,440 31,425,000 0.5 157,125 other public convenience from which revenue is or may be derived. Metropolitan Council 2,244,229,627(c) 29,660,000(d) 0.3 88,980 6. Certain debt service loans and capital loans made to school districts. Metropolitan Transit District 1,988,859,543(c) 144,715,000 0.3 434.145 7. Certain obligations to repay loans. Total $6,624,635 8. Obligations specifically excluded under the provisions of law authorizing their (a) Only those taxing units which have outstanding general obligation debt are presented here. issuance. (b) Excludes general obligation debt supported by revenues and revenue-supported debt. 9. Certain obligations to pay pension fund liabilities. (c) Represents 1999 taxable net tax capacity. 2000 values are not yet available. 10. Debt service funds for the payment of principal and interest on obligations other than (d) Excludes general obligation debt supported by sewer system revenues, 911 user fees, and rental those described above. housing revenues. Levies for General Obligation Debt Debt Ratios Including This Issue (Sections 475.61 and 475.74, Minnesota Statutes) G.O. Net G.O. Indirect & Any municipality which issues general obligation debt must, at the time of issuance, certify Direct Debt` Net Direct Debt levies to the county auditor of the county(ies) within which the municipality is situated. Such levies shall be in an amount that if collected in full will, together with estimates of other To 2000 Indicated Market Value ($487,932,889) 1.71% 3.07% revenues pledged for payment of the obligations, produce at least five percent in excess of the Per Capita (8,012- 2000 U.S. Census) $1,043 $1,870 amount needed to pay principal and interest when due. Notwithstanding any other limitations upon the ability of a taxing unit to levy taxes, its ability to levy taxes for a deficiency in prior ' Excludes revenue debt. levies for payment of general obligation indebtedness is without limitation as to rate or amount. - 12 - III-3 Metropolitan Revenue Distribution (Chapter 473F, Minnesota Statutes) Annual Debt Service Payments Including This Issue "Fiscal Disparities Law" G.O. Debt The Charles R. Weaver Metropolitan Revenue Distribution Act, more commonly known as Supported Primarily by G.O. Debt Supported Fiscal Disparities, was first implemented for taxes payable in 1975. Forty percent of the Special Assessments by Tax Increments increase in commercial-industrial (including public utility and railroad) net tax capacity valuation Principal Principal since 1971 in each assessment district in the Minneapolis/St. Paul seven-county metropolitan Year Principal & Interest(a) Principal & Interest area (Anoka, Carver, Dakota, excluding the City of Northfield, Hennepin, Ramsey, Scott, 2002 (at 1-2) $ 220,000 $ 415,855.01 $ 250,000 $ 490,700.00 excluding the City of New Prague, and Washington Counties) is contributed to an area-wide tax 2003 290,000 561,805.85 295,000 507,762.50 base. A distribution index, based on the factors of population and real property market value 2004 400,000 631,311.26 315,000 511,460.00 per capita, is employed in determining what proportion of the net tax capacity value in the area- 2005 405,000 619,377.51 330,000 508,868.75 wide tax base shall be distributed back to each assessment district. 2006 410,000 606,406.26 350,000 510,000.00 2007 430,000 607,340.01 365,000 504,830.00 2008 445,000 601,951.26 390,000 508,155.00 Iron Range Fiscal Disparities 2009 465,000 600,227.51 410,000 504,742.50 2010 440,000 553,288.13 435,000 504,603.75 In 1996 Minnesota Legislature established a commercial-industrial tax base sharing program for the 2011 405,000 497,761.25 210,000 259,106.25 Iron Range that is modeled after the Twin Cities metropolitan area program commonly known as 2012 335,000 410,176.25 225,000 258,538.75 "fiscal disparities." 2013 345,000 404,191.25 240,000 256,720.00 2014 290,000 334,143.75 55,000 61,730.00 Under the Iron Range Fiscal Disparities (1RFD") program, 40% of the growth in each municipality's 2015 230,000 261,796.25 55,000 59,172.50 commercial-industrial tax base after 1995 is contributed to an area wide pool. The tax base pool is 2016 205,000 226,301.25 60,000 61,440.00 distributed back to municipalities on the basis of property wealth per capita; i.e., municipalities with 2017 210,000 221,160.00 lower property wealth receive greater distributions. For the purposes of the IRFD program, 2018 120,000 123,000.00 commercial-industrial property includes public utility property, but does not include commercial, Total $5,645,000(6) $7,676,092.80 $3,985,000(°) $5,507,830.00 seasonal, recreational property. All local taxing jurisdictions in the area, including counties, cities, towns (including unorganized towns), school districts, and special taxing districts, participate in the IRFD program. G.O. Debt Supported by Revenues Revenue Debt The IRFD program is identical to the Twin Cities metropolitan area program except for the Principal Principal provisions summarized below: Year Principal & Interest Principal & Interest 1. The geographical.area involved is the taconite tax relief area. This includes all of Cook 2002 (at 1-2) $ 150,000 $ 277,660.00 (Paid) $ 20,731.50 County and Lake County, most of Itasca County and St. Louis County (the City of Duluth 2003 155,000 275,432.50 $ 55,000 95,031.25 2004 160,000 272,867.50 60,000 97,012.50 and surrounding area is not included), portions of Aitkin County and Crow Wing County, and 2005 165,000 269,980.00 65,000 98,650.00 a very small portion of Koochiching County. 2006 170,000 266,790.00 65,000 95,075.00 2. The base year is 1995, so that 40% of the growth in commercial-industrial tax base after 2007 175,000 263,232.50 70,000 96,362.50 1995 will be shared. The first tax year to be affected was 1997/98. 2008 180,000 259,322.50 75,000 97,281.25 2009 185,000 255,105.00 80,000 97,825.00 3. Municipalities are not required to share commercial-industrial growth in tax increment 2010 185,000 245,625.00 85,000 98,081.25 financing (TIF) districts created before May 1, 1996. 2011 190,000 240,905.00 90,000 98,050.00 2012 200,000 240,665.00 95,000 97,731.25 4. Municipalities that consciously exclude commercial-industrial development are excluded 2013 205,000 234,862.50 from participation. This will be determined by a joint effort of the Department of Revenue 2014 215,000 233,447.50 (MnDOR) and the Iron Range Resources and Rehabilitation Board (IRRRB). a 2015 225,000 231,267.50 Total $2,560,000(d) $3,567,162.50 $740,000(e) $991,837.50 In September 2000, a lower court declared the Iron Range Fiscal Disparities Act unconstitutional. In April 2001, this ruling was overturned by the Minnesota Court of Appeals. (a1 Includes the Bonds at an assumed average annual interest rate of 4.45% In July of 2001, the Minnesota Supreme Court agreed to review the Act. What the outcome (6) 69.3%of this debt will be retired within ten years. may be or what effect, if any, these court proceedings may have, can not be determined at this (c) 84.1/of this debt will be retired within ten years. time. (d) 67.0%of this debt will be retired within ten years. (e) 100.0%of this debt will be retired within ten years. III-4 O o O -I o O CD O� �V V NVN WA -0h44wA � tD CO C m 7 0 C Cn m i � i i i i i . N N -I m 0 00 m � 0) Ln m w N00000 -40 -P, W cCD 0 o 0 O O ON DQ .+ cn � 3 = 0 NN (0n DQ OO� NNc00NNV DQ 0 30 Cfl. 00 CQ. G Ui O O 03 CQ. O O O Un o O Cn U1 O 03(9. 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U 0 0 0 M 0 Ln 0 0 U 0.0 0 00 Lk-0 0 000 NQ'0 O 00000000 NQ:-0 O 0 7 0 00 O : 0 0 5 0 05, 21 0 00000000 O 5 0 NCO 0 00 NCO 0 000 Nc0 0 00000000 NCO STATUTORY FORMULAE CONVERSION OF ESTIMATED MARKET VALUE(EMV)TO NET TAX CAPACITY FOR MAJOR PROPERTY CLASSIFICATIONS Net Tax Capacity Net Tax Capacity Net Tax Capacity Net Tax Capacity Net Tax General Classifications Levy Year 1997 Levy Year 1998 Levy Year 1999 Levy Year 2000 Levy Year 2001 Residential Homestead First$75,000 of EMV at 1.00% First$75,000 of EMV at 1.00% First$76,000 of EMV at 1.00% First$76,000 of EMV at 1.00% See next page. EMV In excess of$75,000 EMV in excess of$75,000 EMV in excess of$76,000 EMV in excess of$76,000 at 1.85% at 1.70% at 1.65% at 1.65% Residential Non-Homestead 2.90%;except certain cities of 2.50%;except certain cities of 2.40%;except certain cities of 2.40%;except certain cities of See next page. 4 or more units 5,000 population or less 5,000 population or less 5,000 population or less 5,000 population or less at 2.30% at 2.15% at 2.15% at 2.15% Agricultural Homestead First$75,000 EMV of house, First$75,000 EMV of house, First$76,000 EMV of house, First$76,000 EMV of house, See next page. garage and 1 acre at 1.00% garage and 1 acre at 1.00% garage and 1 acre at 1.00% garage and 1 acre at 1.00% EMV in excess of$75,000 of EMV In excess of$75,000 of EMV in excess of$76,000 of EMV in excess of$76,000 of house,garage and 1 acre house,garage and 1 acre house,garage and 1 acre house,garage and 1 acre at 1.85% at 1.70% at 1.65% at 1.65% Remaining Property: Remaining Property: Remaining Property: Remaining Property: First$115,000 of EMV on first First$115,000 of EMV on First$115,000 of EMV at 0.35% First$115,000 of EMV at 0.35% 320 acres at 0.40% first 320 acres at 0.35% EMV in excess of$115,000 and EMV in excess of$115,000 and EMV in excess of$115,000 on EMV in excess of$115,000 on less than$600,000 less than$600,000 first 320 acres at 0.90% first 320 acres at 0.80% at 0.80% at 0.80% EMV in excess of$115,000 EMV In excess of$115,000 EMV in excess of$600,000 EMV in excess of$600,000 over 320 acres at 1.40% over 320 acres at 1.25% at 1.20% at 1.20% Agricultural Non-Homestead First$75,000 of EMV of house, First$75,000 of EMV of house, First$76,000 of EMV of house, First$76,000 of EMV of house, See next page. garage and 1 acre at 1.90% garage and 1 acre at 1.25% garage and 1 acre at 1.20% garage and 1 acre at 1.20% EMV in excess of$75,000 of EMV In excess of$75,000 of EMV in excess of$76,000 of EMV in excess of$76,000 of house,garage and 1 acre house,garage and 1 acre house,garage and 1 acre house,garage and 1 acre at 2.10% at 1.70% at 1.65% at 1.65% EMV of land and other buildings EMV of land and other buildings EMV of land and other buildings EMV of land and other buildings at 1.40% at 1.25% , at 1.20% at 1.20% Commercial-Industrial First$150,000 of EMV at 2.70% First$150,000 of EMV at 2.45% First$150,000 of EMV at 2.40% First$150,000 of EMV at 2.40% See next page. EMV in excess of$150,000 EMV in excess of$150,000 EMV in excess of$150,000 EMV in excess of$150,000 at 4.00% at 3.50% at 3.40% at 3.40% Seasonal/Recreational Non-Commercial Non-Commercial Non-Commercial Non-Commercial See next page. Residential First$75,000 of EMV First$75,000 of EMV First$76,000 of EMV First$76,000 of EMV at 1.40% at 1.25% at 1.20% at 1.20% EMV in excess of$75,000 EMV in excess of$75,000 EMV in excess of$76,000 EMV in excess of$76,000 Commercial-2.10% Commercial-1.80% Commercial-1.60% Commercial-1.60% Homestead Resorts-1.00% Homestead Resorts-1.00% Vacant Land N/A N/A N/A N/A See next page. (All vacant land is reclassified to (All vacant land Is reclassified to (All vacant land is reclassified to (All vacant land is reclassified to highest and best use highest and best use highest and best use highest and best use pursuant to local zoning pursuant to local zoning pursuant to local zoning pursuant to local zoning ordinance ordinance ordinance ordinance 2001 PROPERTY TAX AMENDMENTS Trend of Values Assessor's Ta Estimated Taxable Tax The Omnibus Tax Bill adopted by the Minnesota Legislature during the First Special Session in Market Indicated aced a) Market Value Ca le x 2001 (the `Tax Bill") made numerous changes to the property tax system. Among its provisions, the Tax Bill provided for the assumption by the State of Minnesota of the general 2000 $487,932,889 $417,647,700 $6,711,060 education property tax levy and certain transit costs; increased the appropriation for Local 1999 442,650,440 383,067,100 6,116,003 Government Aids by $140,000,000; re-imposed levy limits for two years on counties and cities 1998 392,499,174 353,614,300 5,713,569(c) over 2,500 in population; repealed the Homestead and Agricultural Credit Aid for cities, school 1997 364,196,638 335,789,300 5,914,038(c) districts and townships; provided for the gradual elimination of Limited Market Valuation; and 1996 349,640,546 319,921,100 6,234,749 compressed the class rates applicable to various classes of property. (a) Calculated by dividing the county assessors' estimated market value by the sales ratios determined 2001 Class Rate Changes Local Tax Local Tax a for the City each year by the State Department of Revenue. Payable Payable Property Type 2001 2002 (b) See Appendix 111 for an explanation of tax capacity and the Minnesota property tax system. Residential Homestead: (c) The decrease in taxable tax capacity for 1997 and 1998 was due to a reduction in property tax class Up to$76,000 1.000% 1.000% rates, as detailed in Appendix 111. $76,000-$500,000 1.650% 1.000% Over$500,000 1.650% 1.250% Residential Non-homestead Ten of the Largest Taxpayers in the City Single Unit: Up to$76,000 1.200% 1.000% 2000 Net $76,000-$500,000 1.650% 1.000% Taxpayer Type of Property Tax Capacity* Over$500,000 1.650% 1.250% 2-3 unit and undeveloped land 1.650% 1.500%' Glaser Financial Group Inc. Apartments $ 304,344 Market Rate Apartments: ° 2 St. Anthony Nursing Home/ Regular 2.400% 1.8009/° Small City 2.150% 1.800%2 Chandler Place Health Facility 209,186 Low-Income 1.000°i° o.soo°i3 SuperValu Inc. Grocery 202,636 CommerciaUlndustriaUPublic Utility: Equinox Properties Apartments 147,470 Up to$150,000 2.400% 1.500% Welsh Companies Apartments 130,464 Over$150,000 3.400% 2.000% Northern States Power Company Utility 99,541 Electric Generation Machinery 3.400% 2.000% St. Anthony Shopping Center Shopping Mall 68,098 Seasonal Recreational Commercial: St. Anthony Business Center Corp. Commercial 66,500 Homestead Resorts(1c) Resourcenet International Industrial 61,400 Up to$500,000 1.000% 1.000% Village North Apartments 55,569 Over$500,000 1.000% 1.250% Seasonal Resorts(4c) Total $1,345,208' Up to$500,000 1.650% 1.000% Over$500,000 1.650% 1.250% Represents 20.0% of the City's total 2000 taxable net tax capacity. Seasonal Recreational Residential: Up to$76,000 1.200% 1.000%4 $76,000-$500,000 1.650% 1.000%4 Over$500,000 1.650% 1.250%4 CITY INDEBTEDNESS Disabled Homestead 0.450% 0.450% Agricultural Land&Buildings: a Legal Debt Limit Homestead: Up to$115,000 0.350% 0.550%4 $115,000-$600,000 0.800% 0.550%4 Legal Debt Limit (2% of Estimated Market Value) $8,352,954 Over$600,000 1.200% 1.000%4 Less: Outstanding Debt Subject to Limit (-0-) Non-homestead 1.200% 1.000%4 'Rate reduced to 1.25%in pay 2003 and thereafter Debt Margin as of January 2, 2002 $8,352,954 2 Rate reduced to 1.5%in pay 2003 and 1.25%in pay 2004 and thereafter 3 Rate reduced to 1%in pay 2003,classification abolished thereafter 4 Exempt from referendum market value tax III-6 - 9 - APPENDIX IV CITY PROPERTY VALUES SELECTED ANNUAL FINANCIAL STATEMENTS 2000 Indicated Market Value of Taxable Property: $487,932,889* Excerpts from the City's annual financial statements from the years ended December 31, 2000, 1999 and 1998 are presented on the following pages. The City's financial statements are Calculated by dividing the Hennepin and Ramsey county 2000 estimated market values of audited annually by an independent certified public accounting firm. Governmental funds and $303,752,000 and $113,895,700, respectively by the 2000 sales ratios of 86.9% and 82.3%, expendable trust funds are accounted for using the modified accrual basis of accounting. respectively, for the City as determined by the State Department of Revenue. Proprietary funds are accounted for using the accrual basis of accounting. The readers should be aware that the complete financial statements may contain additional data relating to the 2000 Net Tax Capacity: $6,912,648 information presented here, which may interpret, explain or modify it Hennepin Ramsey Coun Counly Total Real Estate $4,524,856 $2,279,149 $6,804,005 Personal Property 72,592 36,051 108,643 Total $4,597,448 $2,315,200 $6,912,648 2000 Taxable Net Tax Capacity: $6,711,060 2000 Net Tax Capacity $6,912,648 Less: Captured Tax Increment Tax Capacity (822,302) Contribution to Fiscal Disparities (443,156) Plus: Distribution from Fiscal Disparities 1,063,870 2000 Taxable Net Tax Capacity $6,711,060 2000 Taxable Net Tax Capacity by Property Class Real Estate: Residential Homestead $3,912,534 58.3% Non-Homestead Residential 1,058,204 15.8 Commercial/Industrial, Railroad and Public Utility' 1,631,679 24.3 Personal Property 108.643 1.6 Total $6,711,060 100.0% Reflects adjustments for fiscal disparities and captured tax increment tax capacity. -8 - IV-1 CITY OF ST. ANTHONY COMBINED BALANCE SHEET - ALL FUND TYPES AND ACCOUNT GROUPS DECEMBER 31, 2000 (With Comparative Totals for 1999) Governmental Fund Types Proprietary Fund Types --- Account Groups Totals ----------------------------------------------------------------- ---------- Special Debt Capital Internal General General (Memorandum Only) General Revenue Service Project Enterprise Service Fixed Long-Term -----------------------'- ASSETS AND OTHER DEBITS Fund Funds Funds Funds Funds Fund Assets Debt 2000 1999 Cash and Investments $978,737 $407,903 $1,122,484 $4,132,346 $6,534,862 $214,774 $13,391,106 $12,527,823 Accounts and Other Receivables 22,446 49,008 12,758 433,679 517,891 358,247 Taxes Receivable 9,561 90 3,721 1,903 15,275 18,411 Special Assessments Receivable 337,820 337,820 393,737 Due from Other Governmental Units 55,731 20,454 517,110 593,295 295,450 Due from Other Funds 328,836 71,185 77,816 477,837 411,929 Inventory, at Cost 504,175 504,175 461,418 Prepaid Items and Other Assets 112,516 47,421 52,304 212,241 199,879 Property, Plant and Equipment, at Cost 2,504,129 $8,066,582 10,570,711 10,063,378 Amounts Available in Debt Service Funds $1,126,438 1,126,438 1,928,192 Amounts to be Provided for Debt 8-468,372 8,468,372 5,414-888 ----------- --------- ---------- --------------------- ---------- ---------- ---------- ------------- ------- ---- Totals $1,507,827 $477,455 $1,464,025 $4,782,723 $10,029,149 $292,590 $8,066,582 $9,594,810 $36,215,161 $32,073,352 - ----------- -------- - N LIABILITIES, EQUITY AND OTHER CREDITS Liabilities Accounts Payable $80,235 $20,698 $440 $546,539 $346,090 $996,002 $798,985 Accrued Payroll and Related Items 101,394 36,940 $489,205 627,539 506,598 Other Accrued Liabilities 2,697 69,133 $209,810 281,640 165,810 Due to Other Funds 51,185 33,043 295,793 97,816 477,837 411,929 Deferred Revenue and Deposits 295,793 337,147 6,783 86,730 726,453 1,035,807 Bonds and Notes Payable 795,000 9,385,000 10,180,000 8,087,849 ----------- ---------- ------ --- ------------------- ---------- ---------- ----------- -- Total Liabilities 531,304 53,741 337,587 851,115 1,431,709 489,205 9,594,810 13,289,471 11,006,978 Fund Equity 472,931 472,931 534,500 Contributed Capital Investment in General Fixed Assets $8,066,582 8,066,582 7,840,154 Retained Earnings Reserved 8,124,509 8,124,509 7,1859247 Unreserved (196,615) (196,616) (94,773) Fund Balance Reserved 34,868 1,126,438 1,161,306 3,827,004 Unreserved - Designated 941,655 423,714 3,990,567 5,355,936 1,774,242 Unreserved - Undesignated (58,959) (58,959) ----------- ---------- --------- ------------�----- --------- ------- ---------- -- Total Fund Equity 976,523 423,714 1,126,438 3,931,608 8,597,440 (196,615) 8,066,582 22,925,690 21,066,374 Totals $1,507,827 $477,455 $1,464,025 $4,782,723 $10,029,149 $292,590 $8,066,582 $9,594,810 $36,215,161 $32,073,352 o a 0 0 0' 3 0 � � mNa ?0 0 ?� , � a; � w (D a; a < 0 O C N - (7 7 to C N a � m 00) N (Cl O_ •=_r (OD .n► O N N d 7 % 3 ' m r °- m0m0 �0 � Cm CD N m m yam m(o 3 �S � sv � 0 U) C). • U) w =r +m D m 0 S7 (D SN O (n n O W Cr m (D O 0 m(0 O 0 0 -0 < (aD (OD NNN () Q' � m NOm M m C Q 7 N (D 0 -%< a) 0 ' (G W (n ,r ,SD o 0 O CR -a = 0) N 'D 0 0 m ua ID CD m m XC 0 0)0 _� M 0 0 0 Cr = 00 � m� 30 -fl 00OQ N O ,+ C O " m n 1 -I N 3 � 0 -O �p � 0 0 :3m m fD' N � p1 n � CD 0 O n a 3 �o m Z �(0 ?o (Q ~ ID 0 o m 0m � o �► oo Cn-, � 3 ao 3 ' CD 0� cw 33 ° m .� ivM (D ., aoo � =r � � ID C) a (Cn CO 0 ID SPa _. (n (D 0 U) O ca SD 0 -0+ 0 =r C)_ 0 0 CD 0`. �• 0 ? m � 0 m o 3. 3a0 =r m,C �m a ca -, amA V1 1w �. 5a 05D (n - mm occ �� I Ne71 Ntt7 OI O-OM I- 1 01 11 m 01T o o OM I Q I QN 00 r'm 1 N 1 01 It I NMMl0Q 0A�N1+^ I N 11 tom O O Om 1 m I � b117 m' I Q I N 11 I OI�MQt�M1 N N W 1 m 11 O 1n M to co 1 e7 I a N O Q I Q I W 11 I m M 01�NNQ�NrMO I N II M01DQ 100- I M 1 OI- Q.- W N ; c 1 ,71: ^ I O bN.-ODQTM0II MO I 1L1 II Or-01 my m- I O I am mQ 1-M I Q I W 11 subject to the tax imposed by Section 831 of the Code, the amount which otherwise would be T � M M Q Q o 1 ° 11 °Q 1°°,�, 1_I 1°�l °_,. taken into account as losses incurred under Section 832(b)(5) of the Code must be reduced by ` ' °'"" ' "' " " A N eh an amount equal to fifteen percent of the interest on the Bonds that is received or accrued 1 during the taxable year. Section 86 of the Code requires recipients of certain Social Security m ; M� O°,m°m N aG N ;; 0 m° O m ; QD ; °Q �, Q N L I N Q�M 10N�NA01m I at7 11 w Oj OO Q I 1 010 'T and railroad retirement benefits to take into account, in determining the taxability of such ° ' °°N Q Q° °° ^°° ; M ;; m° °m ; ° ; N °N 1 M 1 M II N ; rn r tDm M .1;- _rnMmQ 1 M 11 a01010�hoti I s0 I QO 1A Q r�Q 1 10 Y 101 N M.•-CI(p.-1001 tp N I C 11 01 O- .-M co I O I MQ w 01 N1� 1 ID benefits, receipts or accruals o interest on the Bonds. Passive investment income, including Z M M N Q Q °c: ° o. Q°° ; ° �,�, m^ , ° I ° tl interest on the Bonds, may be subject to federal income taxation under Section 1375 of the � o 1 N 11 m I cq ev; Code for a Subchapter S corporation that has Subchapter C earnings and profits at the close of I I 11 the taxable year if greater than twenty-five percent of the gross receipts of such Subchapter S ; E " ° ;; ° ° ° �1 1 11 m corporation is passive investment income. Section 265 of the Code denies a deduction for Y _*3 c m O ° interest on indebtedness incurred or continued to purchase or carry the Bonds or, in the case of " ' ° ' a m° ' `° " W � °' i r 7 ; Gci co as ; 1Q�1 ;; ° N I Q 1 v ;; a financial institution, that portion of the holder's interest expense allocated to interest on the ° ' " ° ' ' ' '" p - " "=" A II Bonds, except with respect to certain financial institutions (within the meaning of Section 265(b) Q ; Q of the Code). DO 1 L ° N t2 1 ^ II t2 d 1.1 ; ;; .2 ; t2 U I Gr % Ql O. 1 O. ; O ; O;; a l G LL N Q I Q 11 The foregoing is not intended to be an exhaustive discussion of collateral tax consequences < ;; °° m arising from receipt of interest on the Bonds. Prospective purchasers or holders of the Bonds should consult their tax advisors with respect to collateral tax consequences, including without 1n 'Gl I Gl w N O a I m i ; ^ ; limitation the calculations of alternative minimum tax, environmental tax or foreign branch profits ; � > m;; N ; N ; ; m tax liability or the inclusion of Social Security or other retirement payments in taxable income. S a N LL '° N � ; co ;; = I ,•., I w 11 w I I I 1 w 11 LL I L 1 GI 1D O M m M Q 1 11 1 I II I I m I n QN 10 �,ON I N 11 r`pmt•BOO 1 u7 1 O r J r I N II Z; I M 11 Q 10�01 O Q I m I O Q I Q I eo 11 Q Qt N I r 11 MlAO10�000 1 01 I 1tl N I F- 1 N 11 I d C Of Q ao d e7 I .-;; r Co ui L I L = � tD In I 110 11 QNY70101Q I t0 1 M l0 I I m 11 BANK QUALIFIED TAX-EXEMPT BONDS a l /n LL M Q N 11 M ao U, , 0 4d 1 C f0 N I OI 11 1 a l W w 49.w II I ^ I ~ I n l q II I Go m O Q I A 11 10 O W I Q I Q Ol I M I N 11 1 al 10 N N N O m 1 N 11 m O N 11 OM I Q I N 11 G II , Y G) P- oI OI O O m I Q 11 M O W I N I M 01 1 N 1 Q 11 The City will designate the Bonds as qualified tax-exempt obligations for purposes of . . . . . . Section 265(b)(3) of the Internal Revenue Code of 1986, as amended, relating to the ability of L_LL A N° °1' °° 1 °'e! m i ° I G 0 7 Q.- Hl M Q I OI II 10 0 1n 1 0 1 1D I m 1 01 11 I N 11 w M N ; O ; O O I M I N 11 financial institutions to deduct from income for federal income tax purposes, interest expense ; "a „;; I 1 ; N ; ;; 1 1 1 I I w u that is allocable to carrying and acquiring tax-exempt obligations. y ; Q " ° ;; o ° ; ; N N ; m G) I Gl N w M M co 11 1 U N 11Y 01 f- N 1 't.1 11 ° O 1 t0 1 O1 1 01 1 N II el >. I v, -o 1 O N I N I 1 1 Q 11 ^ H 1 L > C u7 M O 1 II O M ' O Co I d L 7 01 N I M 11 01 ' M I O I m l 11 w(n 1 0 GILL l71 M I M 11 w e., I O I N I N I M 11 l:7 lA C I N 1 _„ 1 Q 1 T 1 01 I aTl 11 7 1 I N 11 1 1 1 � I -II Z L LL ; w I N 11 1 I ^ I T I N 11 RATING o w ; Co Q M ; N ;; °, ; a, ; M ; M ; N ;; U Y 1 '- G) Co�01 r Q4 c 1 m = /n Q O N N ; p ;; 00, 1 t0 1 O_ I O I f` It m E 1 U Gl C N N u 1 O II 10 I ; I ; I 11 ci O 0 C 1 Gl > 7 N 1 10 1 ' I M 1 O 11 1 11 1 11 ¢H N I N cc'L w I Q 11 w 1 1 Q I Q I Q 11 Application for a rating of the Bonds has been made to Moody's Investors Service ( Moody s ), > 1 w ; 99 Church Street, New York, New York. If a rating is assigned, it will reflect only the opinion of o o.' 2 T 4-1 I ^ 10 1n M 10 O N I N 11 M r-N N O I Q I Co 0 I W 1 N II 1 H I- m I t`�O Co o Q 1 W II mQ HMO I r I 0o y s. Any explanation o the significance o the rating may be obtained only from Moody s. < o L_ ; L m N m e _ I N ;; N 1p N N O i i O N ; N Z cE x 1 W C N Q .-- o M I !p 11 OQNOO 0 1 m 11 H LL O 1 a) m MM Of 1 M II p0 N� 1 Q I NG7 1 m I M 11 There is no assurance that the rating, if assigned, will continue for any given period of time, or M J° I ° ; ;; I _„ that such rating will not be revised or withdrawn if, in the judgment of Moody's, circumstances a 5 N so warrant. A revision or withdrawal of the rating may have an adverse effect on the market ' ' 3 o` N U LL p E W T a price of the Bonds. U W 01 N a.l GI W N 2 OI m N a+ < U' Gl O Y 1-I GI ¢ ¢ m > m rn Gl m O 2 1.1 N O G' Z M 1- D m J d' m > Y ¢ 4�-I H m GI a N _ O O . d LL Y m m O tU U GI L 7 G)'� O O y FINANCIAL ADVISOR ° °' E ° Q°o Z a O W IY Gl d' C L W GI ¢ C L W U W N K L N 1-1 C C.D N m ^ m N T Z W = Y N y O . H = m D H C L Y > C aI C > m m'O Y C N GI IS O N Gl c O = N a m Gl 0 G'�-J 7 = n U C O W 2 E t Gl GI o LL O C L N O LL C m 1 C 0 O O «I 41 E U m Y z a O m O-o GJ Gl d m U C c U z N O D In L L C m m W >. L GI L > The City has retained Springsted Incorporated Advisors to the Public Sector, of St. Paul ¢ ° N ° °Y ° d LL Incorporated, r r > > (D c c m E� -a O Q. m L L IZ 10 m Gl a+Lu > C� > ° 11 11 � 1co L)000 -°'� > o '- w Gi vl° v o a m lTO is ,'I� GCiv > G`/� > `y iG '- Minnesota, as financial advisor (the Financial Advisor ) in connection with the issuance of the W ° < _< Y ...� Y.0< ° m m m 1 E ° L m L m Y Bonds. In preparing the Official Statement the Financial Advisor has relied upon governmental " c In ° E E ` ` ° ° ` ° = Y = v m ° d ° N C aI l): 0 0 0 Y N N 7 = L 1..I L N N H cT L N-� o L N L ,- r ¢ m e m L L y.I•'o L J a-I J O L Gl G) N W 1..1 v m N C B Gl C officials who have access to relevant data to provide accurate information for the Official = " ` ° °' ` ` Y ° "t °"` ` o ° > Y m= =m o O X V m O,o = = m D V U o 7 G7 0 0 r O C QI = m U 11 G7 = = > Gl 0 0 0 ¢ m¢ ¢OOOmZ CUr•rm LL Statement, and the Financial Advisor has not been engaged, nor has it undertaken, to m m °_ _ ` ` L E E .. _ U¢ .- N00..C.G ¢¢ JJ LL independently verify the accuracy of such information. The Financial Advisor is not a public - 6 - IV-3 I 1 11 I 1 I 1 11 m W W 1l)c I N 1 o 11 1 10NM/-O WN71D W tD I W 11 V MI-W NOO 1 t0 1 V M M" OM 1 O 1 oil I 01^10N O1-m"W N O I 1n 11 V c V~MO V I M I MIl) W~ "O I Il'J 1 0> 11 1 I 11 - I ` I C. 1 1- f0 Nrpp m"W"^V 10 I O II V V W"W"" I N I co r t0 W O 1 W 1 O 11 1-a m co M w V Go te a l �� °Q°°V N�r I I e �° I < I FUTURE FINANCING I"- _ _ , .„ I , . 1 .. I 1 11 C I N W 10 I ^ 11 r l- 1 ^ 1 ~ 10 " 1 0 1 ^ 11 O I ^ I M II w 1 ^ I I N I M 11 N I w 1 N 11 1 I 1 1 N II E I I u 1 1 1 1 n 1 F to 1 ^N W N"W O r O M~ I W 11 "W W W 1r°M I V I V N O o r co 1 1 W 11 The City does not expect to issue any additional general obligation debt within the next 90 days. L , ""M W V O~r N1-1- I N 11 r0 W^000 W 1 W I 1-r O I W^M V 1-MMNNOO.- I oD 11 W r"M100 W I M I ^W I-O V r I V I m II d I W M W rNN V^N^M O I N 11 M010 V 1DOr I M I OI- V^ "N I W , N II W~M O 1 " II O~W W V co^ 1 0 1 O W co V I-M I V I " II v l W "M M V"V r W O r 1 O 11 10 V "01 01 1 ~ 1 10" W v "H I M I O II 1 ^ ` I `II _ 1 - I - I I `II I M W N" I M II 1- I ^ I 1- 10 N M 1 r 1 M 11 I ^ 1 M I I N I ^ I I N I M 11 N ; » » LITIGATION I E M~ I O ii O O I O I O 1 r L ~~ 1 " 11 " O 1 " I " 11 1 m m m^ 1 O 11 O O I O I O 11 ' L~'o ' '" ^ ' ' '" The City is not aware of any threatened or pending litigation affecting the validity of the Bonds N I N l a M O I V II W " I V I V 11 n I = O)d M O I M II V co I M I M 11 = I 0 C° °^ 1 ^ " N 1 ^ 1 ^ 11 or the City's ability to meet its financial obligations. O I 00 . I .11 1 - 1 -11 L I J N" I ~ 11 1- I ~ 1 1- 11 1, 0 I w I N II I I N 11 4j I It I C I N I I N 11 N_ I N I N 11 7 1 � r 11 O I N W I W 11 W I W I W 11 U 1-I L myJ I II I 1 11 0 I m Q I C r N W I W 11 W I W I W 11 W In Ili , " 11 in I " 1 " 11 LEGALITY - I r7 a 1 11 - -II I el I ~ 11 ti I A 1 f- II 1 N 1 N 11 N I 1 N 11 " 1 " I O 1 0 " I m 11 I ^ 1 " 1 " I to II The Bonds are subject to approval as to certain matters by Dorsey & Whitney LLP of O. I r- O O O I O 11 1 I O I O I O 11 11 L > _ ° ° 1 W 11 W I W 1 I I W 11 Minneapolis Minnesota as Bond Counsel. Bond Counsel has not participated in the 1 y L 7 " 1- 1 lo 11 f0 I 10 1 < I V I N 11 f V Jj I of W N 1 I =m » 1 » 11 » I I I I » 11 11 II preparation of this Official Statement except for guidance concerning the following section, ax 7 I M I II I 1 1 I LL 1 I 11 I I I I II Exemption," and will not pass upon its accuracy, completeness, or sufficiency. Bond Counsel L I o 10 N Co O W oo 1 M 11 ""W O M O M I W I V O I V I M 11 01 1 N "N W r-v O 1 Oil N V"M N 0<71, I ~ 1 " 1 N 1 ° 11 has not examined nor attempted to examine or verify, any of the financial or statistical iJ M^M I N II "r W I-r Om I N I r ~ I W I N 11 n= a I- " r M M , " II °°e "r I ° I ° It I I " 11 statements, or data contained in this Official Statement, and will express no opinion with L I L 7 N O co M 10 I- I W II N V^W W r I O I O co I W I W II CL 1 ,1 M V M I ^ 11 e N W 1 1 " W ' °- ' ^ " respect thereto. A legal opinion substantially in the form as set out in Appendix I herein will be O 1 4) - I `11 N 1 1 1 1 -11 c In 0_ I W N N I N 11 1 ^ I f0 I ~ 1 N II delivered at closing. I I 11 I 1 1 I II 1 O~ V m" V I W 11 W O 10 I V I "O 1 " I W u I i-1 M N OMN ^ 1 M 11 O O~ I W I "O I " I M 11 1 10 U N m N o V M W I Lei II " O O 1 Y a)"o _ , _ I, _ I __ I I 'I-)C N" ao~N V 1 11 " O 10 I I M ID 1 W I ^ II I 4 0 = O^ ^W V I W 11 1- O~ I " 1 O N I N I W 11 I w L W 11! M^ I ~ 11 O M r I UO- N 11 TAX EXEMPTION I w I N 11 w I I I I II I 0 I M N co " I co II " O_ I " 1 M I M I m 11 N I m 10 N 1- N 1 W 11 O 1 ^ 1 I- I ~ I W 11 co n l U N W O" W I V I I N V I 1p 1 W 1 W 1 V 11 C >1 1 iJ r V ^ - - . I ^11 - 1- I M > C /0 V M M 1 W 11 ^ M I V I M I M I W 11 1 L 7 ° ~ N ° 11 w ~ ' ~ 1 M I M I ° II In the opinion of Dorsey & Whitney LLP as Bond Counsel under federal and Minnesota laws d'W r 1 0 0)LL O M 1 V 11 M I M I O I O I V I I f 1 1 040 C 1 co I -11 1 1 - I - 1 ^11 7 1 N I N II 1 1 N I N I N II re ulations r ) LL , w , N 11 , , , , w „ g , ulings and decisions in effect on the date of issuance of the Bonds interest on the I 1 II I I 1 1 II Bonds is not includable in gross income for federal income tax purposes or in taxable net O W m l "W^ ^ I 10 11 N I N I V V I 10 11 U v ^^~ ~ W " ' ^ ' W I W ' W " income of individuals, estates and trusts for Minnesota income tax purposes. Interest on the U N C 1 10 = N N N 1 to II ^ ^ 1 " I " I 10 II Qr y 1 C•O - - 1 - II - I - 1 ^ 1 I II E 1 ° > = 10 N 1 _M " < I a 1 � 11 Bonds is includable in taxable income of corporations and financial institutions for purposes of O 0 C 1 1 > 7 O 1 11 1 1 W I W I 11 Z - L I ) m LL M I M 11 N 1 1 N I N I M 11 > ' �' » N " » 11 the Minnesota franchise tax. Certain provisions of the Internal Revenue Code of 1986 as > 1 I 11 I 1 I I 11 2 W > C.o I I 11 1 1 I 1 11 oQ-- 1 1 11 1 I 1 I II amended (the "Code"), however, impose continuing requirements that must be met after the S >-Y 1 O V 10 co O oo 1 10 11 "W O"O 1 W 1 M V I I- I 10 II r ~ L. °m° M° ~ " N^~° ' N ' "W ' ° ' ~ " issuance of the Bonds in order for interest thereon to be and remain not includable in federal Z L. I /0 V Il'J N M O N 1 to 11 N W o7"O I 10 1 W N I N I /O 11 6 O IO I L - - - I -11 - ` ^ - 1 - 1 - I 1 -11 Z a m ° M V~ a° v M 11 ~<N W° 1 < I ~ gross income and in Minnesota taxable net income. Noncompliance with such requirements by • E I G 7 ~ M O W I ° 11 W r- 1-O I " 1 M r I V I o II H W O I 0 W to M I M 11 N M 1 " I 1- I I- I M II y U 1 -" the District may cause the interest on the Bonds to be includable in gross income for purposes J I 1 11 I 1 1 I ^ II o a 5 1 .J 111 1 N " 1 1 1 » " of federal income taxation and in taxable net income for purposes of Minnesota income H ' O 7 !- 'A . o E d taxation, retroactive to the date of issuance of the Bonds, irrespective in some cases of the date Lu in to 0 " 41 y on which such noncompliance is ascertained. No provision has been made for redemption of or W m � for an increase in the interest rate on the Bonds in the event that interest on the Bonds z r y a m c m° W m o m becomes includable in federal gross income or Minnesota taxable income. Z M F 0 > N OJ h S a� N O T w N 10 >0 y E L I- of d n m J Lu m > r+' Q n.o O O m LL +J a W W y C raw m�J O l0 in a)co co d E m u a) z - m - - Interest on the Bonds is not an item of tax preference includable in alternative minimum taxable OW z m K C t W OJ Q �r = L 2 W S +` N 0I� O�—7 } 0 2 o y C N m V ° c L 41 > C 4J C > m = m o W ° W income for purposes of the federal alternative minimum tax applicable to all taxpayers or the m O No CO = wV woo N rJ 77 ^ ncmC = E t E°LL o = L _� _ � W c I w Minnesota alternative minimum tax applicable to individuals estates and trusts but is ° o 4110 E UIva Jo o >.L- 9 dm m c� cc c f ) U Z 0 0 11 0 L L C 10 l0 W o L y L >r r r L 0 o V 7 11J Q m > o � m E o 0 - w - m m a a d r > LL includable in adjusted current earnings in determining the alternative minimum taxable income » > I4LL of Erra O - a . LLC W a7 0l aJ W > C'O > O N C C r N aJ J.J d d 0 H W N a V J.J >^>• >.JJ C m L W y L 1- m IA°° _.1 > o W d �, ° +J = 0'a > 0 m J of corporations for purposes of the alternative minimum tax. Interest on the Bonds may be W V Q >.N -aar MrJt.3V man N a E m L y m L N aJ N V N d L >. F a.f C 0 O L O T r V c m o m o 0 O m =.J z o o aJ N N r = = L,.J L 0 0 -- Q L- < o r L o L includable in the income of a foreign corporation for purposes of the branch profits tax imposed /0 C W L L yJ r L.0 4J J r O L 0 0 y .1 41 4) l0 m ='O 4) c 0 C W a = C m r 0 0-o m w c o C > ° C ° by Section 884 of the Code and is includable in the net investment income of foreign insurance tomv man= = macJ �aJ = moo vocm = muXmmal > aJ000 aloaao°°mz cc�l+m W U<~ J J LL companies for purposes of Section 842(b) of the Code. In the case of an insurance company IV-4 - 5 - - I °,Ot-COMt-ON 1 to I ImN tOMrt rt0 1 -C 1 W I Nt-t- I ot-to .-. Ve co Co I O 1 Nv WN�Mto n W 1 toWW to 1 -4 to I CT t-�-V co W M W I L1_ 1 W LO N t0 ..0 N I N 1 in 1 .-1.-1.-I I .-1 1 efw W I N 11 such payments to Direct Participants is the responsibility of DTC, and disbursement of such o o 6 N o C o { o M c°a c,C, ' - 1 N 0 N I LS f o o i o f� payments to the Beneficial Owners is the responsibility of Direct and Indirect Participants. 0 1 -4 N M 1 I o 1 1 1 �* I M I „ 1 N N t C° I .-i M I pp 1 .-. I .-C.-1 I I `. 1 !A I I I 1 v l v l I t0 1 ty 11 h � I I 1 I 1 I I 1 I 11 Beneficial Owner shall give notice to elect to have its Obligations purchased or redeemed, �� i through its Direct Participant, to the nominee holding the Obligations, and shall effect delivery of Ey I' N N to M N Q,Cb i i tc N t`t-co-4°, 1 O i w i o M cn i o i t- cc i M i such Obligations by causing the Direct Participant to transfer the Direct Participant's interest in o M N'" au "�'`°'� `° °' `°°'�' N N 1 w I M , , o° is I C9 t- -t C%-t OM- 1 ti� I V t wW to Nt- 1 N 1 N 1 NC°C° I N I O N I N 11 t N 1 O C°N tO -1 N CO to M , V' , M N C.;CO,-1 CO , Cc , N , CT M CA 1 M , t• .-1 1 CID II the Obligations, on DTC's records, to the nominee holding the Obligations. The requirement for 1 N °° N I i �WN W °° i c I i 1 1 physical delivery of the Obligations in connection with a purchase or redemption will be deemed I N I I M 1 1 I N I N 1 11 satisfied when the ownership rights in the Obligations are transferred by the Direct Participants on DTC's records and followed by a book-entry credit of purchased or redeemed Obligations to _ .- r+ e>• M T i CO i tO W 1 rl 1 M I O O N I N I O M co 1 co II the nominee holding the Obligations. V (D co o le I M 1 N 1 , o , o 1 1 co ti , 0 11 to M CO .-. co '-� , "'I , .-� °� 1 0 1 T I N M N I cc! I N N In I co 11 CD e. 1 N I M M I ti I CA 00 M I I I ry 11 V a "J � to N M.Mq i N i N O' 1 N i I 11,.�-1 N t? I tD M Cep 1 11 DTC may discontinue providing its services as securities depository with respect to the w �► I M i i ! N N N i M 11 Obligations at any time by giving reasonable notice to the Registrar. Under such 1 1 i i 1 i circumstances, in the event that a successor securities depository is not obtained, certificates are required to be printed and delivered. t° 1 1 .�M i I I , I Is W N to I CD I tO O I tO I W I co 1 00 1 N CI t I M 11 }, V to M[ O 1 r1 I 1`N I CA I N I to to I Co The Issuer may decide to discontinue use of the system of book-entry transfers through DTC 0 >c co o °� N i —4 N i i I V La N LO i N 11 A 5. 7 C 1 0 1 0 I co I •'fir I N I N I (or a successor securities depository). In that event, certificates will be printed and delivered. w "' � II 1 1 1 i i i i i i1 The information in this section concerning DTC and DTC's book-entry system has been _ co 1.1 LO CO to 1 lO I ti N O 10 I tO 1 O In I to 1 N M I V' 11 obtained from sources that the Issuer believes to be reliable, but the Issuer takes no tv CO La N LO I I O O N 1 N , V I c co , O „ Z to °, M tO co tO I N I V'14 V: 1 M 1 M. I O N I N I CO rt I t� II responsibility for the accuracy thereof. v c M ' t N t � q 0 N U 1 o N A ~ LL > ~ Z S. a i i i I�I i I 11 AUTHORITY AND PURPOSE CO N M tY N i W i M 0 t-t-M 1 c° 1 o i too i to I to co i M ill o O .-1 Cc t-to V�-4 1 W 1 00 CD ti C°M 1 ao 1 00 I M O I M I .� O I N It W 1.� C° CO v to V:M.--I 1 M 1 O N tb tO-W I N I O I l^O I t w i 00 t.1 1 to 11 67 N r, co to V' t`C°tO 0 i t• 1 °) n.-I tf') i H i C° I V'lt) i C, , to O I O II � � co v) i C? I to Lnn V U') I N I n N I O W I M tl The Bonds are being issued pursuant to Minnesota Statutes, Chapters 429 and 475. The i "' i 1 M I I I i proceeds of the Bonds will be used to finance various street improvement projects within the A w a City. The composition of the Bonds is as follows: a >: o W F 0 Project Costs $1,405,754 ° W Z a N Plus: Issuance Costs 21,050 Allowance for Discount Bidding 16,500 E w H o Capitalized Interest 56,696 N a z ° W z Total Bonds M $1,500,000 �. va a a F W W W > O o id UW O C7W co y to o W -� A 7 > + C to �•fl M � C � > SECURITY AND FINANCING o a A p�� N y a w rte'• c a d J 14 F z tC m y d ° cd m p C w U fl w >. Z W E" 45 V v, i~ C obi [ G w In addition to its general obligation pledge, the City pledges special assessments levied against x > c, ;3 ZE o y v C y o td ° .J a o -da benefited property. Special assessments in the principal amount of $309,101 are expected to H w v ° v ' [ o ,, ° ° 0 N a° w °W F a be filed on or about August 15, 2002 for first collection in 2003. Assessments will be spread H o a p k IT. > > �x n 2 r. v c o N ; d fTl W $. m 0 $4 2 �' d � to N 1. +' �' iV % U U w°' `� y � over 15 years in equal annual principal installments with interest charged on the unpaid balance H a a ; to iv ; a 3° o > e w W w o o a [ at a rate of 6.5%. Capitalized interest in the approximate amount of $56,696 is included in the °w x °' to e a M ~ rn > `—' v a ° w principal amount of this Issue to pay the February 1, 2003 interest payment. Thereafter, special ° a c F c r A a n L. H ; u o N d W.., .G.-. C a� v W Z 7 0 t0 d assessments and levy collections will be in an amount sufficient to pay 105% of the interest o i> o to a ° w P-4 o i o a a a ° A U y a H F 0 In � r. coming due August 1 in the year of collection and the principal and interest coming due a W W o W w a w February 1 of the following year. - 4 - IV-5 Purchases of Obligations under the DTC system must be made by or through Direct to Participants, which will receive a credit for the Obligations on DTC's records. The ownership O 1 d 1 N M I N 11 I ID 01 O N In M M N I N I N t1 to M V 1 1n I 01 1 M V 1 C 1 .•- 1A I 11 11 I CO .. . ^ - 1 , . . . ^ ^ . , ^ 1 , - , 1 - . 1 II a �, I ° 1 ° I M N , 1 ° interest of each actual purchaser of each Obligation ("Beneficial caner° is in turn to e m M M I to l N M 1A 1� V O 1 r• I ID 1 �to 0 I Io I O O 1 O II , ' _ r m M N 1 °_ ' ° M m M I v I I_ 1n v , m I v I 1, recorded on the Direct and Indirect Participants records. Beneficial Owners will not receive C I _ I I . I 1 1 I I 1 II O 1 N N I n l .- M I r I I I 1 an 1 to 11 01, 1 I I 1 I I 1 I «, 11 written confirmation from DTC of their purchase, but Beneficial Owners are expected to receive I I I I 1 I I I 11 I written confirmations providing details of the transaction, as well as periodic statements of their ~ °1 °m CND G I N 10 10 N V 0 In I I; ; 10 ; 2� 2 ; L4 ; I; holdings, from the Direct or Indirect Participant through which the Beneficial Owner entered into O 1 01 V V fo ID 01 t0 11 to 01 N tD O V N I N 1 N I I I O I N 11 E ' ° - - - - ^ - - 1 - - - - - ° - - - 1 - - - - - - 1 the transaction. Transfers of ownership interests in the Obligations are to be accomplished by 01 10/ ONOONO MM I V I M V COO) ID 1 to 1 .- I 001 .T 11, 1 Io 1 11 tDN0 00 1 N 1 010 to 1001-0 I w 1 01 I NCO ) I CIO I O O 1 O II M I ro 11n 1D 1 ° I _ I I 1 M I ° 11 entries made on the books of Direct and Indirect Participants acting on behalf of Beneficial N N 1 M ' ro ' ID ' � " Owners. Beneficial Owners will not receive certificates representing their ownership interests in I M! 1 1 I I � 1 � I I I .9 II I I 1 1 I I 1 I the Obligations, except in the event that use of the book-entry system for the Obligations is M .- V O N V I V I t� M I O 1 Io 1 N to I V I N In 1 M 11 m M r° 0, , N , �, , ° ° , ° , discontinued. �� 01 m 01 CO MID I t0 I O M I V I CD I OHO I I 1� 01 1 N 11 4j 0)'O N T V 01 O IM 0 I w 1 V V I CO I � 1 to �N I 1 O 01 1 II r_ ° M M ^ ' T I ° 1 I ° 1 r 1 0 1 N I m II To facilitate subsequent transfers all Obligations deposited by Direct Participants with DTC are O. O 7 N V N I I M 1 1n 1 M I. V N I 10 I Ip N 1 M 11 1 10 L LL H - I - I _ I - I ^ I - I 1 v . 1 11 f 00. � 1 N 1 M 1 M 1 � I w� l 1 M I N It registered in the name of DTC's partnership nominee, Cede & Co. or such other name as requested by an authorized representative of DTC. The deposit of Obligations with DTC and In° ° I N ; 1 m ; 1 °° their registration in the name of Cede & Co. or such other DTC nominee do not effect any M O I N I to to I V I N 1 IA to to I to I m I- 4J O II Ili 0t 1 1 v 1 1 e 1 o I N 1 ° m I II change in beneficial ownership. DTC has no knowledge of the actual Beneficial Owners of the +� u N � I 1 "r•G 01 t0 t0 11 ID ti I V I N I In can M I 117 M I m II ° > _ ° N 1 1 M 1 I o I I_c, 1 Z. 1 ° M 1 N II Obligations; DTC's records reflect only the identity of the Direct Participants to whose accounts O L °LL «� I _ I I - 1 .. 1 1 .. ° I such Obligations are credited, which may or may not be the Beneficial Owners. The Direct and Cn I r l I r l I I I N 1 t- II Indirect Participants will remain responsible for keeping account of their holdings on behalf of r` o N o1 01 i ti ; U�M o i m Ir i o o i o 1 01 v 1 M their customers. N o O M o I V I M W 01 I m 1 "I 1 O V I to 1 m I O 11 0) O O M I M I I V I m 1 O M I to I N 1l] 1 11 t0 7 D I. II W r IV O v tD to N I I- I N r M I � 1 01 I 4 1 I Io 1 CO V 1 M 11 co ° > = <' N ' I M I 1 I 11 Conveyance of notices and other communications by DTC to Direct Participants by Direct 2 m O) > 7 fA I N I 1 N 1 I 1 1 r N I < 11 1 ¢ 01 a 01 LL I I 1 I 1 1 I I H II W I I I I 1 I 1 11 Participants to Indirect Participants and by Direct Participants and Indirect Participants to ¢ I I I I I I I I II , m L Beneficial Owners will be governed by arrangements among them, subject to any statutory or Z w I I I I 1 �"� I I I I I m 1 M I v In In M m 1 In 1 m 1 0 1 I I m II regulatory requirements as may be in effect from time to time. Beneficial Owners of the LL N N to N N V V V I � I m O to N O I OI 1 � 1 V M I IA 1 to V I O 11 O V In to M t0 I m I m N N IO O 1 " 1 1 -1" I M I - N 1 11 Obligations may wish to take certain steps to augment transmission to them of notices of Z IO'O _ 1 I I -I 1 I - I I II n.1 o L C M OmIOO N� I m I t-P­ ID M 11A 1 N 1 Iol- a 1 1 �• tT 1 O 11 ° a = N M°N 2 1 o I N In V 1 1 M I m(4 1 1 < I II significant events with respect to the Obligations such as redemptions defaults and proposed (n H LL Io N 1(1 I M I 1l7 01 V 1 0 1 N I I I t� I CO II f I 1 W 01 ^ I ^ I - 1 ^ 1 1 v l l 1 N 11 0 m ° r 1 M I _ I M 1 1 1 1 1 It amendments to the security documents. Beneficial Owners of the Obligations may wish to "' 1 1 1 1 1 1 1 1 11 ascertain that the nominee holding the Obligations for their benefit has agreed to obtain and 0 W transmit notices to Beneficial Owners, or in the alternative, Beneficial Owners may wish to Y a>. E provide their names and addresses to the Registrar and request that copies of the notices be 0 co° `u provided directly to them. S K Z L L . ° zr •r + Z a 3 Redemption notices shall be sent to DTC. If less than all of the Obligations within a maturity to 0.Z a) a -- m In are being redeemed, DTC's practice is to determine by lot the amount of the interest of each LL Lu2: w a`�i aL1= p ^Z _ L p Direct Participant in such maturity to be redeemed. z°M °° U p Neither DTC nor Cede & Co. (nor such other DTC nominee) will consent or vote with respect to W W N U N O W_j� r L a) N In > C L. the Obligations. Under its usual procedures, DTC mails an Omnibus Proxy to the Registrar as Cr¢W N U a) C 0)10 N N O C W 1 LL W L 4J o�C �' > m Y soon as possible after the record date. The Omnibus Proxy assigns Cede & Co.'s consenting p 0 C L m O 0) m 7 7 C1 O) L 4- N D, D, - LL LL = m ° L or voting rights to those Direct Participants to whose accounts the Obligations are credited on H G a) > N In a-1 'D N 1f, a� ro Z W X w ° 1- 0 d ° L L r �-r C the record date (identified in a listing attached to the Omnibus Proxy). W 1� IO N a.1 C a.l L 10 O) O V 01 0) C O - C Y Y 2 F- a•+ C 7 a.l M L L N L L ro C •r W W C E 01 a1 N C C N = . 7 a1 Y I. N C 11. H >, W L A L � E In 0) O) ro a.1 a.l >. 0 ro 00 r T G C O ¢ I +� E 0)4J L O) O 0) E U N � U W to LL V X ¢ L �,a = =w „ N _ _ ° _ E-� = w m Principal and interest payments on the Obligations will be made to Cede & Co. or such other y W w In O) U L c 01 c L >. w III U c Ol M E O O L N 0) C Y O. 0.0 E O►+ 7 0) O1�J 1n C r 01 W C O L 41 O) •� L m W / 0 0 In = c L LL c > > °Y DI � °� a U L 4- r ° nominee as may be requested by an authorized representative of DTC. DTC's practice is to W W L In IO L 0 L/ DI 0) In O W L 4.1 7 C X — U 4- 1.1 •� > 0) O) 2 2 O. ¢ d 4- C > Q_' 0I() CO O C 0 > 01 W W = N N p 4- 0 V U Z In , c ° ° L N a L E �, In L L �, _ = credit Direct Participants' accounts on the payable date in accordance with their respective m m O In ro E Ix � - ro 01 0) O c 10 0) 0) O to t0 ro , X x N m A In (r 0) +1 m 10 ° ° = m In � -- d�4- ° -- 4) holdings shown on DTC's records, unless DTC has reason to believe that it will not receive O O Q) L •r C L 0)N 0 L 4.) 1--r•� Y O N LL O) 0 fn 41 U ro ro U LL 7 0) U O! O) L O) 0) 01 O � 0)r r y-._, L O N U C C O 1n L m m ° _ >t c =S.0 L as a In L ° ro ro In ° payment on the payable date. Payments by Participants to Beneficial Owners will be governed O) 0) O. J C L•r C a.1 W 0) 7 7 t0 t0 01 E 0) O) L L L O) O C.7 m J..U LL.,o x c�a a a v o.. X � a 1•_ X m ; by standing instructions and customary practices, as is the case with securities held for the W W 0 W LL IA. accounts of customers in bearer form or registered in 'street name," and will be the responsibility of such Participant and not of DTC (nor its nominee), the Registrar, or the Issuer, subject to any statutory or regulatory requirements as may be in effect from time to time. Payment of principal and interest:to Cede & Co. (or such other nominee as may be requested by an authorized representative of DTC) is the responsibility of the Registrar, disbursement of IV-6 - 3 - THE BONDS I I � I OO Io I--N I I Ot1D 0 r r M N00117M04M 0 1 W I I W Q Ln NMIt0 W M p M W W�lN/ 1 tD I W I O� CI I N I W 1-O I M T 111 O W 1 M I O I Cl! 11 I N 11 _ w , .. , , .. 11 General Description th 0 o M t.-M M 1 M 1 M o o Iq ;.:;v; 1 < 1 0 1 Co�W , M „ T 1 T �0,V OMI�M CI I CI-I 0P. OV "a r. I Q! I O I Co Lo Ci I Q I 10 10 I O 11 I W co M N I CI I tD Q N O)r I W I CI I t0 C/W 1 1 O I CI 11 C 1 I ^ I - I ^ I - I v , I ^ I •• 11 N ° 1 N I Q I .•- N I '� 1 v l I I v '� I N 11 The Bonds are dated as of March 1, 2002 and will mature in the years and amounts as set forth on the cover of this Official Statement. The Bonds are issued in book entry form. Interest on 0 a 1 F- W I Qt0 st 1O N OI t0 t0 I N I 01�W 1� .- 10N I 1 Ol I M Q o� 1 01 I O OI I O+ 11 the Bonds is payable February 1, 2003 and semiannually thereafter on August 1 and L I ("Q V N Q W i,Q I W 1 L P_1n W M , r , N , r-to co I Q I M 1 n 11 O 1 t0 01 W N W M M 1O I LL'I I N r Q t0 M r Q Q O 1 1n I 10 11 February 1. Interest will be payable to the holder (initially Cede & Co.) registered on the books E ' W " " - " ' " " ' ' ' ' � ' ' ' ' ' ' ' ' ' ' ' ' ' ' I W I OI N 10 W M W M M I 1n I r N CI CI CI M I 10 I O I t0 M N I r I 10 I r 11 Z I C/ I�10 CI W r W MM 11O I A NM1O 1�Q0 I U, I ID I X100 1 W I O O 1 O 11 of the registrar (the "Registrar") on the fifteenth day of the calendar month next preceding such ' " ' - W W M N ' ° ' W W ° M W M ' 1n ' v ' W v , W 1 Q ° , M 11 I I I 1 I I I 1 ^ 1 11 I N N 1 1 M I N I I 1 I N 1 10 11 interest payment date. U.S. Bank, N.A., St. Paul, Minnesota will serve as Registrar for the 1 ,el' 1 1 1 1 1 1 1 I «► II Bonds. The City will.pay for registration services. Principal of and interest on the Bonds will be _ _ "Book • Q W M M W O 1 1 W N I A 1 O I 1n 14 N I N I N M I N 11 paid as described in the section herein entitled Book Entry System. W W � N �� , O , � M , O , O , r`W N , � , � Q , �, „ 4I N O W Q I M I Q I N T I W I Q Y7 I O/ 11 t0 U 01 • I I ^ I • I • I • . 1 w I • - 1 ^ 11 +j W _ r M Oi 10 Q I N I f� M 1 W I 1O W O I N 1 V 47 '0 C CI A.- O M I M I N O I M I 01 I A , N I N O 1 N II O.O 7 N co N N+- M I W I A I Q 1 O I N O 1 N II 10 L LL ei} I I ^ I ^ I t/ 1 �/ I I I ^ 11 U Q. I N I M I M I 1 I - 1 M I M 11 Optional Redemption W I- 1n 1 O 1 M 10 1 1 I co 1 W 1 C. Q I M The City may elect on February 1, 2010, and on any day thereafter, to prepay Bonds due on or , Q , W� , �, , 0) , �, , M M I ti O M 10 01 I CI 1 f• 1 W I O 1 A I 01 I W O I W 11 after February 2011. Redemption may be in whole or in art and if in art at the option of the ° N - - , rY I P Y part P r C W co I 10 I 1O CI I Q I N I N M II W > C co 1n W I M I Q Q I CI I Q I 1 I Q o+ I M II City and in such manner as the City shall determine. If less than all Bonds of a maturity for an ° L ° .- , O I W I W I co , O „ W LL. 44 1 ^ 1 1 1 1 1 I 1 11 issue are called for redemption, the City will notify DTC of the particular amount of such I I 1 I I I I I u maturity to be prepaid. DTC will determine by lot the amount of each participant's interest in M Q 10 �• I W I co t0 N I 10 I OI 1 O I O I M In 1 Q 11 such maturity to be redeemed and each participant will then select by lot the beneficial U7 W N O I N 1 W ti .- I u7 I W 1 O I O 1 W 1 W „ W N t0 N b I I Q 47 M I M I M I O I O 1 M N 1 27 11 ownership interests in such maturity to be redeemed. All prepayments shall be at a price of par ,. co ' N c ' ' - ' ' ' ' ' ' ^ ' - ' - - - W C'O M In W I O I I.-W co W 1 0 1 O I O O I O Q I Q 11 U V W C M Q Q r I Q I N N ti plus accrued accrued interest. W > 0 N M I �'• I 1 I I N r I N C 11 J OOi W)LL I I 1 I I I II to 1 I 1 I I I I 1 11 L O O Z 4- I I I I 1 .-. I .-� I Book Entry System _ CI Q W M N,n 1 _° I N- W 1- I CI I O 1 1 O � 1 l; LL .W _ W V 10 t2 co�I� I I co N I.-1n.- I Q I W 1 O W 1 t0 I O Q I Q 11 CI W Q M 10 Q 10 Q I QI 1 O I O 47 I 47 I 1O r I N 11 Z W t0 - I I I-• N L C to 10 10 0 Wµ]M I W I M Q N MCI I 01 I W I W �• 1 10 I W 'CO) 1 CI 11 The Depository Trust Company ("DTC"), New York, New York, will act as securities depository W d U. W ° ^W N ' Q ' Q 0) M 1n N ' 1n ' W ' W M ' '0 ' Q " !'n F- C LL 1n 10 117 1 0 1 10 N Q I W I I N I 1 I t+ 11 1 - 1 - I ^ I 1 v l v 1 N 11 C7 W C7 .-• I 1 I N I 1 1 I 1 11 for the Obligations. The Obligations will be issued as fully-registered securities registered in the > � t•7 name of Cede & Co. (DTC's partnership nominee) or such other name as may be requested by °W L an authorized representative of DTC. One fully-registered certificate will be issued for each Z a a maturity of the Obligations, in the aggregate principal amount of such maturity, and will be >.W o N deposited with DTC. Z __ � ° Z F LL "banking is a limited-purpose trust company organized under the New York Banking Law, a <°Z 3 L W 1-W 1-W C N banking organization within the meaning of the New York Banking Law, a member of the co W� x y t Federal Reserve System, a "clearing corporation" within the meaning of the New York Uniform ° ^Z � o Commercial Code, and a "clearing agency" registered pursuant to the provisions of Section 17A n o O N io p of the Securities Exchange Act of 1934. DTC holds securities that its participants ("Direct "�J m N N U N 10 " W_a S W L t/1 N > > 0 W Participants ) deposit with DTC. DTC also facilitates the settlement among Direct Participants ix <W N ° W ° W M N O ° W U W•� L W 01 C rn W N > of securities transactions such as transfers and pledges in deposited securities through LL W ' ' L �' O = N > W ' ' ' ° ° N d d t ° 0]li C C C 7 O L electronic computerized book-entry changes in Direct Participants' accounts thereby ° W >co N 4J N�- _ to ' - W O m N�I 0 YI L O C N 4- W O L LL U 4.•� = W eliminating the need for physical movement of securities certificates. Direct Participants _ Z I- *)- _ _ W m ` W t L ° r } W W C E W L.1 W C C N 7 7 r�..I W C W C 4- F A W C W L•.- E N W W 10 41 a> >. O td O L •� >.a C O ("Direct Participants") include securities brokers and dealers, banks, trust companies, clearing 1 < ir 4J E W 4j L W O W E V N ° 0) to LL ° % H < L. VI 0. 0 7 4- u m 7 c c >. O 'O c E O C tiJ 0 corporations, and certain other organizations. DTC is owned by a number of its Direct W W W to W° L = W ° L J C W ° W ° E ° L W W > 0 W c E O n+ 7 W W+� N C W W C O L 0 W L m W Participants and by the New York Stock Exchange the American Stock Exchange LLC; ° N ` ` L LL W > -" W X " -"'" W W L N 10 L O a.I W W N O V- L �./ 7 T C % V 4- yI > y W 1 Inc.;f f Z S d < W4-•O C > K WO l0 O C O > W W 4- C N N O 4"0 U U I-1 _ N > C W W L (O 3 L E W W 0 L L _ W c c an the National Association of Securities Dealers, Inc. Access to the DTC system is also m W O N W E 0 1- W W W ° - W W ° to W _W f N W t0 01 Ir W FI 10 4J 0 V V Z t0 N > t0 ..•. +- W 4-4- W ....W O O W L r C L CI N V1 L yI L•,•- .0 O 42 LL W 01 01 4J V t0 t0 available to others such as securities brokers and dealers, banks, and trust companies that ° LL W ° W W L W W co O W Y- L ° N ° ° O N L m c C C W u+I t0 C >L F- C C M L a.0 O. F 01 L O W t0 ,- N 7 clear through or maintain a custodial relationship with a Direct Participant, either directly or W W nr =r C 45 W W = = W W W E W W L L L W O f7 rn J N U LL►r O w�a n.a U°►r W O W y li ti indirectly ("Indirect Participants"). The Rules applicable to DTC and its Direct and Indirect Cr Participants are on file with the Securities and Exchange Commission. -2 - IV-7 ��7NeN�y� 1 to to I O I N 11 I ,dj p t0 V:0 N V�t't0 I �4 1 V'N N N V� I N 1 It N N I C I 11 C. 1+ M O V• t0 O t0 I N ; M O O I V' I t0 + t0 10 I O 1 t0 11 .� O ; N OI N P I N I P-�P V' I O I M I N I N I M II }� > 1 1 I I 1 1 II- o ;w OFFICIAL STATEMENT I a I I 1 I I I I II 1 V•N V'O N O O 1 rt l t0 N t-N M 1 1C1 I t0 I 10 I I O l t0 .-t 1 t- II U'l 0 1 t00 W<IO" "I �W I N I W V-W ttt09-.^'-t I W ' V' 1 t't: I O I 7 co I N 11 p ; O.0.1 a O O M N ; cr+7 ; 0;0'N tt0 O Pi09 ; M O I N O I M ; N cc ; O 11 $1,500,000 t0 1 N t V W 1 t0 f I �v I I ~ .ti 1 .i 11 1 1 CITY OF ST. ANTHONY, MINNESOTA 1 I I I I I I I 1 11 -' 1 1 I I I I I 1 1 II GENERAL OBLIGATION IMPROVEMENT BONDS, SERIES 2002A 3i °o�v °°° ioi I ° I oI °oI ° I c11 O I t-O to N 0 0 0 1 O I t0 N 0 0 r I t0 1 O 1 O O 1 0 1 O I I F 1 0 V NV'O O O 1 0 1 Onto^CO tO 1 0 1 O 1 00 1 0 1 O II bo N t o o N_ N ' N W N 1 C N W (BOOK ENTRY ONLY) V to 1 7 tD N n.••t N co t0 O b 1 W , N M Nf , 1 cu, 11 1 1 I 1 I I 1 1 11 t- to N N N t- o o N I N o INTRODUCTORY STATEMENT I U A IT 0�V' win I t0 I M.-1 Ot I M 1 t'7 I O N I N I CO 11 I U 0 I I 1 I 1 1 II 1 C W t0 M M V• 1 r 1 I v C a 1 t0 1 t0 O t0 1 tt1 O II 1 � O y N.ti 1 0 1 ^.. N.. l l i N N I N LO N II Cd ° 1 This Official Statement contains certain information relating to the City of St. Anthony, t; I �. w I 1 1 I 1 1 I 1 I 11 Minnesota (the "City" or the `Issuer"), and its issuance of $1,500,000 General Obligation co -4 t0 t0 In 1 t0 I t-N O I -M 1 t0 I O t0 1 tt) 1 �+ M 1 V• 11 °° N to I I °° N I N I V. I °t- 1 ° ' ° ' Improvement Bonds, Series 2002A (the "Bonds," the "Obligations" or the "Issue"). The Bonds I t- t+f IA W to ; N I v_0 v 1 Of I V. I O t t I N 1 t0 "'� ; �11 G I y M T N.�•1 I M 1 -W M l tNp 1 i0 I N-�+ 1 0 1 .N•1 1 N II > 1 I N I 1 c, 1 _ ; I ; are general obligations of the City for which the City pledges its full faith and credit and power to levy direct general ad valorem taxes without limit as to rate or amount. Additional sources of I 1 1 I I I I I 1 11 1 authority and pledged security for the Bonds are described in more detail herein. � i o °° °oioi °° oloi i oioi 011 al 0 00 00101 00 0101 II olol ou 1 o �, o 0 1 1 ..o to 1 1 1 0 1 Inquiries may be directed to Mr. Roger Larson Finance Director City of St. Anthony, 3301 I �� Io1 � � Io1 I � IN1 X11 ' 14 ; N ; I N I N ; N ;; Silver Lake Road, St. Anthony, Minnesota 55418 or by telephoning (612) 789-8881. Inquiries may also be made to Springsted Incorporated, 85 East Seventh Place, Suite 100, St. Paul, w Minnesota 55101-2887, or by telephoning (651) 223-3000. If information of a specific legal M-o v=e- i 1 tp t0 N t7 N ° 1 matter is desired, requests may be directed to Mr. Jerome Gilligan, Dorsey & Whitney LLP, 1 I I N N I 1 I N ; ; `° ;; Bond Counsel 50 South Sixth Street Suite 1500 Minneapolis Minnesota 55402 or by aT I Cd O 0 N o v t0.+400 i °CO i 0000.mi t- t0 i M ; M I N ; N i f f f f f W 1 r telephoning (612) 340-2962. z!n I W C 1 1 1 1 I I 1 II (r,Z I 1 I I I I 1 I 11 1 nZi GL C 1 I 1 1 1 1 I I I II I t0NMV'N V'0 1 tD 1 01O[ M 1 W 1 O 1 CnO 1 M 1 0 co 1 M II ts7 0 I O.-I t0 1l7 V•.-t I t0 1 O W W t0 to I W I O 1 t+7 O I t- 1 .-I O 1 N 11 l,w47 1 a'i X10-tOt�00N0 I /0 ; 00i O�00t>7M ; O ; I On ; N ; O C 1 II w 1 I 1 I 1 ' 1 1 1 11 CONTINUING DISCLOSURE t0"W to. .-I 1 t•f 1 t0 to V 0 "~ 0 1 O 11 I w 1 1 1 1 I 1 I II U a'N 41 I I I 1 1 I I I 1 u In order to permit bidders for the Bonds and other participating underwriters in the primary offering of the Bonds to comply with paragraph (b)(5) of Rule 15c2-12 promulgated by the Z 2W, I y mv�eN0000 1 I• b6-406,40 OR w W 2 � C Ip O v C r Ul) '` N ' to � °In I ° ' Securities and Exchange Commission under the Securities Exchange Act of 1934 as amended co 0 4. tO Of r-Ln V i CO-I W t0 t0 0 t0 i Vw i CO 1 N` 1 N 1 II n ' b w 1 m I I I I -" (the "Rule"), the City will covenant and agree, for the benefit of the registered holders or beneficial owners from time to time of the outstanding Bonds, in the Bond Resolution, to provide annual reports of specified information and notice of the occurrence of certain events, if ma w o W W w a material, as hereinafter described (the "Disclosure Covenants"). The information to be > ° ° — ° provided on an annual basis, the events as to which notice is to be given, if material, and a summary of other provisions of the Disclosure Covenants, including termination, amendment and remedies, are set forth in Appendix II to this Official Statement. w a 0 0 Cd $+ > m a w ° a w m Breach of the Disclosure Covenants will not constitute a default or an "Event of Default" under ° „ d w A 6 0 n 0 m 0 o o the Bonds or the Bond Resolution. A broker or dealer is to consider a known breach of the w y v O m 2 = A" to ° w �o m Disclosure Covenants however, before recommending the purchase or sale of the Bonds in the Fd a v U 1i C y G 1+ ttl y C C pO 0.... ,, C m W f f a o w 10 d d y- U d w s secondary market. Thus, a failure on the art of the Ci to observe the Disclosure Covenants Fm , rC11 d > m >�,x,y> a oC ��-- r � s�.o d d ry p tY a w a w ,,a°. ; �, o g ; g may adversely affect the transferability and liquidity of the Bonds and their market price. ° y d O t0 2 t�yy E U) O W .:+w °0 H1+ 4 110 m N It of ,O 1...U...0 Yt G. t0 0 L O pa O pq C v a� C >L H 0 C L A'xt..0 F rn d S. m F m.Z G1 py1 of W > d M 1, Q > C7.7..Uli..,0 �t7aaa0 XO yFF KO t0 > > a w w o w w w IV-8 -1 - I .-. i••. I 1 2 I I I 2.-. 1 � 1 u I al V N NMF O W 1 W 1 � N10-W I ti I N 1 10r I N I O 11 11 a/r 01n 1DN V W M I ID 1 r MMI�01 I C I W 1 tOM 1 O I W 11 I Ol r,D IT Q r W t0 V-1 I M 1 r 10 t- N V I I V I 01 0 1 0 1 V It I C tO L N N V v t0 N I 1 M t0 M a N I O I r 1 V V M I N 11 I O1 L 0 M N I 01 1 M O+ W , r I W I W V INI M 11 description of this undertaking is set forth in the Official Statement. The purchaser's obligation �_ o > w 1 N 1 ..., , , M „ I L > CO to purchase the Bonds will be conditioned upon receiving evidence of this undertaking at or I 1 I 1 I 1 " 1 w 11 I 0 M w 1 1 1 I 1 I 1 II 1 >LL C I I I 1 I I I II O I 1 1 I I 1 1 11 prior to delivery of the Bonds. v I 1 E I I I I I 1 1 1 1 11 V M r o W 1 0 1 T W 1n M W I M I r l O 1 r` I O• , I I I u'1 M 10 V W M I t0 I N W 10 N M I W I 1� I V M I -M I W M 1 .- II OFFICIAL STATEMENT = ' r °��° °Q° ' 100 N°tr I ° I 10 1 MO 1 1 W I W 11 C I t0 - - ^ - - I - I - • - - - I - 1 - 1 - I - 1 - I ^ II L I 7 W O 10"O W 0 1 10 I M V W 01 W I M I N 1 10 01 I N I 01 M 1 M 11 O 1 +1 ID N W O M10 I W I OW10 t0 M I M I N I O 1 I M V 1 00 II E 1 U t0.'•W t0 r I 10 V r 1 M I N 1 N N O 1 N II ^ I e City has authorized the preparation of an Official Statement containing pertinent = ; 44 ; M ; ; M ; N I I I I I 1 I I I II information relative to the Bonds, and said Official Statement will serve as a nearly-final Official r , t0 I I 1 I I I 1 Statement within the meaning of Rule 15c2-12 of the Securities and Exchange Commission. � 1 °N�O O° I M I O O O O O I O 1 h 1 CD O I I ° 11 O I V G ti ti 0 0 0 1 01 I 0 0 0 0 0 1 0 1 O I 0 0 1 0 1 O 11 1 1- 1 �•.' ^ O M r 0 0 1n 1 I W- tT tT 1n I t0 I W I M C I M I In II For copies of the Official Statement or for any additional information prior to sale, any I d - - - - - - - 1 . 1 - - - ^ - I - I ^ I - ^ I W N W r M O N N 1 V 1 W�r'W V I M I W I .-10 I 10 I N 11 prospective purchaser is referred to the Financial Advisor to the City Springsted Incorporated I n M W 10 °M< I ° 1 M W�,r�, I o , o I 1 m W N tD>- i N i W C,U, 1 10 1 N 1 N I ^ I W II 85 East Seventh Place, Suite 100, Saint Paul, Minnesota 55101, telephone (651) 223-3000. ti I .n I 1 I I 1 I 1 II 1 I I I I 1 I I II The Official Statement, when further supplemented by an addendum or addenda specifying the N ° ° °° ° I I a)r N W M W I v I 10 ID 01 I W I 1n I O t0 I 10 1 11 1 U.0 a O In IT 10 M I In I O 1- V I I M I O 1D I 10 I O II maturity dates, principal amounts and interest rates of the Bonds, together with any other 1 W a _ _ . _ , _ , _ _ _ , . , _ , . . , u u i m L- 0 en "' '�°f i 110 i W°' °`�-° i ib information required by law, shall constitute a Final Official Statement of the City with respect 0 ; «� ^ ; to the Bonds, as that term is defined in Rule 15c2-12. By awarding the Bonds to any > " LL C I I 1 I 1 I 1 11 underwriter or underwriting syndicate submitting a proposal therefor, the City agrees that, no = I 1 I 1 II LL i O N O O I I ID M O I W I M I Q 0 1 0 1 01 V I M II more than seven business days after the date of such award, it shall provide without cost to the 1 N W M W , V I M° , W 1 I ° , ° , W , (/ 1 r O O 1� r•M I M I r 11 01 I V I --1 I O M I 10 I O N I r 11 senior managing underwriter of the syndicate to which the Bonds are awarded 65 copies of the C ; 0 1� � N ; M; ; o ; N I N V V V N I ti I N M O) I 10 I I N N I 01 I OI I r 11 Official Statement and the addendum or addenda described above. The City designates the ; ; �» ; N ; ; N ; I 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. .. „ N I O 00 00 1 0 1 O O 0 1 0 CX Any underwriter delivering a proposal with respect to the Bonds agrees thereby that if its o 1 ° °° °° 1 ° 1 0° O 1 ° O O 1 O 1 ° II fn I W O 10 W u]O I W 1 W O 10 I M I 1n I O O 1 0 1 In II proposal P Y City (i) P g (ii) ' - - - - - 1 - - - ro osa is accepted b the Ci i it shall accept such designation and a it shall enter into a 1 m �_ �� W M I 7 1A V r 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. I d r�NI[1ti01 T I W I t010 tlIr W 110 1 M I 10� I N I r- 11 11 alr r 10100 V 1A V I I I OT Mf-O f 0 1 N I t0 tT I 10 1 t0 11 Dated February 12, 2002 BY ORDER OF THE CITY COUNCIL 1 r m - I 1 N 0 N O 1 M 1 , O1 , W , V I V L W - I I 1 - I _ I 1 - 1 II W I C 10 L 1A N W M 11 10 10 M 01 M 1 1 01 I V N'1 I •-• II U 1 W L. 0 44"( v M I T N I I N 11 O > r I N I I M I II Q I L > 10 I I 1 1 I v v I v l N 11 Q I J LL tO C I I I 1 1 1 1 II m 1 v 1 1 1 I 1 I 1 II /s/Connie Kroeplin o ; Z w 'a 1 I I 1 1 1 •". I r 1 . Clerk =O C I V r v ��;M I M I V In In M W 1 u7 I W 1 O r• I r` I f` ; W i1 LL Z 7 1 _ • N 10 N N V V V 1 1 01 0 10 N 0 1 01 I 1 V O1 1 W 1 10 V I O 11 M LL I O V 10 t D M t 0 1 W 1 W N N b 0 1 01 I W I M t 0 I M I V N 1 N 11 Z LL I A - - - _ , , _ _ _ _ , _ , _ I _ _ I _ I ID r A W OM M _ H r l 7 MOW O NF 1 W I I 1 N I tD� 1 1 01 I O 11 W b 1 4-1 N M O N M 1 0 1 - N 1A 10 V I I- I M I W T 1 I N V I n II to L I V 1p 10 I M co I 1n 01 V W Z N I Q I - 1 I I N I v ; v l r I II I W II O W 01 C I I I I I 1 1 I I 11 Z> M M T m 1 K I 1 1 1 1 I I I I I Q W 01 O 1 I 1 I I 1 1 I I I I U I J _ I I I 1 I In I I 1 II O¢� I O N t0 M00 1 W I 0000 1 0 1 10 I Q0 1 1 0 I 11 Z I-•1 M I V O N O O O I 01 I O O O O 1 0 1 O I O O I O I I 11 Q U I J' O W 01 O 1(7 N I 01 I C 10 01 01 I M I M I M O I M I 11 Z to 4 W I I m W 01 f• O M V I O I M M_-W I f` I to I r W I 10 I 11 O W N m 1 'O W M M O N V I W , 01 W 10 I W I O I W r I O I II SK Z I 7 t0 tD 10r 1 0 1 W 0110 I N I N I N H O O W 1 m I 1 1 _ I v l v I N l to I I Z H Z U 1 I M I I M I I I I 11 ¢.r¢W I w I I 1 1 I 1 I II •Z J O 1 1 1 1 1 I I 1 11 H W Q O tna¢W XWO to LL W Z a1 O W W tn to C7 } F W I <Q D W C U Z J>- ') tO N W Q N U N L >M W N W F S 0) 7 N 7 7 yJ t0 K U 1-• N V C tU N N O C+- Q 1.� a) O O O C L > C C W > C } Z IY N a) m 1Y v LL LL C Ix Q O L H Q a) > to N N % ,O W t- (0 al a) N 1ti tO L L V II-W 01 al Z W H C 7 ✓ L O L r r IO ° L Y } W O E aI a-1 a) C 7 -••.m 7 41 a+ C ^•a) C 11- 1-0 A L 10 L S E N N IU a.1 >.(D coo > C O Q=) +.+ tU 1.1 L CU O al E U U L W LL U O H W L LL C 7 w V 7 C C '0 C 7 E^ C N to N a1 U L C a1 C L >. 10 C al�` 01 0 O L y to 0) OI C C1 D E O 1..1 D 4) CU W UI C 0) .� C L v m r N U) W W O O C C L LL C > > O!Y N Q U13 1I- L U U O W L 10 L O a1 al d N O % C V ♦.1 •� L Z d a1 1-U C > Ix N U M O C W 1I- a1 C N N O 4- 7 L U V h > C W m L to 3 m Q m L L - a) O al C C W r al O CO t0 E IL' r 7- Z N A A a+ d W W r 10 C a aL O C L T N y Y L L i L. t0 tO LL N f!1 41 v L O t0 t0 U 7 N N W L m W N O � al r r Y N O 0 L C C O N d M M C C U iI 10 C >r I- C C.0 M L r 1- Ul al L t0 t0 F IA r 0) 01 ct c Wa) 7710 ,� d > a) LL mi1C •o v >to J.,5)LL12o nc7au.0- ° U rI-1- t�01a c c al % % u K W W O W LL LL iv- IV-9 1 ^ ^^ I I ^ ^ 1 I 1 ^^ 1 ^ 1 II 1 O W Qr rrM O I A I O�NMM 1 Ill I N I Nr I M I Q1 II I I m� Il1Q ai Q r MN 1 1 o N QN I O 1 r l co 1D I Q I ID II as r< r 1 1 1 0 0-^ N 1 ° 1 0 1 0. 1 1 M 11 be withdrawn or amended after the time set for receiving proposals unless the meeting of the I—V d W I 1 I 1 I I I .II 1 C Ia L M N Q I° O t I r 1 O N an r I m l O I N/D I co 1 r 11 1 ` ° w M T v v r 1 1 �, I , , v , M , M 11 City scheduled for award of the Bonds is adjourned, recessed, or continued to another date I O > I I I t M I I V I r l l ^ I L > W I I 1 1 I ..i I I N II T ; >LL ; ; ;; without award of the Bonds having been made. Rates shall be in integral multiples of 5/100 or Q1 1/8 of 1%. Rates must be in level or ascending order. Bonds of the same maturity shall bear a E ' ^ ' ^ ' 1 single rate from the date of the Bonds to the date of maturity. No conditional proposals will be 7 1 NQ N t71 CA M tp I Il9 1 OI�tp 1�M I W 1 O I Or I I O) N I r 11 V 1 N Q II)r ap M� I M I w all t-N N 1 0 1 M I O IO I IO I 10 o I M 11 accepted. C 1 Nat) . M Ip A I r. I N r Q IC S I M I Q I O IA I N 1 fD OI I CD 11 al I 41 _ _ . _ . , , _ 1 I I I • I L I. 7 I�IDA Ma70r 1 IA I rrNO1N 1 0 1 W I Ilyr 1 ID I I 11 E I V co O l�1p al' T I m 1 I7 N M Lon o I o 1 OI I ISM I o I i.0, Q I Iv, 11 N 1 < r ; N1 emQ r ; off r ; Cm I of ;� AWARD �-+ I I I1 v l r I M I I M I 1 1 r 1 r1 I 1 I I 1 1 I I N 11 Co I I I I I ^ I ^ I I II .! ' ~°r O O 0° ' w ' O O 0 O 0 1 0 I N , N° , N I o 11 The Bonds will be awarded on the basis of the lowest interest rate to be determined on a true O I 10001 a!00 O I I Ill In 000 1 0 1 ao 1 W O 1 co I O 11 H 1 J N 01 Ol r•O I n O I O I N r N M I0 I Q I h 1 O O I O I O !1 II interest cost (TIC) basis. The City's computation of the interest rate of each proposal, in I to MMNOIO O Q I M I r01NrQ 1 a0 I Q I AN I N I N II I 3 to IO O IOOM Q 101 I r OM fO In I IO I A I N I to 1 01 11 I� r 1 0 1 Q I° I N 1 r I N- 1 I » II accordance with customary practice, will be controlling. I m 1 1 I 1 I 11 M ; r I M I I I I I I M Q e r ; ; N;, _N ; „ ; ° ; ° ; „ ;; The City will reserve the right to: (i) waive non-substantive informalities of any proposal or of 1 I d^ In au M "s 1 N 1 M 1 L 1 W 1 1 ° 1 ° 1 m II matters relating to the receipt of proposals and award of the Bonds, (ii) reject all proposals I u r m I Q O I A I N II] t0 1 m I a0 I 0 1 0 1 a0 11 I V� a1 . . I _ , , , _ I •• I 1 11 ° r ° ° " without cause, and, (iii) reject any proposal which the City determines to have failed to comply 1 a1 L 0 I M I N I I 1 O I O I r 11 I O > q v 1 I ...� 1 v 1 I r l l II 1 of al W I I 1 I I I I II 1 >LL = 1 1 1 1 I , , „ with the terms herein. N I v I 1 I I 1 1 I II C I u. ; Q ID ; �, ; m N ; „ ; „ ; O ; ° BOND INSURANCE AT PURCHASER'S OPTION 1 IA at!IO N O I N I IO N , N I ID I O I O I IO tD l N a7 u] Iq A I r I Q u•! M I M I 11 M I O 1 0 1 M N I N C 1 7 r rM u'!a0 1 0 1 I�N IO I O I O t O 1 0 1 O Q I Q 11 m l M Q r I Q l ^N I� I M I r l r l r 1 N 1 II If the Bonds qualify for issuance of any policy of municipal bond insurance or commitment > I V N I N I I N I I I 1 N I N II m l Q I I 1 I I I 1 I N 11 therefor at the option of the underwriter, the purchase of any such insurance policy or the I I 1 I 1 1 1 I I 11 r issuance of any such commitment shall be at the sole option and expense of the purchaser of V 1 I I I I ^ I 1 ^ 1 ^ 11 g ; c 0 0 o g ; o ; g g o ; c ; Q ; g o ; o ; g the Bonds. Any increased costs of issuance of the Bonds resulting. from such purchase of ' � °° ° ' ° ' c- "- ' L' ' - ' -° ' °- ' "'" insurance shall be paid by the purchaser, except that, if the City has requested and received a 1 d 1 I I I I I 1 11 1 OI to "m ti M I O I r Q I N I N I O O 1 0 1 N II ' r "= ' r ' ^r " , r , .. ' r° ' 11 rating on the Bonds from a rating agency, the City will pay that rating fee. Any other rating 1 7 q I N I I N I I 1 1 N II 1 1 1 I I 1 1 1 II agency fees shall be the responsibility of the purchaser. I 1 I I I I 1 1 11 1 m O D Q P 1 r N N I N I a o r N M r I r l M I N I M I O 11 "Q r I I I m Io 1 Q I 0 II Failure of the municipal bond insurer to issue the policy after Bonds have been awarded to the I fD�L 1�01QO<Or0 1 1 QQ"fr 1 01 1 1 ON I a7 I N II 1 VM a1 . . . . I . , . . , . , , . I • 1 •11 W 1 C a1 L r N m r r N N t r 1 m N°r„ , , , N„ , m , „ purchaser shall not constitute cause for failure or refusal by the purchaser to accept delivery on U I a1 L O M CA v N I t0 I N v 01 N I 01 I In I O h I M I 11 -• Z 1 O > v v I r , r ..i I r 1 M I r I M 1 K 11 Q I L > Itl 1 1 I I I v.... 1 1 11 6 1 >LL C the Bonds. m 1 v I 1 I I I I I 11 Z N 1 1 1 1 t ^ I ^ 1 1 II CUSIP NUMBERS u.O C 1 Of Qa0 M 01 NI17 1 0 1 Nr1pr r l 01 I r l O r I r l O v I r 11 LL Z 7 1 IDQID h a0 r,� I r l a0N1�It7 I Q I 10 1 O t0 1 ID 1 O Q I Q 11 � LL I 01 aDQ re•!r0 I O I nloQlo Q I Ol I O 1 OI° I O I O I N 11 1-+LL 1 7 NmOO m If!M I 11'1 ' MQ N0101 1 W I Il•) 1 W.- I ID 1 at1 O 1 01 11 W 1 I° r N°, I Q f Q a M,°N I w- I m 1 I°M , I° , M , < „ If the Bonds qualify for assignment of CUSIP numbers such numbers will be printed on the y O L 1 V Y'1 m W 1 0 1 10 n Q I m l r I N I I 1 11 W Z m l 4 I 1 1 I I I v l I .1,11 Bonds b O W. C 1 I M I r I N I I 1 I 1 11 but neither the failure to print such numbers on any Bond nor any error with respect Z>OI d 1 N I I 1I `=z- " thereto will constitute cause for failure or refusal by the purchaser to accept delivery of the U J . I 1 I t I <„ I o g g ; � ; N o g ; g ; g m ;; Bonds. The CUSIP Service Bureau charge for the assignment of CUSIP identification numbers Q U 1 r-1 1�01 01 x 0 0 0 I W 1 N r N M I o 1 O 1 O O 1 0 1 11 W tr m . . . _ _ . . , . , . . . . _ , _ , . . , . , shall be paid by the purchaser. Z M a W 1 T r M m r 0 M r , M l O N N r I W I N 1 N Ln I N I 11 2 1Y'n S I 7 N O I�Ln 1 at) I f�01 M IO I Ill I I Q H 7 0 W I m . r ; O ; I D O ; O I v i N v I I M 11 Z F-•Z U 1 r I N I I M I 1 I I 11 ..a W 1 w 1 SETTLEMENT =J 0 I I 1 I 1 1 I 1 II I.-d 1 W u. 0 W Z Z ; • Within 40 days following the date of their award, the Bonds will be delivered without cost to the >y 3 purchaser through DTC in New York, New York. Delivery will be subject to receipt by the Z > m 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, LLaIY >> > >c N to >c > coo o L ° v 7 ) ° payment for the Bonds shall be made in federal, or equivalent, funds which shall be received at LL m >N N N" ; r X L the offices of the City or its designee not later than 12:00 Noon, Central Time. Unless W� �y a L. o m" o W compliance with the terms of payment for the Bonds has been made impossible by action of the W a7 ~ E m N m C 7 L. N 7 L m C m C W ° L L r e N m 0 °8 r _ O City, or its agents the purchaser shall be liable to the City for any loss suffered by the City by Ia••m L a c L.Yom- V 7 C C M C 7 N O 'L C° N M � ! ' 1 m m a, L = m = L _ al++ =5 L m N d d r reason of the purchasers non-compliance with said terms for payment. QLE Owl 1) o41 NC o CL O O C C L LL C > > m Y m 0. V 4-i°1 t V V j m W W L al L O i!,m m N O W L Y X r C V 41 L m m 2 O. m w C > K w p w O C W 4. m C N N Q W 7 L V V m m O N /O` E K L.r y 3 raj O X c d d 0 y L `N N^N N o m 4J W . al v u z W �If I[_ _ CONTINUING DISCLOSURE O m L C L OI N N L y r L r L V 7 a1 V tD L m m a! O a m Y d O N L W C C O N N° m m C C V a! 10 = >L H C C 2 S L t 1- N N L o w H N L m ° `_T "' " m . ' °°" m > m ` ` m J ` c r In accordance with SEC Rule 15c2-12(b)(5) the City will undertake pursuant to the resolution c r_a7 J1-IULL►•I O lL C7 CL 11 a0 W O OF-H W O 41 LL !i 1 f awarding sale of the Bonds, to provide annual reports and notices of certain events. A IV-10 - iii - CITY OF ST. ANTHONY BOOK ENTRY SYSTEM ENTERPRISE FUNDS COMBINING STATEMENT OF OPERATIONS AND CHANGES IN RETAINED EARNINGS The Bonds will be issued by means of a book entry system with no physical distribution of FOR THE YEARS ENDED DECEMBER 31, 2000 AND 1999 Bonds made to the public. The Bonds will be issued in fully registered form and one Bond, Totals representing the aggregate principal amount of the Bonds maturing in each year, will be Liquor Utility - registered in the name of Cede & Co. as nominee of The Depository Trust Company ("DTC"), Fund Fund 2000 1999 New York, New York, which will act as securities depository of the Bonds. Individual purchases Operating Revenues of the Bonds may be made in the principal amount of $5,000 or any multiple thereof of a single Sales and Cost of Sales maturity through book entries made on the books and records of DTC and its participants. Sales $4,742,093 $4,742,093 $4,662,867 Principal and interest are payable by the registrar to DTC or its nominee as registered owner of Cost of Sales 3,432,132 3,432,132 3,417,747 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 Gross Profit 1,309,961 1,309,961 1,245,120 participants will be the responsibility of such participants and other nominees of beneficial Charges for Services $1,119,767 1,119,767 1,123,893 owners. The purchaser, as a condition of delivery of the Bonds, will be required to deposit the _ Bonds with DTC. Total Operating Revenues 1,309,961 1,119,767 2,429,728 r 2,369,013 REGISTRAR The City will name the registrar which shall be subject to applicable SEC regulations. The City Operating Expenses Personal Services 593,932 336,033 929,965 841,031 will pay for the services of the registrar. Supplies 42,933 28,154 71,087 62,738 OPTIONAL REDEMPTION Contracted Services 253,016 226,502 479,518 496,802 Filtration and Other Charges 92,153 92,153 76,800 The City may elect on February 1, 2010, and on any day thereafter, to prepay Bonds due on or Treatment Charges 378,624 378,624 433,037 after February 1, 2011. Redemption may be in whole or in part and if in part at the option of the Depreciation 86,026 94,329 180,355 188,825 City and in such manner as the City shall determine. If less than all Bonds of a maturity are Other Charges 120,263 120,263 106,141_ _ _ called for redemption, the City will notify DTC of the particular amount of such maturity to be -- Total Operating Expenses 1,096,170 1,155,795 2,251,965 2,205,374 prepaid. DTC will determine by lot the amount of each participants interest in such maturity to be redeemed and each participant will then select by lot the beneficial ownership interests in Operating Income (Loss) Y 213,791 (36,028) 177,763 163,639 such maturity to be redeemed. All prepayments shall be at a price of par plus accrued interest. _ SECURITY AND PURPOSE Nonoperating Revenues (Expenses) Reimbursements 126,938 126,938 177,975 The Bonds will be general obligations of the City for which the City will pledge its full faith and Commissions, Rental and Other 47,211 18,993 66,204 61,201 credit and power to levy direct general ad valorem taxes. In addition the City will pledge special Investment Income 8,287 689,968 698,255 (48,746) assessments against benefited properties. The proceeds will be used to finance street Interest and Amortization (51,467) (51,467) (52,529) improvements within the City. Loss on Disposal of Equipment (1,717) TYPE OF PROPOSALS Total Nonoperating Revenues M 4,031 W 835,899 839,930 136,184 Proposals shall be for not less than $1,483,500 and accrued interest on the total principal amount of the Bonds. Proposals shall be accompanied by a Good Faith Deposit ("Deposit") in Income Before Transfers 217,822 799,871 1,017,693 299,823 the form of a certified or cashier's check or a Financial Surety Bond in the amount of $15,000, payable to the order of the City. If a check is used, it must accompany the proposal. If a Transfers to Other Funds (140,000) (140,000) (65,000) 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 Net Income (Loss) After Transfers 77,822 799,871 877,693 M 234,823 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 Retained Earnings Beginning of Year 1,056,911 6,128,336 7,185,247 6,884,750 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 Redistribution of Depreciation check or wire transfer as instructed by Springsted Incorporated not later than 3:30 P.M., Central to Contributed Capital 61,569 61,569 65,674 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. Retained Earnings End of Year $1,134,733 $6,989,776 $8,124,509 $7,185,247 The City will deposit the check of the purchaser, the amount of which will be deducted at settlement 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. No proposal can - ii - IV-11 CITY OF ST. ANTHONY ENTERPRISE FUNDS THE CITY HAS AUTHORIZED SPRINGSTED INCORPORATED TO NEGOTIATE THIS ISSUE COMBINING STATEMENT OF OPERATIONS AND CHANGES IN RETAINED EARNINGS ON ITS BEHALF. PROPOSALS WILL BE RECEIVED ON THE FOLLOWING BASIS: FOR THE YEARS ENDED DECEMBER 31, 1999 AND 1998 Totals TERMS OF PROPOSAL Liquor Utility ---------__-________ Fund Fund 1999 1998 Operating Revenues $1,500,000 Sales and Cost of Sales CITY OF ST. ANTHONY, MINNESOTA Sales $4,662,867 $4,662,867 $4,180,692 GENERAL OBLIGATION IMPROVEMENT BONDS, SERIES 2002A Cost of Sales 3,417,747 3,417,747 3,031 ,420 - Gross Profit 1 ,245,120 1 ,245,120 1 ,149,272 (BOOK ENTRY ONLY) Charges for Services $1 ,123,893 1 ,123,893 1 ,026,017 - ---------- ____________ Proposals for the Bonds will be received on Tuesday, March 12, 2002, until 10:00 A.M., Central Total Operating Revenues 1 ,245,120 1 ,123,893 2,369,013 2,175,289 Time, at the offices of Springsted Incorporated, 85 East Seventh Place, Suite 100, 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 7:00.M., Central Time, of the same day. Operating Expenses Personal Services 558,424 282,607 841 ,031 835,006 SUBMISSION OF PROPOSALS Supplies 35,971 26,767 62,738 55,563 Contracted Services 240,380 256,422 496,802 426,920 Proposals may be submitted in a sealed envelope or by fax (651) 223-3046 to Springsted. Filtration and Other Charges 76,800 76,800 76,800 Signed Proposals, without final price or coupons, may be submitted to Springsted prior to the Treatment Charges 433,037 433,037 489,928 time of sale. The bidder shall be responsible for submitting to Springsted the final Proposal Depreciation 91 ,081 97,744 188,825 184,145 price and coupons, by telephone (651) 223-3000 or fax (651) 223-3046 for inclusion in the Other Charges 106,141 106,141 45,159 submitted Proposal. 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 Total Operating Expenses 1 ,031 ,997 1 ,173,377 2,205,374 2,113,521 shall be deemed to constitute a contract between the bidder and the City to purchase the Bonds ---------- -----"----- ------------ ------------ regardless of the manner of the Proposal submitted. Operating Income (Loss) 213,123 (49,484) 163,639 61 ,768 ----------- --------- --------- --------- -- DETAILS OF THE BONDS Nonoperating Revenues (Expenses) The Bonds will be dated March 1, 2002, as the date of original issue, and will bear interest Reimbursements 177,975 177,975 110,666 payable on August 1 and February 1 of each year, commencing February 1, 2003. Interest will Commissions, Rental and Other 37,396 23,805 61 ,201 50,263 be computed on the basis of a 360-day year of twelve 30-day months. Investment Income 8,952 (57,698) (48,746) 356,661 Interest and Amortization (52,529) (52,529) (57,945) The Bonds will mature February 1 in the years and amounts as follows: Loss on Disposal of Equipment (1,717) (1 ,717) 2004 $95,000 2009 $ 90,000 2014 $105,000 Total Nonoperating Revenues (7,898) 144,082 136,184 459,645 2005 $85,000 2010 $ 95,000 2015 $110,000 ___---- -- __-__-____ 2006 $85,000 2011 $ 95,000 2016 $115,000 2007 $90,000 2012 $100,000 2017 $120,000 Income Before Transfers 205,225 94,598 299,823 521 ,413 2008 $90,000 2013 $105,000 2018 $120,000 Transfers to Other Funds (65,000.) (65,000) (161,676) Proposals for the Bonds may contain a maturity schedule providing for a combination of serial ____________ _______--- ___--__-_ ____-______ bonds and term bonds, provided that no serial bond may mature on or after the first mandatory Net Income (Loss) After Transfers 140,225 94,598 234,823 359,737 sinking fund redemption date of any term bond. 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 Retained Earnings Beginning of Year 916,686 5,968,064 6,884,750 6,456,839 par plus accrued interest to the date of redemption. In order to designate term bonds, the proposal must specify "Last Year of Serial Maturities" and "Years of Term Maturities" in the Redistribution of Depreciation spaces provided on the Proposal Form. to Contributed Capital 65,674 65,674 68, 174 Retained Earnings End of Year $1 ,056,911 $6,128,336 $7,185,247 $6,884,750 IV-12 - i - (This page was left blank intentionally.) -; f TABLE OF CONTENTS Page(s) Termsof Proposal............................................................................................................. i-iv IntroductoryStatement...................................................................................................... 1 ContinuingDisclosure....................................................................................................... 1 TheBonds ........................................................................................................................ 2 Authorityand Purpose....................................................................................................... 4 Securityand Financing...................................................................................................... 4 FutureFinancing............................................................................................................... 5 Litigation ........................................................................................................................... 5 Legality ............................................................................................................................. 5 TaxExemption................................................................................................................... 5 Bank Qualified Tax-Exempt Bonds.................................................................................... 6 Rating ............................................................................................................................... 6 FinancialAdvisor............................................................................................................... 6 Certification....................................................................................................................... 7 CityProperty Values ......................................................................................................... 8 CityIndebtedness............................................................................................................. 9 City Tax Rates, Levies and Collections............................................................................. .13 Fundson Hand ................................................................................................................. 14 Investments....................................................................................................................... 14 General Information Concerning the City.......................................................................... 15 Governmental Organization and Services......................................................................... 17 Proposed Form of Legal Opinion ............................................................................ Appendix I Continuing Disclosure Covenants ........................................................................... Appendix II Summary of Tax Levies, Payment Provisions, and Minnesota Real Property Valuation ...................................................................... Appendix III Selected Annual Financial Statements .................................................................... Appendix IV ProposalForms ....................................................................................................... Inserted For purposes of compliance with Rule 15c2-12 of the Securities and Exchange Commission, this document, as the same may be supplemented or corrected by the City from time to time (collectively, the "Official Statement"), may be treated as an Official Statement with respect to the Bonds described herein that is deemed final as of the date hereof (or of any such supplement or correction) by the City, except for the omission of certain information referred to in the succeeding paragraph. 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. Any such addendum shall, on and after the date thereof, be fully incorporated herein and made a part hereof by reference. 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 copies of the Official Statement and the addendum or addenda described in the preceding paragraph in the amount specified in the Terms of Proposal. 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 bid is accepted by the City (1) 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. No dealer, broker, salesman or other person has been authorized by the City to give any information or to make any representations with respect to the Bonds, other than as contained in the Official Statement or the Final Official Statement, and if given or made, such other information or representations must not be relied upon as having been authorized by the City. Certain information contained in the Official Statement and the Final Official Statement may have been obtained from sources other than records of the City and, while believed to be reliable, is not guaranteed as to completeness or accuracy. THE INFORMATION AND EXPRESSIONS OF OPINION IN THE OFFICIAL STATEMENT AND THE FINAL OFFICIAL STATEMENT ARE SUBJECT TO CHANGE, AND NEITHER THE DELIVERY OF THE OFFICIAL STATEMENT OR THE FINAL OFFICIAL STATEMENT NOR ANY SALE MADE UNDER EITHER SUCH DOCUMENT SHALL CREATE ANY IMPLICATION THAT THERE HAS BEEN NO CHANGE IN THE AFFAIRS OF THE CITY SINCE THE DATE THEREOF. References herein to laws, rules, regulations, resolutions, agreements, reports and other documents do not purport to be comprehensive or definitive. All references to such documents are qualified in their entirety by reference to the particular document, the full text of which may contain qualifications of and exceptions to statements made herein. Where full texts of documents prepared by or on behalf of the City have not been included as appendices to the Official Statement or the Final Official Statement, they will be fumished on request. OFFICIAL STATEMENT DATED FEBRUARY 26, 2002 Rating: Requested from Moody's NEW ISSUE Investors Service In the opinion of Dorsey& Whitney LLP, Bond Counsel, on the basis of laws in effect on the date of issuance of the Bonds, interest on the Bonds is not includable in the gross income of the recipient for federal income tax purposes and in taxable net income of individuals, estates and trusts for Minnesota income tax purposes,but is includable in taxable income of corporations and financial institutions for purposes of the Minnesota franchise tax. (See "Tax Exemption'herein.) $1 ,500,000 City of St. Anthony, Minnesota General Obligation Improvement Bonds, Series 2002A (Book Entry Only) Dated Date: March 1,2002 Interest Due: Each February 1 and August 1, commencing February 1,2003 The Bonds will mature each February 1 as follows: 2004 $95,000 2007 $90,000 2010 $ 95,000 2013 $105,000 2016 $115,000 2005 $85,000 2008 $90,000 2011 $ 95,000 2014 $105,000 2017 $120,000 2006 $85,000 2009 $90,000 2012 $100,000 2015 $110,000 2018 $120,000 Proposals for the Bonds may contain a maturity schedule providing for a combination of serial bonds and term bonds, provided that no serial bond may mature on or after the first mandatory sinking fund redemption date of any term bond. 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. The City may elect on February 1, 2010, and on any day thereafter, to prepay the Bonds due on or after February 1, 2011 at a price of par plus accrued interest. The Bonds are general obligations of the City for which the City pledges its full faith and credit and power to levy direct general ad valorem taxes. In addition the City will pledge special assessments from benefitted properties. The proceeds will be used to finance street improvements within the City. Proposals for not less than $1,483,500 must be submitted along with a good faith deposit of $15,000 in the form of a certified or cashier's check or a Financial Surety Bond, payable to the order of the City. Rates shall be specified in integral multiples of 5/100 or 1/8 of 1% and must be in level or ascending order. Award will be made on the basis of True Interest Cost (TIC). The Bonds will be bank-qualified tax-exempt obligations pursuant to Section 265(b)(3) of the Internal Revenue Code of 1986, as amended, and will not be subject to the alternative minimum tax for individuals. The Bonds will be issued as fully registered bonds without coupons and, when issued, will be registered in the name of Cede & Co., as nominee of The Depository Trust Company ("DTC"). DTC will act as securities depository of the Bonds. Individual purchases may be made in book entry form only, in the principal amount of $5,000 and integral multiples thereof. Purchasers will not receive certificates representing their interest in the Bonds purchased. (See "Book Entry System" herein.) U.S. Bank, N.A., St. Paul, Minnesota will serve as the Registrar for the Bonds. Bonds will be available for delivery at DTC on or about March 28, 2002. PROPOSALS RECEIVED: March 12, 2002 (Tuesday) until 10:00 A.M., Central Time AWARD: March 12, 2002 (Tuesday) at 7:00 P.M., Central Time Further information may be obtained from SPRINGSTED S PR I N G S T E D Incorporated,Financial Advisor to the Issuer,85 East Seventh Place, Advisors to the Public Sector Suite 100,Saint Paul,Minnesota 55101-2887(651)223-3000 CITY OF ST. ANTHONY Our mission is to be a progressive and livable community, a walkable village, which is safe and secure. CITY COUNCIL MEETING AGENDA March 12, 2002 7:00 PM Council Chambers Call to Order. Pledge of Allegiance. Roll Call. Consideration, Discussion, and Possible Action on All of the Following Items: I. Approval of March 12, 2002 City Council Meeting Agenda. Action requested. II. Proclamations and Recognitions. A. Presentation of appreciation plaque to Dr. William Carr. III. Community Forum. Individuals may address the City Council about any item not included on the regular agenda. Speakers are requested to come to the podium, state their name and address for the Clerk's record and limit their remarks to five minutes. Generally, the City Council will not take official action on items discussed at this time,.but may typically refer the matter to staff for a future report or direct that the. matter be scheduled on an upcoming agenda. IV. Consent Agenda. These items are considered routine and will be enacted by one motion. There will be no separate discussion of these items unless a Councilmember or citizen so requests, in which event the item will be removed from the Consent Agenda and placed elsewhere on the agenda. 1. Consider February 26, 2002 Council meeting minutes. (pp. 1 - 10) 2. Consider licenses and permits. (pp. 11 - 12) 3. Consider payment of claims. (pp. 13 - 16) V. Public Hearings - None. Page 2 VI. Reports From Commissions and Staff. VII. General Policy Business of the Council. 1. Resolution 02-034 -Amend Joint Cooperative Agreement with Mississippi Watershed Management Organization. A representative will be present. Action requested. (pp. 17 -38) 2. Preview of Board of Review. Tamara Doolittle, Hennepin County Assessing, will be present. 3. Resolution 02-029 -Award sale of bonds for 2002 street and utility improvements. Bob Thistle, Springsted, Inc. will be present. Action requested. (pp. 39 - 64) 4. Resolution 02-.030 -Award bid for improvements to the parks. Parks Commission representatives will be present as well as Molly Olivier, Short- Elliott-Hendrickson. Action requested. (pp.65 - 73) 5. Resolutions 02-031 and 02-032 -Approve contracts for police.services for Lauderdale and Falcon Heights. Police Chief Engstrom will be present. Action requested. (pp. 74 - 78) 6. Ordinance 2002-001 relating to physical culture and health services and clubs (3' reading)..Action requested. (pp. 79 - 87) VIII. Reports From City Manager and Councilmembers. IX. Information and Announcements. X. Miscellaneous Informational Documents. XI. Adjournment. Page 2 VI. Reports From Commissions and Staff. VII. General Policy Business of the Council. 1. Resolution 02-034 -Amend Joint Cooperative Agreement with Mississippi Watershed Management Organization. A representative will be present. Action requested. (pp. 17 - 38) 2. Preview of Board of Review. Tamara Doolittle, Hennepin County Assessing, will be present. 3. Resolution 02-029 -Award sale of bonds for 2002 street and utility improvements. Bob Thistle, Springsted, Inc. will be present. Action requested. (pp. 39 - 64) 4. Resolution 02- 030 - Award bid for improvements to the parks. Parks Commission representatives will be present as well as Molly Olivier, Short- Elliott-Hendrickson. Action requested. (pp.65 - 73) 5. Resolutions 02-031 and 02-032 -Approve contracts for police services for Lauderdale and Falcon Heights. Police Chief Engstrom will be present. Action requested. (pp. 74 - 78) 6. Ordinance 2002-001 relating to physical culture and health services and clubs (3' reading). Action requested. (pp. 79 - 87) VIII. Reports From City Manager and Councilmembers. IX. Information and Announcements. X. Miscellaneous Informational Documents. XI. Adjournment. 1 1 CITY OF ST. ANTHONY 2 3 CITY COUNCIL REGULAR MEETING MINUTES 4 5 February 26, 2002 6 7 CALL TO ORDER 8 Mayor Hodson called the meeting to order at 7:00 p.m. 9 10 PLEDGE OF ALLEGIANCE. 11 Mayor Hodson invited the Council and audience to join him in the Pledge of Allegiance. 12 13 ROLL CALL. 14 Present: Mayor Hodson; Councilmembers Horst, Sparks, and Thuesen. 15 Absent: Councilmember Faust. 16 Also Present: City Manager Mike Mornson; City Attorney Jerry Gilligan. 17 18 CONSIDERATION,DISCUSSION,AND POSSIBLE ACTION ON ALL OF THE FOLLOWING 19 ITEMS. 20 21 I. APPROVAL OF FEBRUARY 26,2002 CITY COUNCIL MEETING AGENDA. 22 Motion by Councilmember Sparks, second by Councilmember Horst, to approve the City 23 Council Meeting Agenda of February 26, 2002. 24 25 Motion carried unanimously. 26 27 II. PROCLAMATIONS AND RECOGNITIONS. 28 None. 29 30 III. COMMUNITY FORUM. 31 Mayor Hodson invited-residents to come forward at this time and address the Council on items 32 that are not on the regular agenda. 33 34 Hearing none, Mayor Hodson moved forward with the agenda. 35 36 IV. CONSENT AGENDA. 37 38 1. Consider February 12, 2002 Council meeting minutes. - 39 2. Consider licenses and permits. 40 3. Consider payment of claims. 41 42 Motion by Councilmember Thuesen, second by Councilmember Horst, to approve the Consent 43 Agenda. 44 45 Motion carried unanimously. 46 2 1 Councilmember Sparks clarified with Mornson that there were banner violations with Harvey's 2 on Stinson Boulevard, which is to be discussed this evening. She requested that there be no 3 banner or sign violations at the time that renewals are due. 4 5 Mornson stated that Councilmember Sparks' request was appropriate. 6 7 V. PUBLIC HEARINGS. 8 None. 9 10 VI. REPORTS FROM COMMISSIONS AND STAFF. 11 1. Planning Commission Meeting-February 19, 2002. 12 A. Ray Whitehill; side yard variance request for 3601 Roosevelt Street (Resolution 13 02-028). 14 Planning Commissioner Thomas came forward to address the Council regarding 15 the side yard variance request. 16 17 Commissioner Thomas indicated that the home has several code violations since 18 it was built in the late 1940's. He continued that the foundation was not covered 19 with the proper materials, and is beginning to deteriorate. 20 21 Commissioner Thomas continued that the lot is sub-standard, and city code 22 would only allow a new home to be 15 feet wide, which is not aesthetically 23 pleasing. . 24 25 Commissioner Thomas reviewed the findings that were comprised by Planning 26 Commissioner Chair Melsha which recommend,unanimously, approval of the 27 side yard variance request. 28 29 Motion by Councilmember Sparks, second by Councilmember Horst, to approve 30 Resolution 02-028, re: side yard variance for 3601 Roosevelt Street. 31 32 Motion carried unanimously. 33 34 Mayor Hodson suggested that the Planning Commission should consider lot 35 coverage regarding some of the older housing stock in the City of St. Anthony. 36 37 Mayor Hodson added that residents would probably begin to desire upgrades to 38 their homes as the Northwest Quadrant Project proceeds. 39 40 Commissioner Thomas stated that Commissioner Stille had attended the City 41 Council goal setting meeting, and learned that the Council was looking for 42 reasons as to why the Planning Commission should discuss a point-of-sale 43 housing ordinance. 44 45 Commissioner Thomas stated that he and Commissioner Hanson have been 46 examining ways for the last year and a half to comprise a housing ordinance that 47 was acceptable to the Council, as well as to residents. He continued that their 48 main objective with the point-of-sale housing ordinance was to upgrade the older - 3 I housing stock without placing financial pressure on the owner,or seller in order_to 2 meet city code. 3 4 Commissioner Thomas requested that the Council put some of their thoughts 5 down on paper and pass them along to the Planning Commission for them to . 6 review in the next month, or so. 7 8 Councilmember Horst noted that there were some housing issues, such as 9 electrical, that would require an inspector to determine whether they were in 10 violation of the housing code,or not. 11 12 Mayor Hodson stated that the comments that the Council made back at their 13 annual goal setting meeting reflected that they did not want to impose a housing 14 ordinance code at this time. Mayor Hodson added that the main reasons for their 15 feelings are that there are enough checks and balances with the mortgage 16 companies at this time. 17 18 Councilmember Thuesen stated that the Council felt that most home-owners who 19 were buying a house,brought in an inspector to examine the home. 20 21 Councilmember Horst stated that the main question was whether the mortgage 22 companies require adequate checks and balances, and did not leave any room for 23 loopholes. 24 25 The Council discussed a few different housing scenarios. 26 27 Councilmember Sparks felt that she did not have enough information to make a 28 decision at this point. Councilmember Horst echoed Councilmember Sparks' 29 feelings. 30 31 Mayor Hodson stated that he was happy to revisit the housing ordinance at a later 32 date when they have a full Council. 33 34 Therefore, the Council requested more information from the Planning 35 Commission regarding the point-of-sale housing ordinance. 36 37 Commissioner Thomas thanked the Council for their time. 38 39 VII. GENERAL POLICY BUSINESS OF THE COUNCIL. 40 41 A. Resolution 02-017-Approving 2002-2003 Fire Department Union Agreement. 42 City Manager Mike Mornson reviewed the resolution with the Council. He stated that, 43 for the most part, the Agreement was consistent with what the Police Department and 44 Public Works Department have agreed to in terms of salary and health insurance. 45 46 Mornson highlighted some of the health insurance benefits that are included in the health 47 plan. Momson indicated that some of the issues that delayed the Agreement were related 48. to retirement health insurance and 0%wage increase. He indicated that the contents of 49 the Agreement reflect what he feels is a fair compromise. . 4 1 2 Motion by Councilmember Thuesen, second by Councilmember Horst,to approve 3 Resolution 2002-2003,re: Agreement between the City of St. Anthony and International 4 Association of Firefighters, Local 3486,representing the St. Anthony Fire Department: 5 6 Motion carried unanimously. 7 8 B. Ordinance 2002-001-Physical culture and health services and clubs (2nd reading). 9 City Attorney Jerry Gilligan indicated that there have been a couple of revisions made 10 after the first reading. The revisions included changing some of the language in the hours 11 of operation: "no persons"was changed to "no customers". He indicated that the capital 12 investment requirement that was eliminated from the ordinance. Also, Gilligan stated 13 that they have inserted some educational requirements that massage therapists would 14 need to meet. 15 16 Motion by Councilmember Horst, second by Councilmember Sparks,to approve the 17 second reading of Ordinance 2002-001. 18 19 _Motion carried unanimously. 20 21 VIII. REPORTS FROM CITY MANAGER AND COUNCILMEMBERS. 22 1. Review candle manufacturing on 37`h Avenue. 23 Mornson indicated that the review of the candle manufacturing business was a request 24 from residents Doug Tanner and Steve Valek. Mornson added that other residents from 25 the neighborhood were in attendance this evening and would like to continue to discuss 26 some of the odor issues, some of the actions that the City is planning to pursue with the 27 company, and any response to Tanner's comments made at the last Council meeting. 28 29 Mornson indicated that the owner of the candle manufacturing company(Levitus)and the 30 owner of the property(Solie)were also in attendance this evening. Mornson added that 31 he and Assistant City Manager Susan Henry had met with Solie and Levitus and asked 32 for an update on some of the issues that were brought to their attention, such as whether 33 they were open on Sundays. 34 35 Mornson added that, at that meeting, Solie and Levitus indicated that they wanted to 36 apply to amend the conditional use permit in March in order to make their situation more 37 permanent,which they have since done. Their request is to eliminate the September 1, 38 2002 deadline. 39 40 Mornson indicated that they have an estimate on the cost to reduce the odor. He added 41 that they have requested that the amendment be considered at the April 9,2002 City 42 Council meeting where they will have a full Council. 43 44 Mayor Hodson invited residents to come forward at this time and address the Council. 45 46 Resident Steve Valek, 2614 37`h Avenue, came forward and distributed a handout with a 47 list of names and telephone numbers of the people that have been contacted regarding 48 Essenco, formerly Home Essence. 49 - 5 I Valek stated that he was present this evening to discuss four points: additional 2 information that they have acquired relative to the odor problem at Essenco, the action' 3 that the city is planning to pursue in response to the misrepresentation that Essenco used 4 in order to acquire their conditional use permit, a response to Doug Tanner's comments 5 from the January 22, 2002 City Council meeting, and the idea of Essenco wanting to 6 make their presence more permanent. 7 8 Valek stated that the information that he would be reviewing this evening was attained by 9 himself,his wife, Jennifer Tanner, and her father,Doug Tanner. 10 11 Valek indicated that they contacted a leasing agent with United properties, who lease the 12 property where Home Essence was located in St. Paul. He indicated that they received 13 several complaints from tenants about the odors caused by Home Essence. He added that 14 they were having trouble getting new tenants to move in due to the strong odor. 15 16 Valek continued that the Glincher Group,the property owners, finally made a deal with 17 Home Essence to move simply because they wanted them out of the building. 18 19 Valek referred to an interview with Ronald Paites,who manages property for the 20 Glincher Group. Paites indicated that they had a major problem with Home Essence due 21 to odors, and complaints from other tenants in the building. Valek indicated that they 22 were going to pursue legal action against Home Essence of they did not vacate the 23 property. Valek indicated that the Glincher Group lost a lot of money just to get Home 24 Essence out of the building. 25 26 Valek reviewed an interview with an employee at Ramsey Family Physicians, a company 27 located in the same building as Home Essence in St. Paul, and affected by the odors. The 28 employee stated that the odor was overwhelming inside and outside of the building, and 29 that they received several complaints from patients. He indicted that one Ramsey Family 30 Physicians employee went over to Home Essence manufacturing floor to complain about 31 the odor and made a phone call to call OSHA after visiting the floor because the fumes 32 were so intense, she was concerned about the workers. 33 34 Valek stated that the Glincher Group agreed to replace all of the carpet,wall-paper, 35 ceiling tiles, as well as repaint the space. The costs to the Glincher Group was$32,000. 36 37 Valek requested a response from the City Council regarding the misrepresentation that 38 Home Essence made in order to obtain their conditional use permit, as well as Doug 39 Tanner's comments from the January 22, 2002 City Council meeting. 40 41 Valek stated that the felt that the information that they have obtained is damaging to 42 Essenco, and feels that he cannot trust them. 43 44 Councilmember Horst asked what grounds the Glincher Group was going to take legal 45 action against Home Essence. Valek indicated that Tanner had that information,but that 46 the Glincher Group was willing to share the information, if they were contacted. 47 48 Resident Carol Patrick, 3633 Edward Street Northeast, stated she was concerned about 49 the season to come where windows will be open and time will be spent outside. She 1 asked how long the candle manufacturing company has before they make any corrections 2 to the odor. 3 4 Patrick asked what the Council planned to do when the conditional use permit expires in 5 September. She also referred to the statement that the odor could be worse, and stated . 6 that they do not complain about much,but that the odor was above and beyond the 7 tolerable line. 8 - 9 Patrick stated that she was not calling because there is no confirmation from anyone that 10 the message is received, and she was simply unwilling to call every time she smelled the 11 odor. 12 13 Resident Mary Jo Pollak, 37`h Avenue, stated that when the candle manufacturing 14 business first came into town, she did not make a big deal about it because she did not 15 smell it all the time. She stated that her son has had to visit an allergy specialist in the 16 last couple of months,which reflects the fact that there are problems associated with the 17 odor emitted from Essenco. 18 19 Resident Kimberly Shaddrick, 2510 37`h Avenue Northeast, reviewed her unfavorable 20 feelings about Essenco. She indicated that she had been approached by Solie and 21 Levitus, and was told that the odor could be worse. She stated that she believes that the 22 Planning Commission and City Council have, undeservingly,bent over backwards for 23 them. 24 25 Shaddrick added that she feels that Solie and Levitus are not interested in providing the 26 whole truth, and are playing games. She added that she feels that it is time for the 27 residents that are fighting the fight for the rest of the community to be treated 28 courteously,rather than told that they should have documented every moment that they 29 have smelled the odor. 30 31 Resident Dwight Skinner, 3629 Edward Street, stated that he also recalls the initial 32 promise of no odor. He added that he is a bike-rider, and noticed the odor immediately. 33 He stated that he felt that the developers of the Northwest Quadrant would be interested 34 in any actions that would reduce their property value. 35 36 Solie came forward and explained that he does not represent the business,but is the 37 property owner. He stated that all of the comments he has made at previous meetings are 38 sincere, and that he does wish to work with the community in relation to the problem. 39 40 Solie stated that the call logs speak for themselves: 41 • 29 phone calls 42 • 22 phone calls from a residence that is not occupied 43 • 3 phone calls from one residence 44 • 2 phone calls each from two other residents 45 46 Solie added that there are twenty-five to thirty residents that are in the immediate 47 proximity of the property, none of whom seem fit to complain. He added that he spoke 48 with a resident last night that lives in the area and stated that he has not observed any 49 problems regarding odors, nor had any neighbors complained to him. - 7 1 _ .. 2 Solie stated that Essenco intends to present some plans to the Planning Commission and . 3 the City Council over the next few weeks to install equipment that will help with the odor 4 that may be coming out of the building. 5 6 Solie concluded that he did not feel that four residents out of thirty really represent a 7 majority feeling of the community regarding the odor. 8 9 Levitus stated he has nothing to say. 10 11 Valek stated that his wife was outside shoveling, and Solie came up to her. He stated he 12 could smell nothing,while he held a cigarette in his hand. However,when he put the 13 cigarette out,he admitted he could smell the odor. Valek stated he was frustrated that, 14 before the Council, Solie behaves as though there is no odor. 15 16 Jennifer Tanner came forward and expressed her disappointment at this time. She 17 referred to shoveling and the constant odor. Furthermore, she expressed her 18 disappointment that it has been implied that the residents are playing games. 19 20 Tanner stated she felt that there was a decent representation of concerned residents at the 21 meeting who are concerned about the odor, especially compared to the number of 22 residents at other meetings. 23 24 Mayor Hodson indicated that Gilligan provided the Council with a legal opinion on the 25 issue. He added that the issue before them is that there has been a conditional use permit 26 issued through the end of August. He added that they do not have a remedy for the 27 residents at this point. 28 29 Mayor Hodson reiterated that the area is a light industrial area, and needs to be 30 considered as such. 31 32 Councilmember Horst explained that until the end of August, there really does not exist 33 any option. 34 35 Mornson explained that the decision of permanence will be made within the next six 36 weeks. 37 38 Mayor Hodson stated that the phone calls are not in vain, as all of the Councilmembers 39 and city staff see the call sheets. 40 41 Jennifer Tanner expressed her disappointment with the situation, as she and her husband 42 and father have spent a great deal of time and effort on the issue. 43 44 Valek added that there are residents who simply do not want to invest the time in making 45 a phone call, or attending a meeting. Mayor Hodson suggested that those people come to 46 his coffee with the mayor on Saturday morning from 7:30 am to 10:30 am. 47 48 Councilmember Sparks referred to a part in the approved conditional use permit that 49 requires that reasonable efforts be made to eliminate or remediate odors. She asked 1 Gilligan how it is determined as to whether they are meeting that standard. Gilligan - 2 stated that they have not had that discussion to them, and that the thought was that they 3 were going to look at different,options for equipment. 4 5 Mayor Hodson asked if anything has been done to remediate the odors at this point. 6 7 Solie reiterated that they had a consultant involved who will be presenting a plan to the 8 Planning Commission and the City Council at future meetings. In response to residents 9 calling every time they smell the odor, he asked if he should call every time he does not 10 smell the odor. 11 12 Tanner came forward and expressed her desire that everyone remain civil to one another, 13 and that the immature dialogue does not belong in a meeting of this type. 14 15 Mayor Hodson asked for any additional comments. 16 17 Mornson restated the public hearing dates: March 19, and April 9. He added that 18 residents who live within 350 feet of the candle manufacturing company will receive a 19 notice of the public hearings. 20 21 The Council thanked all of the residents for their time. 22 23 Mornson reminded the Council that the League of Minnesota Cities Lobby Day is 24 February 28, 2002 at the Sheraton. 25 26 Mornson stated that Mayor Hodson met with a committee to discuss redevelopment funds 27 for the Metropolitan Council. Mornson indicated that he met with the House 28 Environmental Committee on flood bonding bill. He added that the city looks good at 29 this point to proceed with the last stage of the flood plan. 30 31 Mornson stated that the bid opening for the parks buildings was on February 19, 2002. 32 He indicated that the Parks Commission will consider them at their March 11 meeting; 33 Council will consider them at their March 12,2002 meeting. He added that the early_ 34 indication was that the bid was less than the estimate was. 35 36 Momson stated that the public hearing regarding the DNR Grant for Central Park would 37 be rescheduled for March 26, 2002. 38 39 Mornson stated that they have been proceeding with Pratt/Ordway Dominium on a 40 redevelopment agreement. He added that the redevelopment agreement would be 41 approved at the April 23, 2002 meeting. 42 43 Mornson referred to the Council's desire to have a media consultant assist them with the 44 promotion of the Apache redevelopment in order to enhance the visibility of the project 45 for the purpose of obtaining more funding. He discussed the media kit that a meeting 46 consultant would help them develop. 47 48 Momson mentioned a meeting that he and the mayor will have with Ted Grindahl, a 49 lobbyist who helps communities with outside funding. Mornson requested that Grindahl 1 put proposal together of a feasibility study in order to determine what funding is available 2 for the Apache project. Mornson indicated that for$2500 they would be able to tap into 3 various state-funded programs to determine how much other funding is available for 4 demolition,renovation, transportation, etc. issues for Apache Plaza. 5 6 Mornson recommended that they make the motion to hire the media consultant for the 7 remainder of the year at the cost of$10,000, as well as hire the firm that Ted Grindahl. 8 works for at the cost of$2500. He indicated that the funding would immediately come 9 from the H.R.A. account,but would be largely reimbursed by Pratt/Ordway Dominium. 10 11 Councilmember Thuesen asked about the primary role of the media consultant. Mayor 12 Hodson indicated that it was for the purpose of getting the issue in front of the legislature, 13 in the newspapers, and in the community. 14 15 Motion by Councilmember Horst, second by Councilmember Sparks, to hire both a 16 media consultant and a lobbyist to aid with outside funding for the Northwest Quadrant 17 redevelopment project for the remainder of the year. 18 19 Motion carried unanimously. 20 21 Mornson highlighted the Police open house to be held on May 9, 2002. 22 23 Mornson indicated that he would be meeting soon with Jim Prosser and the charitable. 24 gambling board to begin discussions on the future plans with the Stonehouse. 25 26 Councilmembers Horst, Sparks, and Thuesen had nothing new to report this evening. 27 28 Mayor Hodson stated that he met with the North Metropolitan Mayors Association a 29 week ago and stated that the City of St. Anthony is the only city in the North 30 Metropolitan area that is not a member of the association. He stated that he was invited 31 to join them in part because of his background with the Department of Transportation. 32 Mayor Hodson asked for the Council to consider joining the association. 33 34 Councilmember Thuesen asked about the kind of financial commitment the membership 35 would be for the city. Mayor Hodson stated the cost would be about$4,000. 36 Councilmember Thuesen suggested that Mayor Hodson present them with the benefits of 37 the membership at a future meeting. Mayor Hodson stated that he would have an existing 38 member come to a future meeting for the purpose of informing the Council of the 39 benefits of the membership. 40 41 IX. INFORMATION AND ANNOUNCEMENTS. 42 None. 43 44 X. MISCELLANEOUS INFORMATIONAL DOCUMENTS. 45 None. 46 47 XI. ADJOURNMENT. 48 Motion by Councilmember Sparks, second by Councilmember Horst, to adjourn the meeting at 49 9:48 p.m. 10 1 2 Motion carried unanimously. 3 4 Respectfully submitted, 5 6 7 Courtney Seesz 8 Timesaver Off Site Secretarial, Inc. 9 10 Mayor 11 ATTEST: 12 City Clerk 11 Saint Anthony Village DATE: March 12, 2002 Approval: TO: Mayor and Councilmembers FROM: Judy Monson, License Clerk . ITEM: Licenses and Permits for Approval: Bench License: U.S. Bench Corporation Heating License: Architect Mechanical Inc.,New Brighton,MN General Contractors License: Suburban Lighting, Stillwater, MN Service Station License: (Renewal) Dick's St. Anthony 66 Service, 2700 Kenzie Terrace Don's Apache Auto Wash, 3725 Stinson Boulevard Stop—N—Go, 2400—37`h Avenue NE St. Anthony Mobile, 2801 Kenzie Terrace Cigarette License: (Renewal) Walgreen Co, 3700 Silver Lake Road Stop—N—Go, 2400—37`h Avenue NE Stonehouse SAVI SAVII 3.2 Beer License: (Renewal) SuperValu (Cub Foods) 12 Garbage Hauler's License: (Renewal) . Walter's Recycling&Refuse, Circle Pines, MN Aspen Waste Systems, St. Paul, MN 13 E{RC F-ThIAhICIAI-S'YS"fEM------- -----------------------------ST-ANTHOhI'r i;_ 03/06/2002 10: Check Register GL540R-•VO6.40 PAC BANK -----VENDOR-- --- ----- ---CHECK#--DATE- -------- -AMOUN-i - FIRS BREMER BANK NA 008712 ADVANCED GRAPH IA INC . 17065 03/ 1.3/0:% 26b.2`: 008621 ALLIANCE MECHANICAL 17066 03/13/02 224.00 --- ---008450------ANIMAL_-CONTROL-SERVICES- - ------17067-03-/-13/02--" -- 0088 18 ART BETTERLEY ENTERPRISE 17068 03/131!02 57.4 -- 00 8511 AT & T WIRELESS 17069 03/1.3/02 109.4`: ----- ---000320-------BETSSWEhIGER--APPL-.IAhICE--------------------17070--03/-1'3/02 007168 BOYER FORD TRUCKS, INC . 17071 03/1.3/02 6.5X_ 000535 BUREAU OF CRIMINAL APPRE 17072 03/13/02 80.00: ------007386--- C-AS1'L-E I1\ISPEC-TION -SE-RVIC---------1-7073-03/,1.3/02 - - -3;-13°_>:-31. -- 000610 CAT'CO CLUTCH & TRANS SVC 17074 03/13/02 27.51: -- 004065 CENTRAL LOCK & SAFE CO 17075 03/ 1.3/02 i'?.5 - ---- 00857 7----CITY-0 F_-ST-.---PAUL---- 17 076--03/13/02 --- - -----25-:0C - 008007 DICTAPHONE 170'77 03/ 13/02 156.0 007371 DISCOUNT STEEL, INC . 17078 03/13/02 :.72.8 : -------DON--HARSTAD-CO:;,--IhIC: -- - -- ---17079 -031/13/02 -- --- 80.-Oc=; - 008666 EASYL.INK SERVICES CORPOR 17080 03/1.3/02 51 .50: - 008001 EMERGENCY COED PRODUCT`~ 1'7081 0.3/ 1.3/0 %. 38. ---- - 008683 - -E:XEMPL-AR -INTERNATIONAL:;--- ------ 1-7082 03/13/02 _.__... . .. __ 18.nr -- 00acl4'? 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F:IL.TERFRSH 17084 03/:.3/02 008647 - FRATTA!=L_C]hIE:'S- HAR3)WARL - - -1 708`-• '.3/ :.3/02 _ 001030 G & K SERVICES INC 17086 03/13/02 2.; 7.7=° _ 008877 GALLS INCORPORATED 17087 03/ 13/02 :369.8 - ---- 001145 - -GLENWOOD --INGLEWOOD 17085 0311.3!02 4O.5 - 00:1180 GOODIN COMPANY 17089 03'/ 1.3/02 96.00 007059 GOVERNMENT TRAINING SERV 17090 03/13/02 99.00: 001410 ---H( RMOta AU'rOGLASS -_.._.._._..--._-_ . . _..... 17091- 03/ 1.'_•/02 ____....--- 272:`i't: --- 0051.21 HARTMAN/JAY 17092 03/13/02 52.81 008699 HEWITT/JOEL 17093 03/ 1.3!02 98.71. -=- --- -008737-------INTER.-TEL-.-- - - - - - -17094-03/13/02 - --- ....._..-190:Oc:' - 007352 KATH FUEL OIL_ SERVICE 17095 03/ 1.3/02 65.0'7 --- 008434 L.EAGUE OF MINNESOTA CITI 17096 03/13/02 146.80; '---------005033 - --LOWELL--'S --- ..- - ------- -- - ... 1'7097-03/ 1.3/0'c% .33:5= 008870 MAUTZ PAINT 17098 03/13/02 58.4?_ -- 008263 MCLEOD USA, INC . 17099 03/ 13/02 1 ,_>64.8C: =- -- - -007835 - --METROCALL:--- -- -- - - -- - - ----17100 03/13/02-- 217:3-::. -= 002240 MF".TROPOL_I-rAN COUNCIL_ 17101 03/ 1.3/02 35,719.2.0: 005085 MINN STATE FIRE CHIEF 17102 03/13/02 14-0.OF -= --------.00002------�1IhIhIESO"rA --D-:Ae-R:E-. ,---INc,.a---- ---------17103-03/ ::3/(?:%-- ---------- -•:- -��_: . 00001 MN CRIME PREVEN"('IOhI ASSN 17104 0311.3;'02 120.0k:; 00239`5 MTI DIs-rRINUTING, INC 17105 03! :.311042 2;'4.` - -------002630 NORTH STAR. TURF INC 17106 0.3/13/02 -64.51:: 007366 PARTS MIDWEST, INC . 17107 03/ 13/02 159.4=' 007217 PARTS PL.US 17108 03/132/02 14.5i" - 00$3594 PETERBIL_T NORTH -17109 03/ 1-3/022 54. - - 008271 PLET'SC:HER 'S GREENHOUSE I 17110 03/1:3/02 4=. 007057 PRAXAIR 17111 03/ 1.3/02' 008372 OWE:ST INTEPRISE AMERICA, 1711.2 03/13/02 49,9`: ' l��� ��� R&-FINANCIAL-SYSTEM---------'-- -------------- --'-------------ST�-ANTHONY � - 03/06/2002 10: Check Register GL540R-VO6.40 pAE _ ` ANK----------VENDOR------- ------------CHECK#---DATE'-----------'AMOUNT -- FIRS BREMER BANK NA ` 008462 RAMSEY COUNTY 17113 03/13/02 54.00 008777 RAMSEY COUNTY CHIEFS ASS 17114 03/13/02 60.0 O -�------003-100----ROSEDALE-CHEVROLET---- --' - ' -17115 O3/ 13/O2----------'4O. 15 003350 SEH-RCM 17116 03/13/02 424.55 '- 007181 SUBURBAN PROPANE 17117 03/ 13/02 68.82 -- ---' -69O.00 007337 TIMESAVER OFF SITE SECRE 17119 03/13/02 282.50 - .00003 TRACE ANALYTICS, INC . 17120 03/13/02 516.00 003560 -TRACY-PRINTING -'� ' - -' - - - - 17121 -03213/02-- --- - 1,491 .7O 008010 UNIFORMS UNLIMITED 17122 03/13/02 650.00 0O8336 UNITED ELECTRIC COMPANY 17123 03/ 13/02 24.74 ��---'- -008443'---UNIVERSITY OF-MINNESOTA 17124-03/13/02 - -- ' 375.00 OO8862 US BANK 17125 03/ 13/02 150.00 008792 VANCO SERVICES 17126 03/13/02 24.3O _-------808858 ---VEIT-& 'COMPANY------ -' - - - -17127' O3/ 13/O2-- --47;708.54 008227 VERIZON WIRELESS, BELLEV 17128 03/13/02 57.O8 004494 WASTE MANAGEMENT - BLAIN 17129 03/13/02 263.67 � ---- 008273- WSB & ASSOCIATES, INC. 17130 03/13/02 ' 20,213.89 - 000830 ZEE MEDICAL SERVICE 17131 03/13/02 58. 17 - ------'----BREMER 'BANK- NA 119/263.68 - _ - _ - ----' _ -- . 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L_.:I0R LIQUOR CHECKING ACCOUNT 0OU216 A T & I WIRE LESS SERVICE 201.1,34 03/ 13/.02 283 .08 0023696 A. J . GALLAG-"'.R & .CC1. Oh 20435 03/1.3/02 57.50 --- -0013:31.-1. - ALL SA1'hl"I'S iRAhli)S -D-I6'I"f7 f . . 20-436-U3/ 13/02_.._ 004225 Fll_.L..IF1N-1" F=C:1ODSERVICE 20437 03/1.3/02 2, 300.86 0011.01.1r AL..L:I:ED PAPER C:C':). 204 383 03/ 1.3/02 136.50 I..; UU�1C)1.5 -....__:. . F111L:f�IF R7 T>E .L Il�EN 20439 03/1.3/0 '. s/F3: �c� t : ARCTIC GLACIER . ICE �0% rC 03/ .3/02 588.008791 008692 AT'.c' T. DROADPANID 20441 03/1.3/102 1.51. .6c Dl-'l.hTsCIY C;l')f2P _. 20-1 arc _0'3/ 1:3%-Oc ..-. ..... _ ....: _ .,839".t.37' - -.�j 008e27 BL.ACKEY 'S 13AKERY 20-443 03/1.3/02 87. 70 U040E30 CH:CLiACJ0 LAKES DIST . C'C7. , 20444 03/ 1.3/02 3, 173 . 55 -- --- C)OSE31.2j. .-- C;.LTY. WIDE' 'WINDOW caE:RVICE . .._...-. ._., ryC)�r.�{��...C);3Y1:3/Oil _._34.--U 13'-._.,. ��- 004095 COCA COLA I:{O TI---I UG 20446 Q3/ 13/02 1 ,515.81 cu . I. 0041.06 CREATIVE IH(-1RKk="f'II�IG 20447 U..3/i.;3/02 684.;.32 - ._-EAGL:E `WINE 'CO _ ......... 204483 -03/1-3/02 0041.25 1-:AST SIDE- I-3EVERAGE CO 204/1.9 03/1.3/02 26, 332.0 -- 004135 E:I_.E(;'1"RC) WATCHMAN INC, 20 450 03/ 13/02 16 9.3 1 -- --- 00-1:0;30-------- G--& K- SERVICES—ES— INN - --- x'.04.51-'{)3113/02-- 004.172 GRAPE BE-.(..r:CNNING i, INC . 20452 03/ 1.3/0'22 192.00 0041.75 GRIGGS COOPER c`.i, CO INC 20452, 03/13/02 9,606.92. HE GGI-Ec P'I77A.._ '. . ... 2045-4 -03/ 13/-02 00,4207 IA()H E=:1\1STE=:I1\1 INC 20455 03/13/02 2, 229.05 r r 204'56 7 7 7 1 -' UU83:ylr'7 :IN"I"E.I�hIA"I"IL']ItiIF1L. CIGARS, III C)3/ i.;::>/C)c. L.O1. .2.C7 - 0042i?0 JOHNSC. N. .,EtRCJTHf:RS LIQUOR 20457 -03/13/02 10-7-597,-3 1. 004230 VUETHER DIS'•I"RIBUTING .CO 20458 02/13/02 34,204.830) I 004-265 MARK VII SALES INC 20459. 03/:1:3/02 30,863.2-7 ....._._..:I„IARKE.'f'-AME R.CCA -CORY . : ._._. c?Ortf_+C) -C)3/ 1:�3/0c'. - 3i?. >e CSC) - - 004.299 I`1P1_.S. OXYGEN CO. 20461 03/13/02 9.54• 004334 1\10RTHEASTE::R 20462 03/ 13/02 1 , 132 .20 00,(1-3-45._ ...__.CJL:D 1)l/"fCI L _F��C.JODS .-.31NC __ 004354 PAUS I Ica & SOh15 20464 03/13/02 2, 132.4/1. - 004.355 . PEPSI COLA COIIPANY 20465 03/13/02 4-40.30 _W:CI\IL.:: c4, taPlfllTca _ . . _ 204.S-6 03/--1::3/02-- a, 004361 PINNACLE DIST. 20467 03/13/02 2, 094.;32? - 003770 PORTER/WILLIAM 20468 03/ 1.3/02 67 . 00 -- 004376 - -PRIOR 0087137 PROMOTiONAL.. PAGES, INC . 20470 03/ 1.3/02 685. 00 004385 QUALITY WINE -CO 2.011-71: 03/13/02 13, 512.98. - -- - - -- ER -O - C ]- -10 007072 -- ANTHCN CH3N a OC)- - - S -' ...`� 3 -- 00833830 J f'F2A"FC:CiI E:Ca)UIPIHCI�IT 2U 1 /�, C);...113/U%_ 4, 726..01. .00001. l"OWr�ISE_NI) F7f'tICI:I�IG INC 20474 03/ 13/02 34•.61. _ ._ 'TWIN C.I'TY -F•I.L.TER. SERVICE - - 204.75.. 03/..1.3/02.. ... . ._.._.. .....__..1._1.=70 = 004•490 VAL..--PAK Of-- MINNE:-30"I"A 2:0476 03/ 1.3/02 1 ,625.00 003710 VAN O LITE INC. 204.77 03/ 13/02 69.86 WF1c3'1"f.' hfr'II�IAGEMEIN f- - hl_Fl:lhl 2C)/r7c3 Oii/3.;3/0'2'__ :��2,:7 e /ic"s' - - :.i 0083316 WINE COI`1PF-II�IY/"fHk:: 204479 03/13%02 992. 70 008331.0 WINE MERCHANTS INC; 2(:)480 03/ 13/02 97`5.8321. 204831- 03/13/02 - . - 1-i 091 .09- - L.IQUOR CHECKING ACCOUNT 162,311 .2:3 17 CITY OF ST. ANTHONY RESOLUTION 02 - 034 A RESOLUTION RELATING TO AN AMENDMENT TO THE JOINT AND COOPERATIVE AGREEMENT WITH THE MISSISSIPPI WATERSHED MANAGEMENT ORGANIZATION(MWMO) WHEREAS, in 1997,the St. Anthony City Council approved the Joint and Cooperative Agreement with the MWMO; and WHEREAS, the MWMO is requesting Council's approval of an amendment to the 1997 Joint and Cooperative Agreement which would allow the MWMO to replace the subwatershed levy authority with a watershed wide levy authority and identification that those funds generated from the levy will be available to the City. NOW, THEREFORE,BE IT RESOLVED, that the City Council of the City of St. Anthony hereby approves the aforesaid amendment on behalf of the City of St. Anthony. Adopted this day of 92002. Mayor ATTEST: City Clerk Reviewed for Administration: City Manager Aft NIHOPF, Mississippi Watershed Management Organiza,fY-_l� 250 South Fourth Street,Room 414,Minneapolis,MN 55415 Office:612.673.5897 Fax:612.673.2635 Connie Kroeplin City of St. Anthony 3301 Silver Lake Road St. Anthony,MN 55418 March 6, 2002 Dear Ms. Kroeplin: In 2000 the MWMO completed their Watershed Management Plan and began preparation for implementation. At that time we were informed that the MWMO did not.possess the special taxing authority necessary for a subwatershed levy as identified in the January 1997 Joint and Cooperative Agreement. The subwatershed levy authority was one of several funding mechanism for capital projects - and watershed programs. Since that time, the MWMO has worked with the State Legislature to obtain the necessary authorities and were informed that levy authority existed but could only be placed across the entire watershed and not the subwatershed as originally intended. With this information the MWMO met with each Member's Council and informed them of the outcomes and alternatives. All member communities indicated that they wished to continue participation with the MWMO. As'a result of these Council meetings and legislative actions it was determined that the 1997 Joint,and Cooperative Agreement needed to be amended. The result is the submission of the January 2002 Joint and Cooperative Agreement for your Council's approval, through resolution, to replace the existing 1997 Joint and Cooperative Agreement. The changes in the document involved replacing the subwatershed levy authority with a watershed wide levy authority and identification that those funds generated from the levy in the communities of Lauderdale, St. Anthony and St. Paul will be available to those communities respectively. The other changes involved updating definitions that were related to the levy authority and administrative clarifications on appointments and approvals. Please call me at 612-673-3179 if you have any questions pertaining to the 2002 Joint and Cooperative Agreement. Mississippi Watershed Management Organization staff will also be available for the Council meeting. Sincerely, Alison L. Fong MWMO Staff Joe Biernat•City of Minneapolis Amy Sparks•City of Saint Anthony Karen Gill-Gerbig•City of Lauderdale Karlyn Eckman • City of Saint Paul Jon Olson•Minneapolis Park and Recreation Board `r NOW Joint and Cooperative Agreement p g for the Mississippi Watershed OOONZ Management Organization City of Minneapolis City of St. Paul City of St. Anthony City of Lauderdale Minneapolis Park and Recreation Board January 2002 . 2® Membership This Agreement entered into as of the date of execution by and among the following: Cities of Lauderdale Minneapolis St. Anthony Saint Paul and the Minneapolis Park and Recreation Board for the establishment of a Watershed Management Organization. The aforementioned cities and the Minneapolis Park and Recreation Board shall hereinafter be referred to as Members. WHEREAS, the Members have authority pursuant to Minnesota Statutes, Section 471.59 to jointly and cooperatively by agreement exercise powers common to the contracting bodies pursuant to Minnesota Statutes, Section 103B.201 to 103B.251 and WHEREAS,the Members desire to plan a comprehensive water management program in accordance with Minnesota Statutes, Sections 103B.201 to 103B.251; NOW THEREFORE,the parties to this Agreement do mutually agree as follows: 2 21 Article I Legal Purpose The purpose of this Joint and Cooperative Agreement for the Mississippi Watershed Management Organization .is to replace the Joint Powers 'Agreement for the Middle Mississippi River Watershed Management Organization executed in 1985,and 'the Joint and Cooperative Agreement for the Middle Mississippi River Watershed Management Organization of January 1997. The purpose of the Mississippi Watershed Management Organization, as provided for in this Agreement, is to provide for the wise, long-term management of water and associated land resources within the watershed through implementation measures, that realize multiple objectives, respect ecosystem principles, and cultural and historical community values. The Mississippi Watershed Management Organization seeks to: (a) protect, enhance, and restore the quality and quantity of surface and ground water resources within the Mississippi Watershed Management Organization jurisdiction; (b) protect, preserve, and use natural surface and ground water storage and retention systems; (c) efficiently utilize public capital expenditures needed to correct and control flooding and water quality problems; (d) identify and plan for means to use protect and improve surface and ground water quality; (e) establish more uniform local policies and official controls for surface and ground water management; (f) promote ground water recharge; (g) protect and enhance fish and wildlife habitat and water recreation facilities; (h) secure the other benefits associated with the proper management of surface and ground water; and (i) promote and encourage cooperation among Members and among other organizations in coordinating local comprehensive water management programs. A legal description and map of the boundaries of the Mississippi Watershed Management Organization are included pursuant to Minnesota Rules 84010.0030, Subpart 1.B in Appendix A and C respectively of this Agreement. 3 22 Article II Definitions For the purpose of this Agreement,the terms used herein shall have the meanings defined in this article. Subdivision 1:"Organization" is the Mississippi Watershed Management Organization. Subdivision 2:"Commission" shall mean the governing body of the Organization and shall consist of a Commissioner or Alternate from each of its Members. Subdivision 3:"Commissioner" shall mean any person appointed to the Commission by each Members governing body, or in the Commissioner's absence,the Alternate. Subdivision 4: "Alternate" shall mean any person appointed to the Commission by each Member's governing body to represent the Member in the absence of the Commissioner. Subdivision 5: "Council" shall mean the governing body of a Member. In the case of municipalities, this shall be the elected officials responsible for governing the city and for Minneapolis Park & Recreation Board, its Board of Commissioners. Subdivision 6: "Member" or 'Member Community shall mean any city, county, or special purpose government entity within the watershed that enters into this Agreement. Subdivision 7: "Agreement" shall mean the "Joint and Cooperative Agreement adopted by the member councils creating and the establishing the Mississippi Watershed Management Organization. Subdivision 8: "Plan" shall mean the Watershed Management Plan adopted by the Mississippi Watershed Management Organization. Subdivision 9: "Watershed" means the area contained within a line drawn around the extremities of all terrain whose surface drainage is tributary to the Mississippi River and within the mapped areas reasonably demonstrated on the map identified as Appendix C, as defined within the legal description identified in App_endix A. 4 23 Subdivision 10: "Act" is defined as the Metropolitan Surface Water Management Act as found in ' Minnesota Statutes, Sections 103B.201 to 103B.251. Subdivision 11: `.`Operating Budget"refers to the administrative expenses incurred by the Organization. Subdivision 12: "Capital Improvement Project" shall mean a physical improvement project other than routine maintenance within the Watershed Management Organization boundaries. Subdivision 13: "Majority" shall be defined as greater than half of the quorum. Subdivision 14: "Subwatershed" a smaller geographic section of a larger watershed unit with a drainage area whose boundaries include all the land area draining to a point. Subdivision 15: "Year" shall mean from January 1 to December 31. Subdivision 16: "Quorum" shall mean the number of Commissioners or Alternates required to be present for business to be legally transacted. This number shall be any number which is greater than half of the Members. Any number less than a quorum may adjourn a scheduled meeting. 5 24 Article III Board of Commissioners Subdivision 1: The governing body of the Organization shall be its Commission which shall consist of five (5) voting Commissioners. Each Commissioner shall have one vote. All appointments. to the Commission shall be in accordance with Minnesota Statutes 103B.227. The Board of Water and Soil Resources shall be notified of all appointments and vacancies of the Commission within 30 days. All vacancies shall be filled within ninety (90) ,days after they occur. Notices of all vacancies and appointments shall be published in a legal publication of the Members community appointing the Commissioner at least fifteen (t5) days prior to the appointment. Vacancies shall be filled for the remainder of the term by the Council who appointed or had the right to appoint the Commissioner. The Council of each Member shall appoint one (1) Commissioner to represent the Member to the Commission. Each Commissioner shall serve until his or her successor is appointed. Subdivision 2: A Commissioner may not be removed from the Commission except for just cause by the Council that made the appointment. Subdivision 3: Member Councils may select and appoint alternates to the Commission in the same manner as Commissioners. In the absence of a Member's Commissioner, the designated Alternate may vote and act in the Commissioner's place. The Alternate shall serve a term concurrent with the Member's Commissioner. Subdivision 4: Each Member's Council shall, within thirty (30) days of appointment, file with the Secretary of the Commission a record of the appointment of its Commissioner and Alternate. The Commission shall notify the Board of Water and Soil Resources of Member appointments and vacancies within thirty(30) days after receiving notice from the Member. Subdivision 5: The Council of each Member shall determine the eligibility and qualifications of its Commissioner and Alternate. However, the terns of each Commissioner shall be as established by this Agreement. Subdivision 6: Regular meetings shall be held by the Commission periodically at the time and place determined by the Commission pursuant to open meeting law,Minnesota State Statutes 471.705. 6 25 Subdivision 7: At the first meeting of the Commission each year and each calendar year thereafter, staff will confer with Commissioners and recommend officers for the various positions on the Commission. At the first meeting of the Commission and each calendar year thereafter,the Commission shall elect from its Members a chairperson, a vice chairperson, a treasurer, a secretary, and such other officers as it deems necessary to conduct its meetings and affairs. Subdivision 8: The Commission shall adopt those bylaws and procedures necessary for the conduct of its meetings. Such rules may be amended at either a regular or special meeting of the Commission provided that a ten (10) day prior notice of the proposed amendment has been furnished to each Commissioner and Alternate to whom notice of meetings is required to be sent. Subdivision 9: The Commission may create such committees, task forces or working groups as needed to accomplish its mission. Subdivision 10: Commissioners shall serve without compensation from the Organization, but this shall not prevent a Member's Council from providing compensation for its Commissioner for serving on the Commission, if such compensation is authorized by such governmental unit and by law. 7 26 Article IV Powers and Duties of the Board of Commissioners Subdivision 1: The Commission shall employ such persons, as it deems necessary to accomplish its duties and powers. The Commission may hire staff on a full time,part time or consulting basis. The Commission may also incur expenses and expenditures necessary and incidental to the effectuation and/or implementation of its purposes and powers. Subdivision 2: In order for the Commission to conduct business, a quorum must be present. Decisions by the Commission require a majority vote of the quorum present. Subdivision 3: The Commission shall have an established Citizen Advisory Committee and Technical Advisory Committee to provide input and to serve in an advisory role. Subdivision 4: The Commission shall review and approve a Local Water Management Plan for each of its Member Communities as established under Minnesota Statutes, Chapter 103B. Approval of the plan shall require no more than a majority vote. Subdivision 5: The Commission may acquire, operate, construct, and maintain capital improvement projects delineated in the Watershed Management Organization Watershed Management Plan for the protection, enhancement, and improvement of the watershed. Subdivision 6: The Commission shall make a reasonable attempt to assess the compatibility of proposed capital improvement projects with other existing policies, programs, and projects within the MWMO and across its boundaries. In particular, compatibility with neighborhood association and community council plans in the project area should be considered. An informal review should occur at least two months before the capital improvement project proposal is approved in the MWMO budget. Subdivision 7: The Commission shall develop a comprehensive Watershed Management Organization Watershed Management Plan to meet the requirements of Minnesota Statutes, Chapter 103B. The plan shall establish comprehensive goals and policies for the protection, enhancement, and improvement of the watershed, and shall establish specific implementation strategies to realize these goals and policies. 8 27 Subdivision 8: The Commission shall have the power to contract with any governmental unit, private or nonprofit association to accomplish the purposes for which it is organized. Subdivision 9: The Commission has the authority to apply for, accept, and use grants, loans, money or other property from the United States, the State of Minnesota, a unit of government or any person or entity for the Organization. The Organization may use and dispose of such money or property for any expenses/fees, policies, goals, capital improvement projects, or any use the Organization deems necessary to pursue its goals and policies. Subdivision 10: The Commission may establish and maintain devices for acquiring and recording hydrologic and water quality data within the watershed. Subdivision 11: The Commission may contract for, or purchase such insurance, as they deem necessary for the protection of the Commission. Subdivision 12: The Commission shall have the authority to invite governmental entities within the area of the watershed to join the Organization. Furthermore, any governmental entities within the area of the watershed may petition for membership in the Organization. The addition of new Members shall require a majority vote of the Commission and appropriate resolution by current Member Councils. The effective date shall be the date of filing by the last Council resolution approving the addition. As Members are added to the Organization, there shall be created one voting Commissioner. Furthermore, as each new Member is added,the cost shares of the operating budget(Article V, Subdivision 3)will be reassessed. Subdivision 13: The Commission has the authority to contract for the space, equipment, and supplies to carry on its activities either with an individual Member or elsewhere. Subdivision 14: The Commission may investigate on its own initiative or upon petition of any Member, complaints relating to the pollution of surface or ground water in the watershed. Upon a finding that the watershed is being polluted, the Commission may take appropriate action to alleviate the pollution including recommending enforcement and other regulatory actions to the appropriate jurisdiction. 9 28 Subdivision 15: Commissioners and staff may enter upon lands within or without the watershed to ...�� surveys and investigations to accomplish the purposes, goals and policies of the Organization. Such entrance shall occur after obtaining a duly executed search warrant, with permission of the property owner, or when a search warrant for access to the property is not required. The Commission shall be liable for actual damages,resulting therefrom, subject to the limitations of Minnesota Statues Section 466.0 1, et. seq. Every person'who claims damages shall serve the Chair or Secretary of the Commission with'a notice of claim as required by Minnesota Statutes, Chapter 466.05. Subdivision 16: The Commission may vote to provide legal and technical assistance in connection with litigation or other proceedings between one or more of its Members and any other political subdivision, commission, board or agency relating to the planning or construction of capital improvement projects approved by the Organization. Subdivision 17: The Commission shall at least every 2 years solicit interest proposals for professional or technical consultant services before retaining the services of a consultant or extending annual service agreements. Subdivision 18: The Commission may designate one or more national or state bank or trust companies authorized by Chapters 118 or 427 of Minnesota Statutes to receive deposits of public moneys to act as depositories for the Organization's funds. No funds may be disbursed without the signature of the Chair and the Treasurer. The Treasurer shall be required to file with the Secretary of the Commission a bond in the sum of at least $10,000 or such higher amount as shall be determined by the Commission. The Commission shall pay the premium on said bond. Subdivision 19: The Commission may exercise all other powers necessary and incidental to the implementation of the purposes and powers set forth herein. 10 29 Article V Operating Budget Subdivision 1: The Commission shall adopt.an operating budget for the ensuing year on or before. September 1 of each year. The budget shall then be certified by the Secretary of the Commission on or before October 1 to the clerk of each Members Council together with a statement of the proportion of the budget to be provided by each Member. The Council of each Member agrees to review the budget. The Commission shall upon notice from any Member received prior to November 1, hear objections to the budget. Such notice shall be written to the Commission's Secretary and delivered by certified mail to their principal business address. The Commission, upon notice delivered by US Mail to all Members and after a hearing, may modify or amend the budget. If no objections are submitted to the Commission, each Member agrees to provide the funds required by the budget on or before February 1. Modifications or amendments to the original budget require a majority vote. The operating budget shall not exceed$20,000 annually. Subdivision 2: The Commission has the duty to make a full and complete financial accounting report to each Member at least once annually. A certified public accountant shall perform the audit of the Organization. The report shall include the approved budget; a reporting of revenues; a reporting of expenditures; a financial audit report or section that includes a balance sheet; a classification of revenues and expenditures; an analysis of changes in final balances; and any additional statements considered necessary for full financial disclosure; and the status of all Commission projects and work within the watershed; copies of said report shall be transmitted to the clerk, or appropriate staff member of each Member's Council. Subdivision 3: Member contributions to the operating budget will be determined on a percentage basis of the geographic area of each Member's properties and jurisdictional boundaries within the watershed, excluding properties owned by the Minneapolis Park and Recreation Board. The Minneapolis Park and Recreation Board share shall be determined by that portion of property owned by them. This assessment shall be allocated as follows: 11 Member Share 30 Minneapolis 94.3% St. Anthony 3.3% Saint Paul 1.4% Minneapolis Park and Recreation Board 0.6% Lauderdale 0.4% Subdivision 4: Projects or other necessary expenditures which cannot be accomplished through the capital budget and would exceed the cost of the operating budget of Article V, Subdivision 1, shall be addressed by mutual agreement of the affected Members outside of this Agreement. 12 31 Article VI Capital Budget Subdivision 1: The Members recognize that on-going capital expenditures will be required to solve some of the water resource problems within the watershed. For the purposes of this Agreement,capital improvement projects are those determined necessary to implement the Organization's Capital Improvement Program. Subdivision 2: Capital Projects will be financed over the entire watershed. Subdivision 3: In order to finance an approved capital improvement project, the Commission may levy an ad valorem tax against the entire watershed. Subdivision 4: Approval of capital improvement projects shall require a majority vote of the quorum present and other such bodies as required by law. Capital improvement projects shall be financed in accordance with Minnesota.Statutes, 103B and 103D. Subdivision 5: The Commission shall have the authority to prepare and adopt a Capital Improvement Program as defined in Minnesota Statutes 103B.205 Subdivision 3 as part of the Watershed Management Plan. The Capital Improvement Program shall set forth the schedule of capital projects identified in the Watershed Management Plan as well as designating Members for participation in each project and estimating the total costs for such projects. Projects not identified in the Watershed Management Organization Watershed Management Plan shall not be included in the Capital Improvement Program until and unless the Watershed Management Organization Watershed Management Plan is amended to include such projects. Implementation of the Capital Improvement.Program will begin upon adoption of the Watershed Management Organization Watershed Management Plan subject to the availability of funding. Subdivision 6: All capital improvement projects need to be listed in the Watershed Management Plan. Subdivision 7: All capital improvement project proposals for the following year must be submitted to staff before May 1 so that the proposed capital budget can be submitted to the Commissioners during the May 13 32 Commission meeting. All WMO capital improvement project proposals for subsequent fiscal year(s)must be submitted to WMO staff before May I"of the extant budget year. By the August Commission meeting within this extant budget year,presentation of this proposed capital budget will be submitted to the Commissioners. Subdivision 8: Funding for any and all capital improvement projects may only occur if the project(s)'is in the approved capital budget. Subdivision 9: Beginning with the year the Watershed Management Plan is adopted, the Commission shall submit,by June 1, a draft capital budget to the clerk of Member's Council for their review. The Council of each Member may review and comment on the budget. The Commission shall upon notice from any Member received prior to August 1,hear objections to the budget. Such notice shall be written to the Commission's Secretary and delivered by certified mail to their principal business address. The Commission, upon notice delivered by US Mail to all Members and after a hearing, may modify or amend the budget. The MMRWMO Commission shall hold a public hearing in accordance with Minnesota Statutes 103B and 103D on the proposed capital budget. On or before September 15 of each year, the Commissioners shall adopt a capital budget for the next year and decide on the total amount to be raised from ad valorem tax levies. By the September 15 of each year the budget shall be certified by the Secretary of the Commission to the County, Counties or the clerk or appropriate staff member of each Member's Council together with a statement of the proportion of the budget to be provided. Subdivision 10: If the Organization is responsible for the planning,design, acquisition,relocation,or construction of an approved capital project on behalf of a Member, each Member having a financial obligation therefore, shall also provide to the Organization the funds required by the budget from that member on or before February 1. If the Member is responsible for the completion of the capital project, the Organization's approved share of the project cost coming from its tax levy will be reimbursed to the member from actual tax revenues received in a manner agreed to. The Member being reimbursed for project costs by the Organization shall agree to be responsible for providing any requested documentation of costs requested by the Organization or its auditors. Subdivision 11: Projects will be funded in the watershed on the basis of potential merit to all the Members and according to the criteria established in the MWMO Watershed Management Plan. Annually a review 14 33 shall take place showing how much each Member has contributed to the watershed levy and how MU, each Member has benefited from projects undertaken in their jurisdiction. Funds generated through the annual levy in the cities of St. Anthony, St. Paul, and Lauderdale,will be made available to that member community if capital improvement projects have been designated in the MWMO Watershed Management ` Plan and approved in the MWMO capital budget. Subdivision 12: If a member has a capital improvement project designated for a future year, all generated funds collected as part of an approved capital budget for said project may be held in an account and designated for the project per MN Statute 103B.241 Subd. 1. Subdivision 13: If a member has no designated capital improvement projects, all generated funds will be placed in a general account for use by those members with designated capital improvement projects. 15 .34 Article VII Duration Each Member agrees to be bound by the terms of this Agreement until January 1, 2010, and it may be continued thereafter upon the agreement of all Members. 16 35 Article VIII Dissolution Any Member may petition the Commission to dissolve the .Organization. Upon thirty days advance written notice to each Member, the Commission shall hold a hearing to consider dissolution of the Organization. If a majority of the Commission votes in favor of dissolution, the Commission shall submit a resolution for dissolution of the Organization for consideration by each Member's Council, the board of each affected County and the Minnesota Board of Water and Soil Resources. Each governmental unit shall have 90 days in which to consider dissolution of the Organization. If, within 90 days of the date the notice was given, a majority of Members' Councils has ratified said resolution; then the Organization shall be dissolved and this Agreement shall be terminated. Upon dissolution, the Organization shall complete all work in progress and dispose of all personal property.All property of the Organization shall be sold and the proceeds thereof, together with moneys on hand, shall be distributed to the eligible Members of the Commission as follows: assets derived from contributions to the operating budget shall be apportioned and distributed to each Member in the percentage e b which the Member contributed to the Organization under the last annual budget; assets derived from the Capital Improvement Budget shall be apportioned and distributed on an asset by asset basis to each Member in the P ercentage by which the Member contributed to the specific asset. _ 17 . 36 Article IX Amendments Any Member may recommend to the Commission amendments to this Agreement. Upon a majority vote, amendments to this Agreement shall be forwarded by the Commission to its Members' Councils. No amendment shall be effective until the amendment has been ratified by the Council of each Member. The effective date of any amendment shall be the date on which the last Member's Council ratifies the amendment and is filed with the Secretary of the Commission. 18 37 Article X Effective Date This Agreement shall be adopted upon ratification by the Council of each Member and the execution of the Agreement by each Member. Upon voting to ratify the Agreement, the clerk of the Council of the ratifying Member shall file a certified copy of the resolution of the ratification with the Clerk of the City of Minneapolis. The effective date of the Agreement shall be the later of January 1, 1997; or the date on which the last Member to ratify files its resolution of ratification. Upon adoption of this Agreement, the Minneapolis City Clerk shall supply to each Member and the Board of Water and Soil Resources a copy of the Members' ratification resolutions and a copy of the signed Agreement. IN WITNESS WHEREOF, the undersigned Members,by action of their Councils,have caused this agreement to be executed in accordance with the authority of Minnesota Statutes Sections 103B.211 and 471.59. 19 38 City of St. Anthony By: Dated: 920 Randy Hodson,Mayor Attest: Dated: , 20 Michael Mornson,City Manager 22 39 CERTIFICATION OF MINUTES RELATING TO $1,500,000 GENERAL OBLIGATION IMPROVEMENT BONDS, SERIES 2002A Issuer: City of St. Anthony, Minnesota Governing body: City Council Kind, date, time and place of meeting: A regular meeting held on March 12, 2002, at 7:00 o'clock P.M., at the City Hall. .. Members present: Members.absent: Documents attached: Minutes of said meeting(including): Pages 1 through 22 RESOLUTION 02-029 . RESOLUTION RELATING TO $1,500,000 GENERAL OBLIGATION IMPROVEMENT BONDS, SERIES 2002A; AWARDING THE SALE,FIXING THE FORM AND DETAILS AND PROVIDING FOR THE EXECUTION AND DELIVERY THEREOF AND SECURITY THEREFOR AND LEVYING AD VALOREM TAXES FOR THE PAYMENT THEREOF I, the undersigned, being the duly qualified and acting recording officer of the public corporation issuing the obligations 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 the corporation in my legal custody, from which they have been transcribed; that the documents are a correct and complete transcript of the minutes of a meeting of the governing body of the corporation, and correct and complete copies of all resolutions and other actions taken and of all documents approved by the governing body at the meeting, insofar as they relate to the obligations; and that the 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 given as required by law. WITNESS my hand officially as such recording officer this day of March, 2002. Connie Kroeplin, City Clerk 4® It was reported that U proposals for the purchase of the$1,500,000 General Obligation Improvement Bonds, Series 2002A of the City(the"Bonds") - in accordance with the Terms of Proposal for the sale of the Bonds approved by the City Council by Resolution 02- , adopted February 12,2002. The bids have been opened, read and tabulated, and the terms of each were found to be as follows: Bidder Purchase Price Interest Rates Net Interest Cost (See Attached) 41 Councilmember then introduced the following resolution and moved its adoption: RESOLUTION 02-029 RESOLUTION RELATING TO$1,500,000 GENERAL OBLIGATION IMPROVEMENT BONDS, SERIES 2002A; AWARDING THE SALE, FIXING THE FORM AND DETAILS AND PROVIDING FOR THE EXECUTION AND DELIVERY THEREOF AND SECURITY THEREFOR AND LEVYING AD VALOREM TAXES FOR THE PAYMENT THEREOF BE IT RESOLVED by the City Council of the City of St. Anthony, Minnesota (the"City"), as follows: Section 1. Recitals, Authorization and Sale of Bonds. 1.01. Authorization. This Council has heretofore ordered the an improvement project to be constructed within the City under and pursuant to Minnesota Statutes, Chapter 429, consisting of various street improvements (collectively the"Improvements"). The present estimated total cost of the Improvements is as follows: Project Costs......................................................... $1,405,754 Issuance Expenses................................................. 21,050 Capitalized Interest............................................... 56,696 Discount Allowance.............................................. 16,500 Total................................................................. $1,500,000 This Council hereby determines to issue and sell $1,500,000 principal amount of General Obligation Improvement Bonds, Series 2002A,of the City(the"Bonds")to defray a portion of the expense incurred and estimated to be incurred by the City in making the Improvements, including every item of cost of the kinds authorized in Minnesota Statutes, Section 475.65, and $16,500 representing interest as provided in Minnesota Statutes, Section 475.56. The City has retained Springsted Incorporated to act as financial advisor to the City in connection with the issuance and sale of the Bonds, and it is hereby determined to sell the Bonds without meeting the requirements as to public sale under Minnesota Statutes, Section 475.60, subdivision 1,pursuant to the exception from such requirement contained in clause (9)of Minnesota Statutes, Section 475.60, subdivision 2. 1.02. Sale of Bonds. The City has received ( )proposals for the purchase of the Bonds. The most favorable proposal received is that of , of , (the"Purchaser"), to purchase the Bonds at a price of$ , the Bonds to bear interest at the rates set forth in Section 3.01 hereof and to be subject to the further terms and conditions set forth in this Resolution. The proposal is hereby accepted, and the Mayor and the City Manager are hereby authorized and directed to execute a contract on the 42 part of the City for the sale of the Bonds with the Purchaser. The good faith checks of the unsuccessful bidders shall be returned forthwith. 1.03. Performance of Requirements. 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, existing, having happened and having been performed, it is now necessary for this Council to establish the form and terms of the Bonds,to provide security therefor and to issue the Bonds forthwith. 1.04. Maturities of Bonds. The Council hereby finds that the maturities of the Bonds as set forth in Section 3.01 hereof are warranted by the anticipated collections of special assessments and ad valorem taxes levied and to be levied for the payment of the Bonds as provided in Section 4 hereof.- Section 2. Form of Bonds. The Bonds shall be prepared in substantially the following form: UNITED STATES OF AMERICA STATE OF MINNESOTA COUNTIES OF HENNEPIN AND RAMSEY CITY OF ST. ANTHONY GENERAL OBLIGATION IMPROVEMENT BOND, SERIES 2002A No. R- $ Date of Interest Rate Maturity Original Issue CUSIP March 1, 2002 REGISTERED OWNER: PRINCIPAL AMOUNT: DOLLARS THE CITY OF ST. ANTHONY,Hennepin and Ramsey Counties, Minnesota(the "City"), acknowledges itself to be indebted and, for value received,hereby promises to pay to the registered owner named above, or registered assigns,the principal amount specified above,on the maturity date specified above,with interest thereon from the date of original issue specified above, or from the most recent interest payment date to which interest has been paid or duly provided for, at the annual rate specified above. Interest hereon is payable on February 1 and August 1 in each year, commencing February 1, 2003, to the person in whose name this Bond is registered at the close of business on the 15th 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 -2- 43 presentation and surrender hereof, the principal hereof, are payable in lawful money of the United States of America by check or draft of Wells Fargo Bank Minnesota,National Association, in Minneapolis, Minnesota, as Bond Registrar,Transfer Agent and Paying Agent (the"Bond Registrar"), or its successor designated under the Resolution described herein. This Bond is one of an issue in the aggregate principal amount of$1,500,000(the "Bonds"), issued pursuant to a resolution adopted by the.City Council on March 12,2002 (the "Resolution"), for the purpose of financing a portion of the costs of various street improvements in the City(the"Improvements"), and is issued pursuant to and in full conformity with the provisions of the Constitution and laws of the State of Minnesota thereunto enabling, including Minnesota Statutes, Chapters 429 and 475. The Bonds are payable primarily from the 2002 Improvement Bond Fund(the"Fund") of the City. In addition, for the full and prompt payment of the principal and interest on the Bonds as the same become due,the full faith, credit and taxing power of the City have been and are hereby irrevocably pledged. The Bonds are issuable only as fully registered bonds in denominations of$5,000 or any multiple thereof, of single maturities. Bonds maturing in the years 2004 through 2010 are payable on their respective stated maturity dates without option of prior payment,but Bonds having stated maturity dates in 2011 and later years are each subject to redemption and prepayment, at the option of the City and in whole or in part, and if in part, in the maturities selected by the City and,within a maturity, in $5,000 principal amounts selected by lot, on February 1, 2010 and on any date thereafter, at a price equal to the principal amount thereof to be redeemed plus accrued interest to the date of redemption. [INSERT REDEMPTION PROVISIONS FOR ANY TERM BONDS.] At least thirty days prior to the date set for redemption of any Bond,notice of the call for redemption will be mailed to the Bond Registrar and to the registered owner of each Bond to be redeemed at his address appearing in the Bond Register,but no defect in or failure to give such mailed notice of redemption shall affect the validity of the 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 the Bonds so to be redeemed shall, on the redemption date,become due and payable at the redemption price herein specified and from and after such date (unless the City shall default in the payment of the redemption price) such Bond or portions of Bonds shall cease to bear interest. Upon the 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 City as "qualified tax-exempt obligations"pursuant to Section 265(b) of the Internal Revenue Code of 1986, as amended. As provided in the Resolution and subject to certain limitations set forth therein, this Bond is transferable upon the books of the City at the principal-office of the Bond Registrar, by the registered owner hereof in person or by his attorney duly authorized in writing upon surrender hereof together with a written instrument of transfer satisfactory to the Bond Registrar, -3- 44 duly executed by the registered owner or his attorney; and may also be surrendered in exchange for Bonds of other authorized denominations. Upon such transfer or exchange,the City 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. The City and the Bond Registrar may deem and treat the person in whose name this Bond is registered as the absolute owner hereof,whether this Bond is overdue or not, for the purpose of receiving payment and for all other purposes, and neither the City nor the Bond Registrar shall be affected by any notice to the contrary. IT IS HEREBY CERTIFIED, RECITED, COVENANTED AND AGREED that all acts,conditions and things required by the Constitution and laws of the State of Minnesota to be done,to exist, to happen and to be performed precedent to and in the issuance of this Bond in order to make this Bond a valid and binding general obligation of the City according to its terms, have been done,do exist,have happened and have been performed in regular and due form as so required; that prior to the issuance hereof the City has levied or agreed to levy special assessments on property specially benefited by the Improvements and ad valorem taxes on all taxable property in the City, collectible in the years and amounts required to produce sums not less than 5% in excess of the principal of and interest on the Bonds as such principal and interest respectively become due, and has appropriated the same to the Fund in the manner specified in Minnesota Statutes, Section 429.091, Subdivision 4; that,to take care of any accumulated or anticipated deficiency in the Fund, additional ad valorem taxes are required by law to be levied . upon all taxable property in the City without limitation as to rate or amount; and that the issuance of this Bond does not cause the indebtedness of the City to exceed any constitutional or statutory limitation. This Bond shall not be valid or become obligatory for any purpose or be entitled to any security or benefit under the Resolution until the Certificate of Authentication hereon shall have been executed by the Bond Registrar by the manual signature of a person authorized to sign on its behalf. IN WITNESS WHEREOF,the City of St. Anthony, Hennepin and Ramsey Counties, Minnesota,by its City Council,has caused this Bond to be executed by the signatures of the Mayor and the City Manager and has caused this Bond to be dated as of the date set forth below. CITY OF ST. ANTHONY City Manager Mayor -4- CERTIFICATE OF AUTHENTICATION This is one of the Bonds delivered pursuant to the Resolution mentioned within. Date of Authentication: WELLS FARGO BANK MINNESOTA, NATIONAL ASSOCIATION Minneapolis,Minnesota, as Bond Registrar By Authorized Representative The following abbreviations, when used in the inscription on the face of this Bond, shall be construed as though they were written out in full according to applicable laws or regulations: . TEN COM——as tenants UNIF TRANS MIN ACT. . . . . . . Custodian. . . . . . . . in common (Cust) (Minor) TEN ENT——as tenants by the entireties under Uniform Transfers to Minors Act. . . . . . . . . . . . . . . . . . . . . . JT TEN—— as joint tenants (State) with right of survivorship and not as tenants in common Additional abbreviations may also be used. ASSIGNMENT FOR VALUE RECEIVED the undersigned hereby sells, assigns and transfers unto the within Bond and all rights thereunder, and hereby irrevocably constitutes and appoints attorney to transfer the -5- 46 within Bond on the books kept for registration thereof,with full power of substitution in the premises. Dated: PLEASE INSERT SOCIAL SECURITY OR OTHER IDENTIFYING NUMBER NOTICE: The signature(s)to this OF ASSIGNEE: assignment must correspond with the name as it appears upon the face of the within Bond in every particular, without alteration, enlargement or any change whatsoever. Signature(s)must be guaranteed by an "eligible guarantor institution"meeting the requirements of the Bond Registrar, which requirements include membership or participation in the Securities Transfer Association Medalion Program(STAMP) or such other"signature guaranty program" as may be determined by the Bond Registrar in addition to-or in substitution for STAMP,. all in accordance with the Securities Exchange Act of 1934, as amended. Section 3. Bond Terms, Execution and Delivery. 3.01. Maturities, Interest Rates, Denominations, Payment, Dating of Bonds. The City shall forthwith issue and deliver the Bonds, which shall be denominated"General Obligation Improvement Bonds, Series 2002A"and shall be payable primarily from the 2002 General Obligation Improvement Bond Fund of the City created in Section 4.02. The Bonds shall be dated as of March 1, 2.002, shall be issuable in the denominations of$5,000 or any . integral multiple thereof, shall mature on February 1 in the years and amounts set forth below, and Bonds maturing in such years and amounts shall bear interest, computed on the basis of a 360-day year consisting of twelve 30-day months, from March 1, 2002 until paid or duly called for redemption at the rates per annum set forth opposite such years and amounts,respectively: m -6- 47 Year Amount Rate Year Amount Rate 2004 $95,000 % 2012 $100,000 % 2005 85,000 2013 105,000 2006 85,000 2014 105,000 2007 90,000 '2015 110,000 2008 90,000 2016 115,000 2009 90,000 2017 120,000 2010 95,000 2018 120,000 . 2011 95,000 The Bonds shall be issuable only in fully registered form, of single maturities. The 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. Each Bond shall be dated by the Registrar as of the date of its authentication. 3.02. Interest Payment Dates. Interest on the Bonds shall be payable on February 1 and August 1 in each year, commencing February 1,2003,to the owners thereof as such appear of record in the bond register as of the close of business on the fifteenth day of the immediately preceding month, whether or not such day is a business day. 3.03. 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. The Registrar shall keep at its principal 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 to the Registrar 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 Bond is surrendered by the registered owner for exchange, the Registrar shall authenticate and deliver one or more new Bonds of a like aggregate principal amount, interest rate and maturity, as requested by the registered owner or the owner's attorney duly authorized in writing. -7- I 48 (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 City. (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 its 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 Bond is at any time registered in the bond register as the absolute owner of such Bond, whether such Bond shall be overdue or not, for the purpose of receiving payment of, or on account of, the principal of and interest on such Bond and for all other purposes, and all such payments so made to any such registered owner or upon the owner's order shall be valid and effectual to satisfy and discharge the liability of the City upon such 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 lost, stolen or destroyed, the Registrar shall deliver a new Bond of like amount,number, interest rate, maturity date and tenor in exchange and substitution for and upon cancellation of any such mutilated Bond or in lieu of and in substitution for any such Bond lost, stolen or destroyed, upon the payment of the reasonable expenses and charges of the Registrar in connection therewith; and, in the case of a Bond lost, stolen or destroyed, upon receipt by the Registrar of evidence satisfactory to it that such Bond was lost, stolen or destroyed, and of the ownership thereof, and upon receipt by 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 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 City. If the mutilated, lost, stolen or destroyed 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. (i) Authenticating Agent. The Registrar is hereby designated authenticating agent for the Bonds, within the meaning of Minnesota Statutes, Section 475.55, Subdivision 1. 3.04. Appointment of Initial Registrar. The City hereby appoints Wells Fargo Bank Minnesota, National Association in Minneapolis,Minnesota, as the initial Registrar. The Mayor and City Manager are authorized to execute and deliver, on behalf of the City, a contract with Wells Fargo Bank Minnesota,National Association, as Registrar. Upon merger or -8- 49 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 any Registrar upon thirty(30)days' notice and upon the appointment of a successor Registrar, in which event_ the predecessor Registrar shall deliver all cash and Bonds in its possession to the successor Registrar. On or before each principal or interest due date, without further order of this Council, the Finance Director shall transmit to the Registrar from the 2002 Improvement Bond Fund described in Section 4 hereof, moneys sufficient for the payment of all principal and interest then due. 3.05. Redemption. (a) Bonds maturing in the years 2004 through 2010 are payable on their respective stated maturity dates without option of prior payment,but Bonds maturing in 2011 and later years are each subject to redemption, at the option of the City and in whole or in part, and if in part, in the maturities selected by the City and,within any maturity,in $5,000 principal amounts selected by the Registrar by lot, on February 1, 2010 and on any date thereafter, at a redemption price equal to the principal amount thereof to be redeemed plus accrued interest to the date of redemption. (b) Bonds maturing in the year shall be subject to mandatory sinking fund redemption by lot at a redemption price equal to the principal amount of the Bonds to be so redeemed plus interest accrued thereon to the date fixed for redemption, on February 1, in the years and principal amounts set forth below: Year Amount *Final Maturity In the event that an y Bonds maturing in the year are redeemed pursuant to (a) above by the City and canceled by the Registrar and not reissued,the Bonds maturing in the year so redeemed and canceled may be applied by the City as a credit against the Bonds to be redeemed pursuant to this subsection(b), such credit to be equal to the principal amount of the Bonds maturing in the year so redeemed or canceled provided that the City has notified the Register not less than thirty-five (35)days prior to the redemption date of its election to apply such Bonds as a credit. (c) Bonds maturing in the year shall be subject to mandatory sinking fund redemption by lot at a redemption price equal to the principal amount of the Bonds to be so redeemed plus interest accrued thereon to the date fixed for redemption, on February 1, in the years and principal amounts set forth below: -9- so Year Amount *Final Maturity In the event that any Bonds maturing in the year are redeemed pursuant to (a) above by the City and canceled by the Registrar and not reissued,the Bonds maturing in the year so redeemed and canceled may be applied by the City as a credit against the Bonds to be redeemed pursuant to this subsection(c), such credit to be equal to the principal amount of the Bonds maturing in the year so redeemed or canceled provided that the City has notified the Register not less than thirty-five(35) days prior to the redemption date of its election to apply such Bonds as a credit. (d) At least thirty days prior to the date set for redemption of any Bond, the City shall cause notice of the call for redemption to be mailed to the Registrar,and to the registered owner of each Bond to be redeemed,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. The notice of redemption shall specify the redemption date, redemption price, the numbers, interest rates and CUSIP numbers of the Bonds to be redeemed and the place at which the Bonds are to be surrendered for payment,which is the principal office of the Registrar. Official notice of redemption having been given as aforesaid, the Bonds or portions thereof 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 City shall default in the payment of the redemption price) such Bonds or portions thereof shall cease to bear interest. Bonds in a denomination larger than$5,000 may be redeemed in part in any integral multiple of$5,000. The owner of any Bond redeemed in part shall receive without charge, upon surrender of such Bond to the Registrar,one or more new Bonds in authorized denominations equal in principal amount to be unredeemed portion of the Bond so surrendered. 3.06. Preparation and Delivery. The Bonds shall be prepared under the direction of the City Manager and shall be executed on behalf of the City by the signatures of the Mayor and the City Manager;provided that said signatures may be printed, engraved, or lithographed facsimiles thereof. 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 such officer 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 such Bond has been duly executed by the manual signature of an authorized representative of the Registrar. Certificates of authentication on different Bonds need not be signed by the same representative. The executed certificate of authentication on each Bond shall be conclusive evidence that it has been -10- 51 authenticated and delivered under this Resolution. When the Bonds have been so executed and authenticated, they shall be delivered by the City Manager to the Purchaser upon payment of the purchase price in accordance with the contract of sale heretofore made and executed, and the Purchaser shall not be obligated to see to the application of the purchase price. 3.07. Securities Depository. (a) For purposes of this Section the following terms shall have the following meanings: "Beneficial Owner"shall mean,whenever used with respect to a Bond, the person in whose name such Bond is recorded as the beneficial owner of such Bond by a Participant on the records of such Participant,or such person's subrogee. "Cede &Co." shall mean Cede&Co.,the nominee of DTC, and any successor nominee of DTC with respect to the Bonds. "DTC"shall mean The Depository Trust Company of New York,New York. "Participant" shall mean any broker-dealer,bank or other financial institution for which DTC holds Bonds as securities depository. "Representation Letter"shall mean the Representation Letter from the City to DTC with respect to the procedures of DTC presently on file with DTC. (b) The Bonds shall be initially issued as separately authenticated fully registered bonds, and one Bond shall be issued in the principal amount of each stated maturity of the Bonds. Upon initial issuance, the ownership of such Bonds shall be registered in the bond register in the name of Cede &Co., as nominee of DTC. The Registrar and the City may treat DTC (or its nominee) as the sole and exclusive owner of the Bonds registered in its name for the purposes of payment of the principal of or interest on the Bonds, selecting the Bonds or portions thereof to be redeemed, if any, giving any notice permitted or required to be given to registered owners of Bonds under this resolution,registering the transfer of Bonds, and for all other purposes whatsoever; and neither the Registrar nor the City shall be affected by any notice to the contrary. Neither the Registrar nor the City shall have any responsibility or obligation to any Participant, any person claiming a beneficial ownership interest in the Bonds under or through DTC or any Participant, or any other person which is not shown on the bond register as being a registered owner of any Bonds,with respect to the accuracy of any records maintained by DTC or any Participant,with respect to the payment by DTC or any Participant of any amount with respect to the principal of or interest on the Bonds,with respect to any notice which is permitted or required to be given to owners of Bonds under this resolution,with respect to the selection by DTC or any Participant of any person to receive payment in the event of a partial redemption of the Bonds, or with respect to any consent given or other action taken by DTC as registered owner of the Bonds. So long as any Bond is registered in the name of Cede& Co., as nominee of DTC, the Registrar shall pay all principal of and interest on such Bond, and shall give all notices with respect to such Bond,only to Cede &Co. in accordance with the Representation Letter, and all such payments shall be valid and effective to fully satisfy and discharge the City's obligations with respect.to the principal of and interest on the Bonds to the extent of the sum or sums so -11- 52 paid. No person other than DTC shall receive an authenticated Bond for each separate stated maturity evidencing the obligation of the City to make payments of principal and interest. Upon delivery by DTC to the Registrar of written notice to the effect that DTC has determined to substitute a new nominee in place of Cede&Co., the Bonds will be transferable to such new nominee in accordance with paragraph (d)hereof. (c) In the event the City determines that it is in the best interest of the Beneficial Owners that they be able to obtain Bonds in the form of bond certificates,the City may notify DTC and the Registrar, whereupon DTC shall notify the Participants of the availability through DTC of Bonds in the form of certificates. In such event, the Bonds will be transferable in accordance with paragraph(d)hereof. DTC may determine to discontinue providing its services with respect to the Bonds at any time by giving notice to the City and the Registrar and discharging its responsibilities with respect thereto under applicable law. In such event the Bonds will be transferable in accordance with paragraph(d)hereof. (d) In the event that any transfer or exchange of Bonds is permitted under paragraph (b) or(c)hereof, such transfer or exchange shall be accomplished upon receipt by the Registrar of the Bonds to be transferred or exchanged and appropriate instruments of transfer to the permitted transferee in accordance with the provisions of this resolution. In the event Bonds in the form of certificates are issued to owners other than Cede&Co., its successor as nominee for DTC as owner of all the Bonds, or another securities depository as owner of all the Bonds, the provisions of this resolution shall also apply to all matters relating thereto, including,without limitation, the printing.of such Bonds in.the form of bond certificates and the method of payment of principal of and interest on such Bonds in the form of bond certificates. Section 4. Security Provisions. 4.01. 2002 Improvement Construction Fund. There is hereby created a special bookkeeping fund to be designated as the"2002 Improvement Construction Fund"(the "Construction Fund"), to be held and administered by the Finance Director separate and apart from all other funds of the City. The City appropriates to the Construction Fund(a) $ of the proceeds of the sale of the Bonds, and(b) all collections of special assessments levied for the Improvements until completion and payment of all costs of the Improvements. The Construction Fund shall be used solely to defray expenses of the Improvements, including but not limited to the transfer to the Bond Fund, created in Section 4.02 hereof, of amounts sufficient for the payment of interest and principal, if any, due upon the Bonds prior to the completion and payment of all costs of the Improvements and the payment of the expenses incurred by the City in connection with the issuance of the Bonds. Upon completion and payment of all costs of the Improvements, any balance of the proceeds of Bonds remaining in the Construction Fund may be used to pay the cost, in whole or in part, of any other improvements instituted pursuant to the Act,as directed by the City Council,but any balance of such proceeds not so used shall be credited and paid to the Bond Fund. 4.02. 2002 Improvement Bond Fund. So long as any of the Bonds are outstanding and any principal of or interest thereon unpaid,the Finance Director shall maintain a separate and special bookkeeping fund designated"2002 Improvement Bond Fund"(the"Bond -12- 53 Fund')to be used for no purpose other than the payment of the principal of and interest on the Bonds and on such other improvement bonds of the City as have been or may be directed to be paid therefrom. The City irrevocably appropriates to the Bond Fund (a) all amounts in excess of $ received from the Purchaser, (b) the collections of special assessments and other funds to be credited and paid thereto in accordance with the provisions of Section 4.01, (c) any taxes levied in accordance with this resolution, and(d)all such other moneys as shall be received and appropriated 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 City which is available for that purpose, subject to reimbursement from the Bond Fund when the balance therein is sufficient, and the Council covenants and agrees that it will each year levy a sufficient amount to take care of any accumulated or anticipated deficiency, which levy is not subject to any constitutional or statutory tax limitation. There are hereby established two accounts in the Bond Fund, designated as the . "Debt Service Account" and the"Surplus Account." All money appropriated or to be deposited in the Bond Fund shall be deposited as received into the Debt Service Account. On each February 1, the Finance Director shall determine the amount on hand in the Debt Service Account. If such amount is in excess of one-twelfth of the debt service payable from the Bond Fund in the immediately preceding 12-months, the Finance Director shall promptly transfer the amount in excess to the Surplus Account. The City appropriates to the Surplus Account any amounts to be transferred thereto from the Debt Service Account as herein provided and all income derived from the investment of amounts on hand in the Surplus Account. If at any time the amount on hand in the Debt Service Account is insufficient to meet the requirements of the Bond Fund, the Finance Director shall transfer to the Debt Service Account amounts on hand in the Surplus Account to the extent necessary to cure such deficiency. 4.03. Additional Bonds. The City reserves the right to issue additional bonds payable from the Bond Fund as may be required to finance costs of the Improvements not financed hereby;provided that the City Council shall,prior to the delivery of such additional bonds, levy or agree to levy by resolution sufficient additional special assessments and ad valorem taxes, if any,which, together with other moneys or revenues pledged for the payment of said additional obligations,will produce revenues at least five percent(5%) in excess of the amount needed to pay when due the principal and interest on all bonds payable from the Bond Fund. The additional special assessments, ad valorem taxes and moneys or revenues so pledged, levied or agreed to be levied shall be irrevocably appropriated to the Bond Fund in the manner provided by Minnesota Statutes, Section 475.61. 4.04. Levy of Special Assessments. The City hereby covenants and agrees that for payment of the cost of each of the Improvements it will do and perform all acts and things necessary for the full and valid levy of special assessments against all assessable lots, tracts and parcels of land benefited thereby and located within the area proposed to be assessed therefor, based upon the benefits received by each such lot, tract or parcel, in an aggregate principal amount not less than twenty percent(20%)of the cost of the Improvements. In the event that any such assessment shall be at any time held invalid with respect to any lot,piece or parcel of land, due to any error, defect or irregularity in any action or proceeding taken or to be taken by -13- 54 the City or this Council or any of the City's officers or employees, either in the making of such assessment or in the performance of any condition precedent thereto, the City and this Council hereby covenant and agree that they will forthwith do all such further acts and take all such further proceedings as may be required by law to make such assessments a valid and binding lien, upon such property. The Council presently estimates that the special assessments shall be in the aggregate principal-amount of$309,101 payable in not more than 15.installments, the first installment to be collectible with taxes during the year 2003, and that deferred installments shall bear interest at the rate of not less than six and five hundredths percent(6.50%)-per annum from the date of the resolution levying said assessment until December 31 of the year in which the installment is payable. 4.05. Ad Valorem Taxes. The full faith and credit and taxing powers of the City are irrevocably pledged for the prompt and full payment of the principal of and interest in the Bonds as the same become respectively due. For the purpose there is hereby levied upon all of the taxable property of the City a direct, annual ad valorem tax,which shall be spread upon the tax rolls prepared in each of the following years and collected with other taxes in the following _ years and amounts as follows: Levy Collection Year Year Amount 2002 2003 $ 2003 2004 2004 2005 2005 2006 2006 2007 2007 2008 2008 2009 2009 2010 2010 2011. 2011 2012 2012 2013 2013 2014 2014 2015 2015 2016 2016 2017 The foregoing tax levies are such that if collected in full they will produce at least five percent (5%)in excess of the amount needed to pay when due the principal of and interest on the Bonds. This tax shall be irrevocably appropriated to the Bond Fund as long as any of the Bonds are outstanding and unpaid; provided that the City reserves the right and power to reduce the levies in the manner and to the extent permitted by Minnesota Statutes, Section 475.61. 4.06. Full Faith and Credit Pledged. The full faith and credit of the City are irrevocably pledged for the prompt and full payment of the principal of and the interest on the Bonds, and the Bonds shall be payable from the Bond Fund in accordance with the provisions -14- 55 and covenants contained in this resolution. It is estimated that the special assessments and ad valorem taxes levied and to be levied for the payment of the Improvements will be collected in amounts not less than five percent(5%) in excess of the annual principal and interest requirements of the Bonds. If the money on hand in the Bond Fund should at any time be insufficient for the payment of principal and interest then due, this City,shall pay the principal and interest out of any.fimd of the City, and such other fund or funds shall.be reimbursed therefor when sufficient money is available to the Bond Fund. If on October 1 in any year the sum of the balance in the Bond Fund plus the amount of taxes and special assessments theretofore levied for the Improvements and collectible through the end of the following calendar year is not sufficient to pay when due all principal and interest become due on all Bonds payable therefrom in said following calendar year, or the Bond Fund has incurred a deficiency in the manner provided in this Section 4.06, a direct, irrepealable, ad valorem tax shall be levied on all taxable property within the corporate limits of the City for the purpose of restoring such accumulated or anticipated deficiency in accordance with the provisions of this resolution. Section 5. Defeasance. When any Bond has been discharged as provided in this Section 5, all pledges,covenants and other rights granted by this resolution to the holders of such Bonds shall cease, and such Bonds shall no longer be deemed outstanding under this Resolution. The City may discharge its obligations with respect to any Bond which is due on any date by irrevocably 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, the City may nevertheless discharge its obligations with respect thereto by depositing with the Registrar a sum sufficient for the payment thereof in full with interest accrued to the date of such deposit. The City may also discharge its obligations with respect to any prepayable Bond called for redemption on any date when it is prepayable according to their terms, by depositing with the Registrar on or before that date a sum sufficient for the payment thereof in full; provided that notice of the redemption thereof has been duly given as provided in Section 3.05. The City 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 times and at such rates and maturing on such dates as shall be required, without reinvestment, to pay all principal and interest to become due thereon to maturity or, if notice of redemption as herein required has been duly provided for,to such earlier redemption date. Section 6. County Auditor Registration. Certification of Proceedings, Investment of Money; Arbitrage and Official Statement. 6.01. County Auditor Registration. The City Clerk is hereby authorized and directed to file a certified copy of this Resolution with the County Auditors of Hennepin and Ramsey Counties, together with such other information as the County Auditors shall require, and to obtain from said County Auditors a certificate that the Bonds have been entered on his bond register and the taxes described in Section 4.05 hereof have been levied as required by law. 6.02. Certification of Proceedings. The officers of the City and the County Auditors of Hennepin and Ramsey Counties are hereby authorized and directed to prepare and -15- 56 furnish to the Purchaser and to Dorsey&Whitney LLP,Bond Counsel to the City, certified copies of all proceedings and records of the City, 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 under their custody and control or as otherwise known to them, and all such certified copies, certificates and affidavits, including any heretofore furnished, shall be deemed representations of the City as to the facts recited therein. 6.03. Covenant. The City covenants and agrees with the holders from time to time of the Bonds that it will not take or permit to be taken by any of its officers, employees or agents any action which would cause the interest on the Bonds to become subject to taxation under the Internal Revenue Code of 1986, as amended(the"Code'), and Regulations promulgated thereunder(the"Regulations"), as such are enacted or promulgated and in effect on the date of issue of the Bonds, and covenants to take any and all actions within its powers to ensure that the interest on the Bonds will not become subject to taxation under such Code and Regulations. The Improvements are public improvements available for use by members of the general public on a substantially equal basis. The City will not enter into any lease,use agreement or other contract respecting the Improvements which would cause the Bonds to be considered"private activity bonds"or"private loan bonds"pursuant to Section 141 of the Code. For purposes of complying with the requirements of Section 148(f)(4)(C)of the Code relating to the exemption of certain small governmental units from the rebate requirements .of the Code, the City represents that: (i) the City is a governmental unit with general taxing powers; (ii) the Bonds are not"private activity bonds"as defined in Section 141 of the Code(Private Activity Bonds); (iii) ninety-five percent of the net proceeds of the Bonds are to be used for the local governmental purposes of the City; and (iv) the aggregate face amount of all tax-exempt bonds(other than Private Activity Bonds) issued by the City in calendar year in which the Bonds are to be issued is not reasonably expected to exceed $5,000,000. Therefore,pursuant to the provisions of Section 148(f)(4)(C)of the Code,the City shall not be required to comply with the arbitrage rebate requirements of paragraphs (2) and(3)'of Section 148(f)of the Code. 6.04. Investment of Money on Deposit in the Bond Fund. The Finance Director shall ascertain monthly the amount on deposit in the Bond Fund. If the amount on deposit therein ever exceeds the aggregate amount of principal and interest due and payable from the Bond Fund through the next following February 1 plus a reasonable carryover as permitted by the Regulations, such excess shall be used to prepay and redeem Bonds or be invested at a yield less than or equal to the yield on the Bonds,based upon their amounts,maturities and interest rates on their date of issue, computed by the actuarial method. The City reserves the right to -16- 57 amend the provisions of this Section at any time, whether prior to or after the delivery of the Bonds, if and to the extent that this Council determines that the provisions of this Section are not necessary in order to ensure that the Bonds are not"arbitrage bonds"within the meaning of Section 148 of the Code and Regulations. 6.05. Arbitrage Certification. The Mayor and the City Manager,being the officers of the City charged with the responsibility for issuing the Bonds pursuant to this resolution, are authorized and directed to execute and deliver to the Purchaser a certification in accordance with the provisions of Section 148 of the Code, and the Regulations, stating the facts, estimates and circumstances in existence on the date of issue and delivery of the Bonds which make it reasonable to expect that the proceeds of the Bonds will not be used in a manner that would cause the Bonds to be arbitrage bonds within the meaning of the Code and Regulations. 6.06. Interest Disallowance. The City hereby designates the Bonds as "qualified tax—exempt obligations" for purpose of Section 265(b)of the Code relating to the disallowance of interest expenses for financial institutions. The City represents that in calendar year 2002 it does not reasonably expect to issue tax—exempt obligations which are not private activity bonds (not treating qualified 501(c)(3)bonds under Section 145 of the Code as private activity bonds for purposes of this representation) in an amount in excess of$10,000,000. 6.07. Official Statement. The Official Statement relating to the Bonds, dated February 26, 2002,prepared and distributed on behalf of the City by Springsted Incorporated, is hereby approved. Springsted Incorporated, is hereby authorized of behalf of the City to prepare and distribute to the Purchaser a supplement to the Official Statement listing the offering price, the interest rates, other information relating to the Bonds required to be included in the Official Statement by Rule 15c2-12 adopted by the Securities and Exchange Commission under the Securities Exchange Act of 1934. Within seven business days from the date hereof, the City shall deliver to the Purchaser 30 copies of the Official Statement and such supplement. The officers of the City are hereby authorized and directed to execute such certificates as may be appropriate concerning the accuracy, completeness and sufficiency of the Official Statement. The officers of the City are hereby authorized and directed to execute such certificates as may be appropriate concerning the accuracy, completeness and sufficiency of the Official Statement. Section 7. Continuing Disclosure (a) Purpose and Beneficiaries. To provide for the public availability of certain information relating to the Bonds and the security therefor and to permit the original purchaser and other participating underwriters in the primary offering of the Bonds to comply with amendments to Rule 15c2-12 promulgated by the Securities and Exchange Commission(the "SEC") under the Securities Exchange Act of 1934(17 C.F.R. § 240.15c2-12), relating to continuing disclosure (as in effect and interpreted from time to time, the"Rule"),which will enhance the marketability of the Bonds, the City hereby makes the following covenants and agreements for the benefit of the Owners (as hereinafter defined) from time to time of the Outstanding Bonds. The City is the only"obligated person" in respect of the Bonds within the meaning of the Rule for purposes of identifying the entities in respect of which continuing disclosure must be made. -17- 58 If the City fails to comply with any provisions of this Section 7, any person aggrieved thereby, including the Owners of any Outstanding Bonds,may take whatever action at law or in equity may appear necessary or appropriate to enforce performance and observance of any agreement or covenant contained in this Section 7, including an action for a writ of mandamus or specific performance. Direct, indirect, consequential and punitive damages shall not be recoverable for any default hereunder to the extent permitted by law. Notwithstanding anything to the contrary contained herein, in no event shall a default under this Section 7 constitute a default under the Bonds or under any other provision of this resolution. As used in this Section 7, "Owner"or`Bondowner"means, in respect of a Bond, the registered owner or owners thereof appearing in the bond register maintained by the Registrar or any`Beneficial Owner"(as hereinafter defined) thereof, if such Beneficial Owner provides to the Registrar evidence of such beneficial ownership in form and substance reasonably satisfactory to the Registrar. As used herein,"Beneficial Owner"means, in respect of a Bond, any person or entity which(i)has the power, directly or indirectly,to vote or consent with respect to, or to dispose of ownership of, such Bond(including persons or entities holding Bonds through nominees, depositories or other intermediaries),or(b) is treated as the owner of the Bond for federal income tax purposes. As used herein, "Outstanding"when used as of any particular time with reference to Bonds means all Bonds theretofore, or thereupon being, authenticated and delivered by the Registrar under this Resolution except(i) Bonds theretofore canceled by the Registrar or surrendered to the Registrar for cancellation; (ii)Bonds with respect to which the liability of the City has been discharged in accordance with Section 5 hereof; and (iii) Bonds for the transfer or exchange or in lieu of or in substitution for which other Bonds shall have been authenticated and delivered by the Registrar pursuant to this Resolution. (b) Information To Be Disclosed. The City will provide, in the manner set forth in subsection(c)hereof, either directly or indirectly through an agent designated by the City,the following information at the following times: (1) on or before 365 days after the end of each fiscal year of the City, commencing with the fiscal year ending December 31,2002 the following financial information and operating data in respect of the City(the"Disclosure Information"): (A) the audited financial statements of the City for such fiscal year, accompanied by the audit report and opinion of the accountant or government auditor relating thereto, as permitted or required by the laws of the State of Minnesota,containing balance sheets as of the end of such fiscal year and a statement of operations, changes in fund balances and cash flows for the fiscal year then ended, showing in comparative form such figures for the preceding fiscal year of the City,prepared in accordance with generally accepted accounting principles promulgated by the Financial Accounting Standards Board as modified in accordance with the governmental accounting standards promulgated by the Governmental Accounting Standards Board or as otherwise provided under Minnesota law, as in effect from time to time,or, if and to the extent such financial statements have not been prepared in accordance with such generally -18- 59 accepted accounting principles for reasons beyond the reasonable control of the City,noting the discrepancies therefrom and the effect thereof, and certified as to accuracy and completeness in all material respects by the fiscal officer of the City; and (B) To the extent not included in the financial statements referred to in paragraph(A) hereof, the information for such fiscal year or for the period most recently available of the type set forth below,which information may be unaudited,but is to be certified as to accuracy and completeness in all material respects by the City's financial officer to the best of his or her knowledge, which certification may be based on the reliability of information obtained from governmental or third party sources: • City Property Values • City Indebtedness • City Tax Capacity Rates • City Tax Levies and Collections • Current General Fund Budget Notwithstanding the foregoing paragraph, if the audited financial statements are not available by the date specified, the City shall provide on or before such date unaudited financial statements in the format required for the audited financial statements as part of the Disclosure Information and,within 10 days after the receipt thereof, the City shall provide the audited financial statements. Any or all of the Disclosure Information may be incorporated by reference, if it is updated as required hereby, from other documents, including official statements, which have been submitted to each of the repositories hereinafter referred to under subsection(b) or the SEC. If the document incorporated by reference is a final official statement, it must be available from the Municipal Securities Rulemaking Board. The City shall clearly identify in the Disclosure Information each document so incorporated by reference. If any part of the Disclosure Information can no longer be generated because the operations of the City have materially changed or been discontinued, such Disclosure Information need no longer be provided if the City includes in the Disclosure Information a statement to such effect; provided, however, if such operations have been replaced by other City operations in respect of which data is not included in the Disclosure Information and the City determines that certain specified data regarding such replacement operations would be a Material Fact (as defined in paragraph(2)hereof), then, from and after such determination, the Disclosure Information shall include such additional specified data regarding the replacement operations. -19- 60 If the Disclosure Information is changed or this Section 7 is amended as permitted by this paragraph(b)(1)or subsection(d),then the City shall include in the next Disclosure Information to be delivered hereunder,to the extent necessary, an explanation of the reasons for the amendment and the effect of any change in the type of financial information or operating data provided. (2) In a timely manner, notice of the occurrence of any of the following events which is a Material Fact (as hereinafter defined): (A) Principal and interest payment delinquencies; (B) Non-payment related defaults; (C) Unscheduled draws on debt service reserves reflecting financial difficulties; (D) Unscheduled draws on credit enhancements reflecting financial difficulties; (E) Substitution of credit or liquidity providers,or their failure to perform; (F) Adverse tax opinions or events affecting the tax-exempt status of the security; (G) Modifications to rights of security holders; (H) Bond calls; (I) Defeasances; (J) Release, substitution, or sale of property securing repayment of the securities; and (K) Rating changes. As used herein, a"Material Fact"is a fact as to which a substantial likelihood exists that a reasonably prudent investor would attach importance thereto in deciding to buy,hold or sell a Bond or, if not disclosed, would significantly alter the total information otherwise available to an investor from the Official Statement, information disclosed hereunder or information generally available to the public. Notwithstanding the foregoing sentence,a"Material Fact"is also an event that would be deemed"material" for purposes of the purchase,holding or sale of a Bond within the meaning of applicable federal securities laws, as interpreted at the time of discovery of the occurrence of the event. (3) In a timely manner, notice of the occurrence of any of the following events or conditions: (A) the failure of the City to provide the Disclosure Information required under paragraph(b)(1) at the time specified thereunder; (B) the amendment or supplementing of this Section 7 pursuant to subsection(d), together with a copy of such amendment or supplement and any explanation provided by the City under subsection(d)(2); -20- 61 (C) the termination of the obligations of the City under this Section 7 pursuant to subsection(d); (D) any change in the accounting principles pursuant to which the financial statements constituting a portion of the Disclosure Information are prepared; and (E) any change m the fiscal year of the City. (c) Manner of Disclosure. The City agrees to make available the information described in subsection(b)to the following entities by telecopy,overnight delivery, mail or other means, as appropriate: (1) the information described in paragraph(1)of subsection(b), to each then nationally recognized municipal securities information repository under the Rule and to any state information depository then designated or operated by the State of Minnesota as contemplated by the Rule(the"State Depository"), if any; (2) the information described in paragraphs(2) and(3) of subsection(b), to the Municipal Securities Rulemaking Board and to the State Depository, if any; and (3)the information described in subsection(b),to any rating agency then maintaining a rating of the Bonds and, at the expense of such Bondowner, to any Bondowner who requests in writing such information, at the time of transmission under paragraphs(1) or(2) of this subsection(c), as the case may be, or, if such information is transmitted with a subsequent time of release, at the time such information is to be released. (d) Term, Amendments: Interpretation. (1) The covenants of the City in this Section 7 shall remain in effect so long as any Bonds are Outstanding. Notwithstanding the preceding sentence,however,the obligations of the City under this Section 7 shall terminate and be without further effect as of any date on which the City delivers to the Registrar an opinion of Bond Counsel to the effect that,because of legislative action or final judicial or administrative actions or proceedings,the failure of the City to comply with the requirements of this Section 7 will not cause participating underwriters in the primary offering of the Bonds to be in violation of the Rule or other applicable requirements of the Securities Exchange Act of 1934, as amended, or any statutes or laws successory thereto or amendatory thereof. (2) This Section 7 (and the form and requirements of the Disclosure Information)may be amended or supplemented by the City from time to time,without notice to (except as provided in paragraph(c)(3)hereof)or the consent of the Owners of any Bonds,by a resolution of the City Council filed in the office of the City Clerk of the City accompanied by an opinion of Bond Counsel, who may rely on certificates of the City and others and the opinion may be subject to customary qualifications, to the effect that: (i) such amendment or supplement(a) is made in connection with a change in circumstances that arises from a change in law or regulation or a change in the identity, nature or status of the City or the type of operations conducted by the -21- 62 City, or(b) is required by, or better complies with, the provisions of paragraph(b)(5)of the Rule; (ii)this Section 7 as so amended or supplemented would have complied with the requirements of paragraph(b)(5)of the Rule at the time of the primary offering of the Bonds, giving effect to any change in circumstances applicable under clause(i)(a) and assuming that the Rule as in effect and interpreted at the time of the amendment or supplement was in effect at the time of the primary offering; and(iii) such amendment or supplement does not materially impair the interests of the Bondowners under the Rule. If the Disclosure Information is so amended,the City agrees to provide, contemporaneously with the effectiveness of such amendment, an explanation of the reasons for the amendment and the effect, if any, of the change in the type of financial information or operating data being provided hereunder. (3) This Section 7 is entered into to comply with the continuing disclosure provisions of the Rule and should be construed so as to satisfy the requirements of paragraph(b)(5) of the Rule. Mayor Attest: City Clerk The motion for the adoption of the foregoing resolution was duly seconded by Councilmember , and upon vote being taken thereon, the following voted in favor thereof: and the following voted against the same: whereupon said resolution was declared duly passed and adopted, and was signed by the Mayor which signature was attested by the City Clerk. -22- 63 COUNTY AUDITOR'S CERTIFICATE AS TO REGISTRATION OF BONDS AND TAX LEVY CITY OF ST. ANTHONY,MINNESOTA I, the undersigned,being the duly qualified and acting County Auditor of Hennepin County, Minnesota, hereby certify that there has been filed in my office a certified copy of a resolution of the City Council of the City of St. Anthony, in said County, adopted March 12, 2002, awarding the sale, fixing the form and details and providing for the execution, delivery and security of$1,500,000 General Obligation Improvement Bonds, Series 2002A,of the City,to be dated, as of March 1, 2002 and levying taxes for the payment of principal of and interest on said Bonds. I further certify that said Bonds have been entered on my bond register and the tax required by law for payment of the Bonds has been levied and filed, as required by Minnesota Statutes, Sections 475.61 to 475.63. WITNESS my hand and official seal this day of , 2002. Hennepin County Auditor (SEAL) 64 COUNTY AUDITOR'S CERTIFICATE AS TO REGISTRATION OF BONDS AND TAX LEVY CITY OF ST. ANTHONY,MINNESOTA I, the undersigned,being the duly qualified and acting County Auditor of Ramsey County, Minnesota, hereby certify that there has been filed in my office a certified copy of a resolution of the City Council of the City of St. Anthony, in said County, adopted March 12, 2002, awarding the sale, fixing the form and details and providing for the execution, delivery and security of$1,500,000 General Obligation Improvement Bonds, Series 2002A, of the City,to be dated,as of March 1, 2002 and levying taxes for the payment of principal of and interest on said Bonds. I further certify that said Bonds have been entered on my bond register and the tax required by law for payment of the Bonds has been levied and filed, as required by Minnesota Statutes, Sections 475.61 to 475.63. WITNESS my hand and official seal this day of , 2002. Ramsey County Auditor (SEAL) 65 CITY OF ST. ANTHONY RESOLUTION 02 -030 A RESOLUTION AWARDING A BID FOR PARKS IMPROVEMENTS WHEREAS, the City Council desires improvements to be made to the Central Park Pavilion and Restroom Building and Silver Point Park; and WHEREAS, bids were requested/advertised and 13 bids were submitted; and WHEREAS, bids were received and reviewed as follows: Combined Base Bid Thompson Homes, Inc. $709,875 CM Construction, Inc. $755,000 Rochon Corporation $765,000 Merrimac Construction $778,514 TCM Construction $793,722 S/L National Corp. $799,302 Faulkner Construction $810,000 Ebert Inc. $822,400 Weber, Inc. $831,126 Construction 70 Inc. $865,000 Lund Martin Construction $866,500 Rak Construction $900,338 M-C Builders $923,282 NOW, THEREFORE,BE IT RESOLVED that the City Council of the City of St. Anthony hereby awards the bid for the improvements to be made to the Central Park Pavilion and Restroom Building, and Silver Point Park to the apparent low bidder, Thompson Homes,Inc. in the amount of$709,875 (combined amount). Adopted this day of . 2002. Mayor ATTEST: City Clerk Reviewed for Administration: City Manager ® 1200 25th Avenue South, P.O. Box 1717,St. Cloud, MN 56302-1717 320.229.4300 320.229!11l- 66 architecture engineering environmental transportation February 27, 2002 RE: Village of St. Anthony Park Pavilion and Restroom Buildings SEH No. A-SANTH0102.00 Mayor and Members of the City Council Attn: Mike Mornson, City Manager City of St. Anthony Village 3301 Silver Lake Road St. Anthony, MN 55418-1699 Dear Mr. Mornson: Bids were opened in the St. Anthony City Hall at 2:00 p.m. on February 19, 2002, for the above- referenced improvement. The project is to be bid and awarded on the basis of a combined bid to construct both buildings at Central Park and Silver Point Park. The low bid was submitted by Thompson Homes Inc. for the combined project amount of $709,875. As a point of reference, the combined construction budget, determined by the Architect's estimate, was $703,097. The breakdown for the bid included $453,096.90 for the construction of the Central Park building, and $256,778.10 for the building in Silver Point Park. We understand that the City of St. Anthony will fund the construction of the Central Park pavilion, while funding for the Silver Point Park building will be provided by the Minnesota DNR. We have reviewed the low bidders' Bid Form, Bid Bond, and supporting documents, and find them to be in order. We also contacted three references provided by Thompson Homes for past construction work. All three references were favorable and very complimentary of Thompson Homes, Inc. As . Thompson Homes, Inc. appears to be a responsive/responsible bidder, we recommend award of this contract to Thompson Homes, Inc. The attached sketch shows how the design of Central Park Pavilion fits into the community. Sincerely, Brad Forbrook, AIA Project Manager sl c: Molly Olivier, NCIDQ H:\SANTH\0102\I-genl\14-corr\L-city recommend bids 022002.doc Short-Elliott-Hendrickson-inc----L---Your—Trusted-Resource Equal-Opportunity-Employer 67 The following is a summary of the approval process for the Central Park design and cost estimate: 1. June 4, 2001: SEH submitted a design and cost estimate of$295,884 to the Parks Commission. This design was presented and rejected because it was too small. 2. June 19, 2001: A meeting was held with Jay Hartman, Bob Kost of URS, Carol Jindra, Maurie Anderson, and Molly Olivier to discuss the total budget as submitted in a memo by URS. Carol recommended the City subtract $153,000 (identified for irrigation and past professional fees) from the list and make this amount available for the Central Park building project. It was decided that Molly should proceed with the design of the building at the cost of $419,088. (Subsequent to this meeting, SEH developed another cost estimate confirming the design at $418,092). 3. July 9, 2001: This information was presented to the Parks Commission based on their previous directive in Item 2 above. SEH was directed to present this same information to the City Council. 4. August 13, 2001: Molly Olivier of SEH confirmed and reviewed the upcoming presentation with the Parks Commission. 5. August 14, 2001: Molly Olivier presented this design and the estimate of $418,092 to the City Council. (It should be noted that the soils condition of Central Park was not available until much later. That soils report later revealed that an additional $20,000 was necessary for soils correction). This design and cost estimate, as submitted by SEH, was approved and SEH was directed to proceed with construction documents and public bidding for the project. 6. February 19, 2002: The low bid received for the Central Park building is $453,096.90. As a point of reference, the total estimated cost, including soils correction, for the Central Park project was $438,092. \\sehsc3\scu\santh\0102\1-genl\14-corr\project review.doc 68 MEMORANDUM DATE: March 1, 2002 TO: Mike Mornson, City Manager FROM: Roger Larson,Finance Director ITEM: CENTRAL PARK CONSTUCTION COSTS In May of 2001, the Central Park project was upgraded from $1,600,000 project to $2,300,000. A review of the costs was as follows: Hard Costs: Construction/Pavilion $1,975,950 Soft Costs: Engineering 324,050 $2,300,000 On February 19, 2002, bids were opened for the park shelter buildings. Combined with the construction cost of the park(approved in August)the total costs are at$2,645,100 A summary of the costs is as follows: Hard Costs: Construction/Park Building $2,142,959 Soft Costs: Engineering $ 324,050 Environmental Clean-up: Hard/Soft costs: 178,091 $2,645,100 The enhancement of costs from the original $2.3 million budget includes: 1) the Central Park building came in at$453,097 (increase of$167,009) and; 2)Environmental clean-up costs totaling $178,091 were added to the project. 69 Funding Option: Upon review of the various funding options, it becomes clear that the availability of using reserves without affecting our A-1 credit rating is near its end. However, with some special considerations, funding could be available from the following sources: 1) Designate 2001 Liquor Profits $ 51,300 2) Apache LGA reserves $293,800 Total $345,100 Special Considerations: At this time, the State Legislature is meeting and appears to be close to settling the State's budget crisis. For the past three to six months, we have adopted a"wait and see approach" when considering the use of reserves to fund projects. Using the Apache LGA reserves to fund the Central Park project would eliminate the availability to use these funds for budget shortfalls. Potential changes and/or cuts could occur in the general operating budget as well as capital equipment expenditures could be reduced or delayed till future years. In addition,the Apache LGA was earmarked as a potential funding source for Community Center renovations. Using the funds for Central Park,removes them as a funding source for the Community Center project. Other Considerations: The project is well underway and at this point it seems feasible that we should move ahead on the project. Keep in mind that on a positive note the bids that were rejected last fall total $2.9 Million. However, all concerned should acknowledge that the commitment to use our remaining reserves means the we will have to bond for all major capital expenditures, until such time we can build reserves back to a level that could support capital expenditures. Central Park Improvement Project 70 Hard Costs: 01/31/2002 Expenditures Balance Central Park Constuction - Veit $1,661,762.13 $218,619.14 $1,443,142.99 City Hall Irrigation $28,100.00 $0.00 $28,100.00 Park Building $453,096.90 $0.00 $453,096.90 Total $2,142,959.03 $1,924,339.89 Soft Costs: URS - Planning & Design $269,050.00 $174,730.00 $94,320.00 SEH - Enginnering/Planning $55,000.00 $51,300.00 $3,700.00 Total $324,050.00 $98,020.00 Additional Environmental Costs: Common Excavation $9,520.00 $0.00 $9,520.00 Common Borrow $36,988.00 $0.00 $36,988.00 Contaminated Soil/Disposal $25,153.58 $0.00 $25,153.58 Soccer Goal Posts $3,000.00 $0.00 $3,000.00 Erosion Control Fence $4,674.25 $0.00 $4,674.25 Lab, Testing- Soils Analysis $1,500.00 $0.00 $1,500.00 Environmental Field Supplies $295.00 $0.00 $295.00 Lead/Oil Drum Disposal $3,500.00 $0.00 $3,500.00 Additional Lighting Foundation $30,000.00 $0.00 $30,000.00 Practice Soccer Field $10,000.00 $0.00 $10,000.00 STS Consultants - Soil Borings $6,646.00 $2,520.00 $4,126.00 STS- Constuction Testing $5,000.00 $0.00 $5,000.00 URS- Environmental Services $13,500.00 $0.00 $13,500.00 Bond Issuance $23,881.54 $23,881.54 $0.00 Pollution Control $2,362.50 $2,362.50 $0.00 Advertisement for Bids $390.10 $390.10 $0.00 Maurice Anderson $1,680.00 $1,680.00 $0.00 Total $178,090.97 $147,256.83 Central Park Project-Totals $2,645,100.00 $475,483.28 $2,169,616.72 • i 71 XMS BR ,, InC MEMORANDUM Thresher Square 700 Third Street South Minneapolis,N1N 55415 Phone: (612)370-0700 Fax: (612)370-1378 To: Jay Hartman, Copy: Mike Mornson File: 35185-005 Director of Public City Manager Works From: Bob Kost, ASLA Date: August 9, 2001 Subject: Central Park Redevelopment—Re-Bid Results & Budget Summary Summary Bids were opened on August 7, 2001 for the redevelopment of Central Park. 4 general contractors submitted bids: Veit & Company, Jay Brothers, Park Construction and Forest Lake Contracting. The base bids for all items ranged from $1,661,762 to $2,068,641. The Apparent low bidder is Veit& Company. The engineers estimate for the all base bid items was $1,650,000. The low bid is approximately 1% over the engineer's estimate. An add alternate bid for a new automatic irrigation system for the areas surrounding the City Hall/Community Center was also included. Veit & Company's price for this item is $28,100.The total bid price for the base bid and alternate#1 is $1, 689,862. Park Commission Recommendation The Parks Commission discussed the bids in detail at their August 13 meeting. The commission's recommendation is to: Accept the total bid (base bid and alternate#1) from Veit and Company in the amount of $1,689,862 and award Veit & Company a contract for the redevelopment of Central Park and installation of automatic irrigation system at the City Hall/Community Center complex per the plans and specifications. 72 The City Council established a total project budget of$2,300,000 at it's meeting on May 2, 2001. Based on proceeding with the park renovation as recommended the approximate overall, Central Park Project cost is as follows: HARD COST Central Park Redevelopment Construction Cost: $1,661,762 Irrigation System for City Hall/Community Center: $28,100 Central Park Pavilion/Warming House: $286,088 Silver Point Pavilion (DNR Funded) ($314,206) Sub-Total: $1,975,950 SOFT COST URS/BRW Engineering Fees for Central Park Plans, Specification and Construction Administration: $269,050 SHE Architectural Fees: $55,000 Sub-Total: $324,050 Total Project Costs: $2,300,000. 74 CITY OF ST. ANTHONY RESOLUTION 02 - 031 A RESOLUTION APPROVING THE JOINT POWERS AGREEMENT FOR POLICE SERVICES WITH THE CITY OF FALCON HEIGHTS AND AUTHORIZING THE MAYOR AND CITY MANAGER TO EXECUTE SAID AGREEMENT WHEREAS, the City of St. Anthony and the City of Falcon Heights desire to enter into a joint powers agreement whereby the City of St. Anthony agrees to provide police services for the City of Falcon Heights during 2003 and 2004. NOW,THEREFORE,BE IT RESOLVED that the City Council of the City of St. Anthony hereby approves the Joint Powers Agreement with the City of Falcon Heights and authorizes the Mayor and City Manager to execute said Agreement on behalf of the City of St. Anthony. Adopted this day of , 2002. Mayor ATTEST: City Clerk Reviewed for Administration: City Manager I 75 Joint Powers Agreement for Police Services Page 3 fire/rescue personnel,accompanying fire/rescue personnel to the hospital upon request of such personnel, and providing follow-up information to fire/rescue personnel upon request of such personnel; J. Officers will be available at Falcon Heights City Hall to answer questions from, and provide information regarding police activities to, Falcon Heights residents, business owners and staff on an as-needed basis; K. License inspections, background investigations and license enforcement services as called for under applicable state law or city ordinances; L. Review and comment, upon request, of proposed Falcon Heights ordinances affecting police services or enforcement; M. Follow-up on reported crimes with the person(s)who reported the crime, including routine notification by telephone or mail as to the status of the investigation; and N. Special event traffic patrol services, including ten days per year during the State Fair; and other events such as periodic parades and the National Street Rods Association Convention. V. PAYMENT FOR SERVICES This Agreement will be effective January 1, 2003 and will continue until December 31, 2004, In consideration of the services to be provided under this Agreement, Falcon Heights will pay St. Anthony an annual fee of $444,153 for the year 2003, and an annual fee of $463,030 for the year 2004, for the police services under this Agreement. This Agreement will be effective January 1, 2003 and will continue indefinitely unless canceled in accordance with the procedure outlined in Section XX of this Agreement. Inconsideration of services provided for under this Agreement, St. Anthony and Falcon Heights shall establish the fee for these services on a biennial basis by May 15th of the even numbered year preceding each biennium. VI. METHOD OF PAYMENT St. Anthony will bill Falcon Heights monthly for 1/12 of the annual fee, and Falcon Heights will promptly remit payments to St. Anthony within 30 days after receiving each billing from St. Anthony. 76 CITY OF ST. ANTHONY RESOLUTION 02 - 032 A RESOLUTION APPROVING THE JOINT POWERS AGREEMENT FOR POLICE SERVICES WITH THE CITY OF LAUDERDALE AND AUTHORIZING THE MAYOR AND CITY MANAGER TO EXECUTE SAID AGREEMENT WHEREAS, the City of St. Anthony and the City of Lauderdale desire to enter into a joint powers agreement whereby the City of St. Anthony agrees to provide police services for the City of Lauderdale during 2003 and 2004. NOW,THEREFORE, BE IT RESOLVED that the City Council of the City of St. Anthony hereby approves the Joint Powers Agreement with the City of Lauderdale and authorizes the Mayor and City Manager to execute said Agreement on behalf of the City of St. Anthony. Adopted this day of , 2002. Mayor ATTEST: City Clerk Reviewed for Administration: City Manager 77 Joint Powers Agreement for Police Services Page 3 fire/rescue personnel, accompanying fire/rescue personnel to the hospital upon request of such personnel, and providing follow-up information to fire/rescue personnel upon request of such personnel; J. Officers will be available at Lauderdale City Hall to answer questions from, and provide information regarding police activities to, Lauderdale residents, business owners and staff on an as-needed basis; K. License inspections, background investigations and license enforcement services as called for under applicable state law or city ordinances; L. Review and comment, upon request, of proposed Lauderdale ordinances affecting police services or enforcement; M. Follow-up on reported crimes with the person(s)who reported the crime, including routine notification by telephone or mail as to the status of the investigation; and N. Special event traffic patrol services, including ten days per year during the State Fair; and other events such as periodic parades and the National Street Rods Association Convention. V. PAYMENT FOR SERVICES This Agreement will be effective January 1, 2003 and will continue until December 31, 2004, In consideration of the services to be provided under this Agreement, Lauderdale will pay St. Anthony an annual fee of$231,000 for the year 2003, and an annual fee of $240,818 for the year 2004, for the police services under this Agreement. This Agreement will be effective January 1, 2003 and will continue indefinitely unless canceled in accordance with the procedure outlined in Section XX of this Agreement. In consideration of services provided for under this Agreement, St. Anthony and Lauderdale shall establish the fee for these services on a biennial basis by May 15th of the even numbered year preceding each biennium. VI. METHOD OF PAYMENT St. Anthony will bill Lauderdale monthly for 1/12 of the annual fee, and Lauderdale will promptly remit payments to St. Anthony within 30 days after receiving each billing .78 MEMORANDUM DATE: February 28, 2002 TO: Mike Morrison, City Manager FROM: Roger Larson, Finance Director ITEM: POLICE-CONTRACTS 2003—2004 Staff has reviewed the police contracts for 2003 and 2004. Recommendation to the City Council is for a 4.5% increase for contract year 2003 &a 4.25% increase in 2004. The proposed increase is necessary to offset increased costs in the following areas: ✓ Salaries—Union contract for salaries will increase 3.5% and 3.25% over the next two years. ✓ Health insurance increased 12%. ✓ Increasing costs of maintenance (labor, tires,parts &etc.). ✓ Fuel costs are expected to remain on an upward trend. ✓ Upgrade of records management/computer system. ✓ Hennepin/Ramsey County 800 MHZfVHF radio system. Both Lauderdales' and Falcon Heights' Councils have approved and signed their respective contracts. The proposed increase is contingent on a favorable approval by the St. Anthony City Council. i 79 CITY OF ST. ANTHONY ORDINANCE 2002-001 AN ORDINANCE RELATING TO PHYSICAL CULTURE AND HEALTH SERVICES AND CLUBS; ADDING SECTION 575 TO THE ST. ANTHONY CITY CODE The City Council of the City of St. Anthony hereby ordains: Section 1. The St. Anthony City Code is hereby amended by adding Section 575 as follows: Section 575 —PHYSICAL CULTURE AND HEALTH SERVICES AND CLUBS 575.01 Definitions. Unless the context otherwise clearly indicates, the following terms shall have the stated meanings: "Massage". The rubbing,pressing, stroking, kneading, tapping, rolling, pounding, vibrating, or stimulating the superficial parts of the human body with the hands or any instrument by a person who is not duly licensed by the State to practice medicine, surgery, osteopathy, chiropractic,physical therapy or podiatry. "Physical Culture and Health Services," "Physical Culture and Health Club," "Reducing Club," "Reducing Salon," "Therapeutic Massage Studio." Any building, room, structure, place, or establishment used by the public other than a hospital, sanitarium, rest home, nursing home, boarding home or other institution for the hospitalization or care of human beings, duly licensed under the provisions of M.S. 144.50 through 144.703, inclusive, where non-medical and non-surgical manipulative exercises or massages are practiced upon the human body for a fee or other valuable consideration by anyone not duly licensed by the State to practice medicine, surgery, osteopathy, chiropractic, physical therapy or podiatry, with or without the use of mechanical, therapeutic, or bathing devices. 575.02 Business License Required. Subd. 1 Limiting Business Licenses. It is found and determined that the type of business activity subject to being licensed under this Section is particularly subject to abuse which may take a number of forms contrary to the morals, health, safety and general welfare of the community. Further, it is found that control of these abuses requires intensive efforts of the Police Department as well as other departments of the City. These efforts exceed those required to control and regulate other business activities licensed by the City. This concentrated use of City services tends to detract from and reduce the level of service available to the rest of the community and thereby diminishes the ability of the City to promote the general health, welfare, morals and safety of the community. Therefore, the number of business licenses which may be in force under this Section at any one time shall not exceed seven. 80 Subd. 2 Requiring License and Defining Businesses Operating within City. No person, partnership, corporation, or other organization shall operate a physical culture and health service or club, reducing club or salon, or therapeutic massage studio within the City, either exclusively or in connection with any other operation or enterprise, unless such business is currently licensed under this Section. Subd. 3 Certain Businesses Exempt. A. The preceding provisions of this Section notwithstanding, no business license shall be required for a business establishment which offers massage as an accessory use if it meets all of the following criteria as evidenced by affidavits and other documents submitted to and in form and substance reasonably acceptable to the Clerk: 1. The principal activity of the business shall not be performing massage for a fee or other consideration; 2. The annual gross revenue of the business from performing massage is less than 25% of the total annual gross revenue of the business as shown by financial statements or an affidavit signed by the authorized Officer of the business. In lieu of delivery of the aforementioned affidavit, at the direction of the City, the business shall be required to deliver, a certification from a certified public accountant, acceptable to the Manager, that the annual gross revenue from massage services, for the preceding twelve months, is less than 25% of its total annual gross revenue for such period of time. 3. The room or rooms where massage is performed shall not have an exclusive entrance from or exit to the exterior of the building in which the principal business is located or to a public concourse or public lobby. Notwithstanding the foregoing, massage may be performed by an individual at the residence of the person receiving the massage. 4. All fees or other consideration derived from performing massage shall be received by and accounted for by the proprietor of the principal business. 5. All individuals performing massage in connection with the business shall be employees of the principal business or shall be independent contractors or agents who perform massage pursuant to a written agreement with the owner of the principal business and each individual performing massage in connection with the business shall meet the educational requirements of subd. 5 of Subsection 575.13. B. Any business that requests an exemption from the business license requirement shall submit the required affidavits and documents on an annual basis. The exemption request shall be due on or before the fifteenth day of March of each year. -2- 81 575.03 License Application and Procedures. Every application for a license under this Section shall be made on a form supplied by the Clerk and shall be filed with the Clerk. The provisions of Subsection 500.02 of this Code shall apply to all licenses required by this Section and to the holders of such licenses. In addition to the information required by Subsection 500.02 of this Code, the application for a license under this Section shall contain the following information. Failure to complete or supply such information may cause a license to be denied. A. Whether the applicant is a natural person, a partnership, a corporation, or other form of organization. B. If the applicant is a natural person: 1. The true name, place and date of birth, current address and telephone number of the applicant. 2. Whether the applicant has ever used or has been known by a name other than the applicant's true name; and if so, such name or names and information concerning dates and places where used. 3. A specific statement as to the type and nature of the business to be licensed. 4. The name of the business, if it is to be conducted under a name other than the full individual name of the applicant, in which case a certified copy of the certification required by M.S. Chapter 333, shall be attached to the application. 5. The addresses at which the applicant has lived during the previous five years, including a statement of how long the applicant has been continuously a resident of the State during the period as of and immediately preceding the date of application. 6. The kind, name and location of every business or occupation in which the applicant has been engaged during the preceding five years. 7. The names and addresses of the applicant's employer(s) and partner(s), if any, who were such at any time during the preceding five years. 8. Whether the applicant has ever been convicted of any felony, crime, or violation of any provisions of this Code or State Law other than traffic violations and, if so, information as to the time,place and offense for which convictions were had. C. If the applicant is a partnership: 1. The names and addresses of all partners and all information concerning each partner as is required of an applicant under paragraph B. of this Subsection. -3- 82 2. The names(s) of the managing partner(s), and the interest of each partner in the business. 3. A true copy of the partnership agreement shall be submitted with the application. If the partnership is required to file a certificate as to trade name under the provisions of M.S. Chapter 333, a certified copy of such certification shall also be attached. D. If the applicant is a corporation or other organization. 1. The name of the applicant, and if incorporated, the state of incorporation. 2. A true Certificate of Good Standing, dated as of a current date, and true copies of the Articles of Incorporation or Association Agreement and Bylaws shall be attached to the application. If a foreign corporation, a Certificate of Authority issued pursuant to M.S. Chapter 303, shall also be attached. 3. The name of the person(s) who is to manage the business and all information concerning the person(s) as is required of an applicant under paragraph B. of this Subsection. 4. The names of all officers, directors and persons who control or own an interest in excess of 5% in such corporation or organization and all information concerning the persons as is required of an applicant under paragraph B. of this Subsection. E. The location of the business premises. F. Whether the applicant is licensed in other communities or has had a license revoked, or has been denied a license, to conduct any of the activities required to be licensed hereunder; and if so, when and where the applicant is or was so licensed, has had a license revoked or has been denied a license. G. The names, residences and business addresses of three residents of Hennepin County or Ramsey County, not related to the applicant or financially interested in the business to be licensed, who may be referred to by the City for information as to the applicant's character. If the applicant is a partnership, three such names shall be supplied for each partner, and if the applicant is a corporation or other organization, three such names shall be supplied for each officer of the applicant and each manager of the business. H. The amount of capital investment to be made by the applicant in the premises described in the application to operate the business to be licensed. Capital investment shall mean the amount of money that the applicant actually invests to acquire, refurbish, repair, remodel, or furnish the premises, including moneys invested to comply with Subsection 575.14. -4- 83 I. A financial statement, certified as being true and correct by an independent accountant, showing the gross income of the business to be licensed for the last three fiscal years of such business, or shorter period of time that the applicant may have been in the business to be licensed, itemized as to each activity of the business including, without limitation,the gross income from performing massage. J. The names of all individuals performing massages in connection with the business and evidence that all such individuals meet the educational requirements of subd. 5 of Subsection 575.13, 575.04 Execution of Application. All applications for any license under this Section shall be signed by the applicant in accordance with Subd. 2 of subsection 500.02 of the Code. Any falsification of information on any license application shall result in the denial of the license applied for, and shall constitute adequate grounds for the suspension or revocation of any license issued to the applicant. 575.05 License and Investigation Fees. Subd. 1 License Fee. Each application for a license or renewal license shall be accompanied by payment in full of the required license fee. The fee for a business license shall be as set forth in Subsection 615.06 of this Code. Upon rejection of any application for a license, the Clerk shall refund the amount paid. Subd. 2 Investigation Fee. At the time of each original application for a business license, the applicant shall deposit an investigation fee as set forth in Subsection 615.06 of this Code. The cost of the investigation will be based on the expense involved. All deposit monies not expended on the investigation will be refunded to the applicant. 575.06 Investigation. All applications shall be referred by the Clerk to the Police Department and to such other City departments for investigation of the applicant's character and verification of the facts set forth in the application. Within 60 days after the application date, the Police Chief and any other consultants shall submit a written recommendation to the Manager as to issuance or non-issuance of the license, setting forth the facts upon which the recommendation is based. 575.07 Approval or Denial of Application. Within 90 days after the application date, the Manager shall either approve or deny the application and shall notify the Clerk in writing of the decision. If the application is approved, the Clerk shall issue the license. If the application is denied, the Clerk shall furnish written notice of the denial to the applicant, together with the reason or reasons for denial. A license may also be denied for any of the following reasons: Subd. 1 Under Legal Age. If an individual applicant is under the age of 18. Subd. 2 Convictions. If the applicant, or any officers, managers, directors, shareholders or owners, if a corporation or association, or any partners, if a partnership, has been convicted of a felony, or has been convicted of any illegal conduct involving moral turpitude, dishonesty, fraud, deceit or misrepresentation. -5- - 84 Subd. 3 Conviction without Sufficient Rehabilitation. If the applicant, or any principal officers, managers, directors, shareholders or owners, if a corporation or association, or any partners, if a partnership, has been convicted of any crime or crimes directly relating to the occupation of massage services, as provided in M.S. 364.03, Subd. 2, and has not shown competent evidence of sufficient rehabilitation and present fitness to perform the duties of the occupation of massage services, as provided in M.S. 364.03, Subd. 3. Subd. 4 Prior Denial of License. If the applicant, or any principal officers, managers, directors, shareholders or owners, if a corporation or association, or any partners, if a partnership, has within one year prior to the date of application been denied a license under this Section, or any similar ordinance of any municipality within the State, or within the period has had revoked any license issued under this Section, or any similar ordinance of any municipality within the State. Subd. 5 Zoning Restriction. If the business to be licensed is not permitted by Chapter 16 of this Code upon the premises described in the application. Subd. 6 Failure to Meet Construction Requirements. If the premises described in the application for a business license fail to comply with the requirements of Subsection 575.14. 575.08 Renewal Application. Not less than 30 nor more than 60 days before the expiration of any license issued pursuant to this Section, any license holder desiring to renew the license shall submit a written application to the Clerk on forms provided by the City together with payment in full of the license fee as required for the original license. The renewal application shall be forwarded to the Manager who shall,within 30 days after the renewal application date, either approve or deny the application and shall notify the Clerk in writing of the decision. The Clerk shall then issue the license or, in case of denial, notify the applicant in writing of the denial setting forth the reason or reasons therefor. 575.09 Appeal to Council. Any applicant may appeal the denial of a license or a license renewal by filing a written notice of appeal to the Council in the Clerk's office within 10 days after the denial. The Council shall hear the appeal within 60 days after the notice is filed, and opportunity shall be given to any person to be heard in favor of or opposing the issuance or renewal of the license. The Council may order and conduct such additional investigation as it deems necessary. Any licensee is authorized to continue to operate until final action by the Council upon licensee's renewal application, unless prohibited by Council resolution made after the denial. 575.10 License Not Transferable; Duration. Each license shall be issued to the applicant only and shall not be transferable to another holder. Any change in the persons named as partners on the application, as required by paragraph C.1 of Subsection 575.03 and any change in the persons who are named in the application as required by paragraph DA of Subsection 575.03 shall be deemed a transfer for purposes of this Section. If the licensee is a limited partnership, a change in the limited partners of less than 25%cumulatively over the license period shall not be deemed a transfer. The change in or addition of a vice-president, secretary, or treasurer of a corporate licensee shall not be deemed a transfer. All licenses issued pursuant to this Section shall be effective for the period provided in Section 500.07. -6- 85 575.11 Suspension or Revocation of License. The Council may suspend for any period not exceeding 60 days, or revoke, any license issued pursuant to this Section upon finding a violation of any provision of this Section or upon violation of any other provision of this Code or State Law or regulation affecting the activities covered by this Section. Any conviction for prostitution or any other crime or violation involving moral turpitude shall result in the revocation of any license issued under this Section. Except in the case of a suspension pending a hearing on revocation, revocation or suspension by the Council shall be preceded by written notice to the licensee of a hearing. The notice may be served upon the licensee personally or by mailing it to the business or residence address set forth in the application or on file with the Clerk. The notice shall give at least ten days notice of the time and place of the hearing and shall state the nature of the charges against the licensee. The Council may, without notice, suspend any license pending a hearing on revocation for a period not exceeding 30 days. 575.12 Hours of Operation. No business licensed under this Section shall be open for business, nor shall any customers be permitted on the premises, between the hours of 10:00 P.M. and 7:00 A.M. 575.13 Restrictions and Regulations. Subd. 1 Notice of Change in Management. The individual designated by a partnership or a corporation in its business license application to be manager and in responsible charge of the business shall remain responsible for the conduct of the business until another suitable person has been designated in writing by the license holder. The license holder shall promptly give the Police Department written notice of any such change indicating the name and address of the new manager and the effective date of the change. Subd. 2 Clothing Requirements. Employees of businesses licensed under this section shall be and shall remain fully clothed while performing massage. Subd. 3 Location of Services. No person shall perform a massage for a fee or other consideration at any place other than (i) a physical culture and health service, physical culture or health club, reducing salon, or therapeutic massage studio that has been duly licensed pursuant to Subd. 2 of Subsection 575.02, (ii) a business which is exempt from a business license pursuant to Subd. 3 of Subsection 575.02, or(iii) the residence of the person receiving the massage. Subd. 4 No Services Allowed by Sexually Oriented Businesses. No person shall perform a massage for a fee or other consideration in connection with a sexually oriented business as defined by Subd. 87 of Subsection 1605 of this Code. Subd. 5 Educational Requirements. No person shall perform a massage for a fee or other consideration unless the person has at least 150 hours of education in massage therapy from a school for massage therapy accredited by the Integrated Massage Somatic Therapy Accreditation Council or other accrediting agency approved by the Manager. 575.14 Construction Requirements. No business license shall be issued under this Section unless the premises used for the operation shall comply with the following requirements: -7- 86 Subd. 1 Requirements for Steam or Hot Air Rooms. All rooms utilizing steam or hot air as a cleaning, relaxing or reducing agent, and all restrooms, changing rooms and bathrooms used in connection with such rooms, shall be constructed with materials impervious to moisture,bacteria, mold and fungus growth. Floor-to-wall and wall-to- wall joints shall be constructed so as to provide a sanitary cove with a minimum radius of 3/8 inch. Subd. 2 Public Restroom Requirements. All public restrooms shall be provided with mechanical ventilation with 2 cfm (cubic feet per minute)per square foot area, a minimum of 15 foot candles of illumination, a hand washing sink equipped with hot and cold running water under pressure, sanitary towels with dispensers and soap with dispensers. Subd. 3 Requirements for Janitor's Closet. Each such operation shall have a janitor's closet for the storage of cleaning supplies with a mop sink, mechanical ventilation with 2 cfm per square foot area and a minimum of 15 footcandles of illumination. Subd. 4 Lockers. Individual lockers shall be provided for use by customers and shall have separate keys for locking. 575.15 Maintenance; Sanitary Conditions; Communicable Disease. Subd. 1 Clean and Sanitary Business. All businesses licensed under this Section at all times shall be kept in a clean and sanitary condition. Subd. 2 Clean and Sanitary Instruments. All instruments and mechanical, therapeutic, and bathing devices or parts that come into contact with the human body at all times shall be kept clean and sanitary. Subd. 3 Towels and Linens. No towels and linens furnished for use by one patron shall be furnished for use by another until thoroughly laundered. Subd. 4 Hand Washing. All individuals who practice massage shall wash their hands before each massage. Subd. 5 Communicable Disease. No person suffering from a communicable disease shall work or be employed in a licensed business. No person suffering from a communicable disease to the knowledge of the owner, custodian, or employees of a licensed business shall be accommodated as a patron. 575.16 Inspection. Each business required to be licensed shall at all times be held open for inspection by duly authorized representatives of the City. 575.17 Barber Shops and Beauty Salons Exempted. Barber shops and beauty salons which do not give, or hold themselves out to give, massages, other than are customarily given in such shops and salons for the purpose of facial beautification only shall not be subject to the provisions of this Section. -8- 87 Section 2. Subsection 615.06 of the St. Anthony City Code shall be amended to add the following fee for licenses issued under Section 575 of the St: Anthony City Code: Minnesota Applicable -' License Fee Term Transferable Statutes Code Section Physical Culture and Health $250 license Service or Club,Reducing Club fee'and$500 or Salon,Sauna Parlor, investigation Therapeutic Massage Studio fee deposit One Year No 575 Section 3. Clause (eee) of Subsection 1635.02 of the St. Anthony City Code shall be amended to read as follows: (eee) Physicians, dentists and health care professionals, including optometrists, chiropractors, chiropodists and osteopaths, therapists, and physical culture and health service or club, reducing club or salon or therapeutic massage studio, as defined in Subsection 575.01. Section 4. This ordinance shall become effective as of the date of its publication. Any person, partnership, corporation, or other organization operating a physical culture and health service or club, reducing club or salon or therapeutic massage studio in the City as of the effective date of this ordinance which is required to obtain a business license under this ordinance shall comply with this ordinance no later than 120 days after the effective date of this ordinance. First Reading: January 8, 2002 Second Reading: February 26, 2002 Adopted: March 12, 2002 Mayor ATTEST: City Clerk Publish: St. Anthony Bulletin -9- ` March 6,2002 ills e C FUTURE COUNCIL AGENDA ITEMS Meeting Date Meeting Type Staff Present Items/Issues March 26 Regular T. Hubmer Public hearing on park grant application Jay Hartman Annual Public Works report for 2001 April 2 Work Session Review development agreement with Pratt Ordway Review goals with J. Prosser Review preliminary work on Fire Station and Public Works facilities&off-sale liquor April 9 Regular Board of Review Proclamation re: Volunteer Week Planning Commission report from 3/19 meeting Dick Engstrom Annual Police report for 2001 Res. re: Development agreement with Pratt Ordway April 23 Regular Joel Hewitt Annual Fire report for 2001 Public hearing on 2003 City budget Planning Commission report from 4/16 Prosser Financial strategies Res.re: development agreement with Pratt Ordway May 14 Regular Roger Larson Annual Finance report for 2001 Presentation of 2001 City audit May 28 Regular January - 2002 City of St.Anthony Profit&Loss Statement from Operations Actual Actual Year to Date Year to Date Increase SAV I SAV II STONEHOUSE 01/31/02 01/31/01 (Decrease) Sales $133,759.00 $143,483.00 $63,513.00 $340,755.00 $341,788.00 ($1,033.00) Less: Cost of Goods Sold $103,577.00 $113,664.00 $22,043.00 $239,284.00 $242,096.00 ($2,812.00) Gross Profit $30,182.00 $29,819.00 $41,470.00 $101,471.00 $99,692.00 $1,779.00 Ratio to Net Sales 22.56% 20.78% 65.29% 29.78% 29.17% Operating Expense: Salaries,Wages, Benefits $15,212.00 $15,771.00 $23,714.00 $54,697.00 $51,300.00 $3,397.00 All Other Expenses $9,470.00 $11,533.00 $16,874.00 $37,877.00 $43,925.00 ($6,048.00) Total Operating Expense $24,682.00 $27,304.00 $40,588.00 $92,574.00 $95,225.00 ($2,651.00) Ratio to Net Sales 18.45% 19.03% 63.91% 27.17% 27.86% Profit from Operations $5,500.00 $2,515.00 $882.00 $8,897.00 $4,467.00 $4,430.00 Other Income $83.00 $302.00 $2,672.00 $3,057.00 $3,983.00 ($926.00) Net Income $5,583.00 $2,817.00 $3,554.00 $11,954.00 $8,450.00 $3,504.00 Ratio to Net Sales 4.17% 1.96% 5.60% 3.51% 2.47% January-Net Income $11,954.00 Y-T-D SAV I SAV II STONEHOUSE ALL STORES YEAR TO DATE 01/31/02 $5,583.00 $2,817.00 $3,554.00 $11,954.00 YEAR TO DATE 01/31/01 $4,972.00 $5,329.00 ($1,851.00) $8,450.00. INCREASEIDECREASE $611.00 ($2,512.00) $5,405.00 $3,504.00 January- 2002 City of St.Anthony Reconciliation to Inventory Valuation Report SAVI SAVII Beginning Inventory: $194,584.65 Beginning Inventory: $217,933.08 Plus or Minus: Plus or Minus: Transfers: SAV 1 $2,347.97 Transfers ($2,347.97) Stonehouse ($7,032.09) Adjustments ($2,547.31) Adjustments ($468.99) Returns to Vendors ($4,299.30) Returns to Vendors ($3,018.94) Add: Receiving $170,357.99 Add: Receiving $162,100.62 Less: Cost of Goods Sold ($111,116.57) Less:Cost of Goods Sold ($103,107.95) TOTAL $267,979.92, TOTAL $245,405.27 Total per Valuation Report $269,170.22 Total per Valuation Report $244,166.70 Difference $1,190.30 Difference ($1,238.57) Beginning February 2002 Inventory $244,166.70 Beginning February 2002 Inventory $269,170.22 "'Comes from Valuation Report "'Comes from Valuation Report 2001 Actual Profits (Non-Audited) 2002 Y-T-D Profits Actual Y-T-D SAV 1 SAV 11 Stonehouse SAV I SAV 11 Stonehouse Prottta Comparison January $4,972.00 $5,329.00 ($1,851.00) $8,450.00 January $5,583.00 $2.817.00 $3,554.00 $11,954.00 $3,504.00 February $7,218.00 $6,065.00 $9,410.00 $31,143.00 February $0.00 $0.00 $0.00 $11,954.00 March $9,510.00 $7,064.00 $7,510.00 $55,227.00 March $0.00 $0.00 $0.00 $11,954.00 April $5,631.00 $4,295.00 $10,712.00 $75,865.00 April $0.00 $0.00 $0.00 $11,954.00 May $5,705.00 $6,957.00 $1,372.00 $89,899.00 May $0.00 $0.00 $0.00 $11,954.00 June $16,325.00 $14,485.00 $2,734.00 $123,443.00 June $0.00 $0.00 $0.00 $11,954.00 July $9,392.00 $12,077.00 $3,712.00 $148,624.00 July $0.00 $0.00 $0.00 $11,954.00 August $3,986.00 $8,106.00 $3,261.00 $163,977.00 August $0.00 $0.00 $0.00 $11,954.00 September $12,586.00 $10,394.00 $4,417.00 $191,374.00 September $0.00 $0.00 $0.00 $11,954.00 October $6,104.00 $7,558.00 $2,934.00 $207,970.00 October $0.00 $0.00 $0.00 $11,954.00 November $11,007.00 $11,302.00 $12,660.00 $242,939.00 November $0.00 . $0.00 $0.00 $11,954.00 December $19,321.00 $26.845.00 $6,387.00 $295,492.00 December ,0.00 $0.00 $0.00 $11,954.00 Total $111,757.00 $120,477.00 $63,258.00 $295,492.00 Total $5,583.00 $2,817.00 $3,554.00 $11,954.00 Increase/(Decrease) $611.00 ($2,512.00) $5,405.00 $3,504.00 Y-TD By Store