HomeMy WebLinkAboutCC RES 93-039 RESOLUTION RELATING TO $470,000 GENERAL OBLIGATION IMPORVEMENT BONDS, SERIES 1993A; AWARDING THE SALE, FIXING THE FORM AND DETAILS AND PROVIDING THE EXECUTION AND DELIVERY THEREOF AND SCURITY THEREFOR AND LEVYING AD VALOREM TAXES FOR THE PAY Meeting Sheet
IIIIIIVIIIVIIIVIIIVIIIVIIIIIIIIIII
103506
Box: 26
Folder: RES 1993
Document: CC RES 93-039 RESOLUTION RELATING TO $4701,000
GENERAL OBLIGATION IMPORVEMENT BONDS, SERIES 1993A;
AWARDING THE SALE, FIXING THE FORM AND DETAILS AND
PROVIDING THE EXECUTION AND DELIVERY THEREOF AND SCURITY
THEREFOR AND LEVYING AD VALOREM TAXES FOR THE PAY
CERTIFICATION OF MINUTES RELATING TO
$470,000 GENERAL OBLIGATION IMPROVEMENT BONDS, SERIES 1993A
Issuer: City of St. Anthony, Minnesota
Governing body: City Council
Kind, date, time and place of meeting: A regular meeting held on July 13, 1993, at
7:00 o'clock P.M., at the City Hall.
Members present: Mayor Ranallo, councilmembers Marks, Enrooth,
Wagner and Fleming
Members absent: None
Documents attached:
Minutes of said meeting (including):
RESOLUTION 93- 0 3 9
RESOLUTION RELATING TO $470,000 GENERAL
• OBLIGATION IMPROVEMENT BONDS, SERIES 1993A;
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 I34, day of
July, 1993.
7
Connie Kroeplin, City Clerk
It was reported that �L sealed bids for the purchase of the $470,000
General Obligation Improvement Bonds, Series 1993A 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 93-038, adopted June 8, 1993. 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
•
Councilmember Marks then introduced the
following resolution and moved its adoption:
RESOLUTION 93- 0 3 9
RESOLUTION RELATING TO $470,000 GENERAL
OBLIGATION IMPROVEMENT BONDS, SERIES 1993A;
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 various
improvements, to be constructed within the City under and pursuant to Minnesota
Statutes, Chapter 429, consisting of street reconstruction and replacement of water
main and storm sewer on 31st Avenue N.E. (from Rankin Road to Old Highway 8)
and Croft Drive (from Rankin Road to 31st Avenue N.E.), and bituminous overlay
• improvement over the existing pavement on Rankin Road (from Old Highway 8 to
32nd Avenue N.E.) and on Croft Drive (from 31st Avenue N.E. to 200 feet along
32nd Avenue N.E. beyond cul-de-sac) (collectively the "Improvements"). The
present estimated total cost of the Improvements is as follows:
Project Costs . . . . . . . . . . . . . . . . . . . . . . . . . . . $420,581
Contingency . . . . . . . . . . . . . . . . . . . . . . . . . . . 42,369
Discount Allowance . . . . . . . . . . . . . . . . . . . . 7,050
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $470,000
This Council hereby determines to issue and sell $470,000 principal amount of
General Obligation Improvement Bonds, Series 1993A, of the City (the 'Bonds") to
defray 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 $7,050 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 sealed bids for the
purchase of the Bonds. The most favorable proposal received is that of
, of F (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 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:
• -2-
UNITED STATES OF AMERICA
• STATE OF MINNESOTA
COUNTIES OF HENNEPIN AND RAMSEY
CITY OF ST. ANTHONY
GENERAL OBLIGATION IMPROVEMENT BONDS, SERIES 1993A
Date of
Interest Rate Maturity Original Issue CUSIP
August 1, 1993
SEE REVERSE
FOR CERTAIN
DEFINITIONS
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 August 1, 1994, 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 presentation and surrender hereof, the
principal hereof, are payable in lawful money of the United States of America by
check or draft of , in
as Bond Registrar, Transfer Agent and Paying
Agent (the 'Bond Registrar"), or its successor designated under the Resolution
described herein.
Additional provisions of this Bond are contained on the reverse hereof
and such provisions shall for all purposes have the same effect as though fully set
forth hereon.
• -3-
• 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 facsimile signatures of the Mayor and the City Manager and has
caused this Bond to be dated as of the date set forth below.
Date of Authentication:
(Facsimile Signature) (Facsimile Signature)
City Manager Mayor
CERTIFICATE OF AUTHENTICATION
• This is one of the Bonds delivered pursuant to the Resolution
mentioned within.
as Bond Registrar
By
Authorized Representative
[Reverse of the Bonds]
This Bond is one of an issue in the aggregate principal amount of
$470,000 (the `Bonds"), issued pursuant to a resolution adopted by the City Council
on July 13, 1993 (the "Resolution"), for the purpose of financing the costs of various
street and utility 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 1993 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,
-4-
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 1995 through 2002 are payable on their
respective stated maturity dates without option of prior payment, but Bonds having
stated maturity dates in 2003 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, 2002 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. 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 b the Cit "qualified tax-exempt
g Y Y as q P
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, 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
-5-
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.
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
JT TEN - - as joint tenants Minors
with right of
survivorship and Act. . . . . . . . . . . . . . . . . . . . . .
not as tenants in (State)
common
Additional abbreviations may also be used.
•
-6-
• 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 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
OF ASSIGNEE: this 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 a
commercial bank or trust company or
by a brokerage firm having a
membership in one of the major stock
exchanges.
• 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 1993A" and shall be
payable primarily from the 1993 General Obligation Improvement Bond Fund of the
City created in Section 4.02. The Bonds shall be dated as of August 1, 1993, 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 August 1, 1993 until paid or
duly called for redemption at the rates per annum set forth opposite such years and
amounts, respectively:
• -7-
• Year Amount Rate Year Amount Rate
1995 $20,000 2003 $30,000
1996 30,000 2004 30,000
1997 30,000 2005 35,000
1998 30,000 2006 35,000
1999 30,000 2007 35,000
2000 30,000 2008 35,000
2001 30,000 2009 40,000
2002 30,000
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 August 1, 1994, 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.
• -8-
• (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.
(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
• -9-
• 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
in , as the
initial Registrar. The Mayor and City Manager are authorized to execute and
deliver, on behalf of the City, a contract with _
as Registrar. Upon merger or consolidation of
the Registrar with another corporation, if the resulting corporation is a bank or trust
company authorized by law to conduct such business, such corporation shall be
authorized to act as successor Registrar. The City agrees to pay the reasonable and
customary charges of the Registrar for the services performed. The City reserves the
right to remove 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 1993 Improvement Bond
Fund described in Section 4 hereof, moneys sufficient for the payment of all
principal and interest then due.
3.05. Redemption. Bonds maturing in the years 1995 through 2002 are
payable on their respective stated maturity dates without option of prior payment,
but Bonds maturing in 2003 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, 2002 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. 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,
• -10-
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 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.
Section 4. Security Provisions.
4.01. 1993 Improvement Construction Fund. There is hereby created a
special bookkeeping fund to be designated as the "1993 Improvement Construction
Fund" (hereinafter referred to as 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) $462,950 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
-11-
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. 1993 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 "1993
Improvement Bond Fund" (hereinafter referred to as the Bond 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 $462,950 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.
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
-12-
parcel of land, due to any error, defect or irregularity in any action or proceeding
taken or to be taken by 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 $ payable in not more than
installments, the first installment to be collectible with taxes during the year 19
and that deferred installments shall bear interest at the rate of not less than
percent (_%) 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
1993 1994
1994 1995
1995 1996
1996 1997
1997 1998
1998 1999
1999 2000
2000 2001
2001 2002
2002 2003
2003 2004
2004 2005
2005 2006
2006 2007
2007 2008
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
-13-
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 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 fund 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
i
-14-
• 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. Coun! ► Auditor Registration, Certification of Proceedings,
Investment of Money, Arbitrage, Official Statement and Fees.
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 furnish to the Purchaser and to Dorsey & Whitney, 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;
-15-
(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 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 1993 it does not reasonably expect to issue
tax-exempt obligations which are not private activity bonds (not treating qualified
•
-16-
• 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 June 29, 1993, 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 20 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.
Mayor
• Attest:
City Clerk
The motion for the adoption of the foregoing resolution was duly
seconded by Councilmember Wagner , and upon vote being
taken thereon, the following voted in favor thereof:
Ranallo, Marks, Wagner, Fleming, Enrooth
and the following voted against the same:
None
whereupon said resolution was declared duly passed and adopted, and was signed by
the Mayor which signature was attested by the City Clerk.
•
-17-