HomeMy WebLinkAboutRES 18-036 RESOLUTION RELATING TO $2,610,000 GENERAL OBLIGATION IMPROVEMENT BONDS, SERIES 2018A; AWARDING THE SALECERTIFICATION OF MINUTES RELATING TO
$2,610,000 GENERAL OBLIGATION IMPROVEMENT BONDS, SERIES 2018A
Issuer: City of St. Anthony, Minnesota
Governing body: City Council
Kind, date, time and place of meeting: A regular meeting held on April 24, 2018, at
7:00 o'clock P.M., at the City Hall.
Members present: F aL� 3� -� P n SI A l G/ a �f a1n� It 1 S� I 1 e
Members absent: r u A e
Documents attached:
Minutes of said meeting (including): Pages 1 through _
RESOLUTION 18 -036
RESOLUTION RELATING TO $2,610,000 GENERAL OBLIGATION
IMPROVEMENT BONDS, SERIES 2018A; 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 24th day of April, 2018.
Ci y Jerk
4852- 7706 -1987\2
It was reported that four (4) proposals had been received prior to 10:00 a.m., Central
Time, Tuesday, April 24, 2018, for the purchase of the $2,610,000 General Obligation
Improvement Bonds, Series 2018A of the City in accordance with the Official Statement
distributed by the City to potential purchasers of the Bonds. The proposals have been read and
tabulated, and the terms of each have been determined to be as follows:
(See Attached)
4852- 7706 - 1987\2
10 EHLERS
BID TABULATION LEADERS IN PUBLIC FINANCE
$2,705,000' General Obligation Improvement Bonds, Series 2018A
City of St. Anthony, Minnesota
SALE: April 24, 2018
AWARD: FTN FINANCIAL CAPITAL MARKETS
Rating: S&P Global Ratings "AA" BBI: 3.87:.
Bank Qualified
IUATL= REOFFERI!�G M- 17EREST MEREST
NEE OF BIDDER (Febmarg 1) RATE YIELD PRICE COST RATE
FIN FINANCL1L CAPITAL
MARKETS
Memphis, Term
2020
4.000%
1.900 °%
2021
4.000%
2.0505E
2022
4.000%
2.1505;
2023
4.0001%
2.250%
2024
4.000%
2.400%
2025
4.000 °%
2.500%
2026
4.000Y.
2.600°!°
2027'
3.000%
2350%
2028'
3.000°!.
2.750%
2029'
3.000°/.
2.900%
2030'
3.000%
2.900%
20313
3250'0.
3100°%
20323
3250%
3.1000%
20334
3.250%
325051.
20344
3 250Y.
3250%
Subsequent to bid opening the issue size was decreased to S2,610,000.
Adjusted Price - $2,681,822.91 Adjusted Net Interest Cost - $726,558.76
'S355,000 Term Bond due 2028 with mandatory redemption in 2027-
t 5365,000 Term Bond due 2030 with mandatory redemption in 2029.
'$395,000 Term Bond due 2032 with mandatoty redemption in 2031.
4$405,000 Term Boad due 2034 with mandatory, redemption in 2033-
4852- 7706 - 1987\2
$2,781,301.33 $739.225.89 29880!:
Adjusted TIC - 2.9955%
IIATURITT REOFFERING E=FST Eh IEREST
�L \!E OF BIDDER ffebrua _ 1) RATE ITEI.D PRICE COST RITE
BAI D
Tfilnaakee, Wisconsin
NORTHLAND SECURITIES, INC.
mmneapolis, Minnesota
2020 3.007'.
2021 3.007/.
2022 3.000%
2073 3.000%
2024 3.0009.
2025 3.000•%
2026 3.0000A
2027 3.0009.
2028 3.000%
2029 3.0001.
2030 3.0009.
2031 3.0009.
2032 3.125%
2033 3.12544
2034 3.125%
2020 3.0005:
2021 3.0009.
2022 3.000'/.
2023 3.0070.
2024 3.000'/.
2025 3.0009.
2026 3.000•.x.
2027 3.0074
2028 3.000°/.
2029 3.000%
2030 3.00(9.
2031 3.0000%
2032 3.007%
2033 3.1259.
2034 3.125°%
Bid Tabulation
City of St. Anthoa)', Minnesota
$2,705,000• General Obligation Improvement Bonds. Series 2018A
4852- 7706 -1987\2
S2,711,064.05 $7361338.43 3.0126%
$2,707,858.60 $736,201.66 3.0150'/.
April 24, 2018
Page 2
]L31[T11TT REOFFERING INTEREST Ii�\TEREST
NAME OF BIDDER 1Fe6marr 11 RATE MID PRICE COST RATE
ST=NICOLAUS
Memphis, Temersee
2020 3.000 °%
2021 3.000°.1
2022 3.000'.:
NO 3.000'/.
2024 3.000°/.
2025 1000°11
2026 3.00M.
2027 3.0005:
2028 3.0005:
2029 3.000°/.
2030 3.0005:
2031 3.125%
2032 3.125%
2033 3.2504:
2034 3.2505:
Bid Tabulation
City of St. Anthony, Minnesota
52,705,000• General Obligation Improvement Bonds, Series 2019A
4852- 7706 - 198712
$2,692,671.70 $765,453.58 3.143S%
April 24. 2018
Page 3
Councilmember 54, � IQ then introduced the following resolution
and moved its adoption:
RESOLUTION 18 -036
RESOLUTION RELATING TO $2,610,000 GENERAL OBLIGATION
IMPROVEMENT BONDS, SERIES 2018A; 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 previously determined to issue and sell on the
date hereof its $2,610,000 General Obligation Improvement Bonds, Series 2018A (the Bonds),
pursuant to Minnesota Statutes, Chapters 429 (the "Act") and 475. Proceeds of the Bonds will
be used to finance various road reconstruction projects in the City (the "Improvements ").
1.02. Sale of Bonds. The City has received four (4) proposals for the purchase of the
Bonds. The most favorable proposal received is that of FTN Financial Capital Markets of
Memphis, Tennessee (the "Purchaser "), to purchase the Bonds at a price of $2,681,822.91, 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 deposit of the Purchaser
shall be retained and deposited by the City until the Bonds have been delivered, and shall be
deducted from the purchase price paid at settlement.
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 form
attached as Exhibit A hereto.
4852- 7706 - 1987\2
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 2018A" and shall be payable primarily from the 2018A
Improvement Bond Fund of the City created in Section 4.02. The Bonds shall be dated as of
May 15, 2018, 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 May 15, 2018 until paid or duly called for redemption at the rates
per annum set forth opposite such years and amounts, respectively:
Year
Amount
Rate
Year
Amount
Rate
2020
$145,000
4.000%
2026
$170,000
4.000%
2021
150,000
4.000
2028
355,000
3.000
2022
155,000
4.000
2030
365,000
3.000
2023
155,000
4.000
2032
385,000
3.250
2024
160,000
4.000
2034
405,000
3.250
2025
165,000
4.000
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, 2019, 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
4852- 7706 - 1987\2
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.
(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.
4852 - 7706 - 19872
(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 Bond Trust Services
Corporation in Roseville, Minnesota, as the initial Registrar. The Mayor and City Manager are
authorized to execute and deliver, on behalf of the City, a contract with Bond Trust Services
Corporation, 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 2018A Improvement Bond Fund described in Section 4.02 hereof, moneys
sufficient for the payment of all principal and interest then due.
3.05. Redemption. (a) Bonds maturing in 2027 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, 2026 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 years 2028, 2030, 2032, and 2034 are subject to mandatory
redemption, at a redemption price equal to their principal amount plus interest accrued thereon to
the redemption date, without premium, on February 1 in each of the years shown below, in an
amount equal to the following principal amounts:
Term Bonds Maturing in 2028
Tenn Bonds Maturing in 2030
Sinking Fund Aggregate Sinking Fund Aggregate
Payment Date Principal Amount Payment Date Principal Amount
2027 $175,000
2028 (final maturity) 180,000
Term Bonds Maturing in 2032
Sinking Fund
Payment Date
2031
2032 (final maturity)
4852- 7706 - 1987\2
Aggregate
Principal Amount
$190,000
195,000
2029 $180,000
2030 (final maturity) 185,000
Term Bonds Maturing in 2034
Sinking Fund
Payment Date
2033
2034 (final maturity)
Aggregate
Principal Amount
$200,000
205,000
In the event that any Bonds maturing in the years 2028, 2030, 2032, or 2034 are redeemed
pursuant to (a) above by the City and canceled by the Registrar, the Bonds maturing in the years
2028, 2030, 2032, or 2034 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 years 2028, 2030, 2032, or 2034 so redeemed or
canceled provided that the City has notified the Registrar not less than thirty -five (35) days prior
to the redemption date of its election to apply such Bonds as a credit.
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 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.
4852- 7706 - 1987\2
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
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.
4852- 7706 -1987\2
(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. 2018A Improvement Construction Fund. There is hereby created a special
bookkeeping fund to be designated as the "2018A 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) $2,616,916.24 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 and to pay costs of issuance, 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. 2018A 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 "2018A Improvement Bond Fund" (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) Bond proceeds in the amount of
$64,906.76, (b) the collections of special assessments and other funds to be credited and paid
4852- 7706 - 1987\2
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
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
4852- 7706 - 1987,2
aggregate principal amount of $649,878.74 payable in not more than 15 installments, the first
installment to be collectible with taxes during the year 2019, and that deferred installments shall
bear interest at the rate provided in the proceedings therefor 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 Year Collection Year Amount
See Attached
The foregoing tax levies together with special assessments 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 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 February 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
4852- 7706 - 1987\2
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 or trust company 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 each County Auditor 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 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.
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4852- 7706 -1987\2
6.04. Arbitrage Rebate. (a) It is hereby found that the City has general taxing powers,
that no Bond is a "private activity bond" within the meaning of Section 141 of the Code, that 95%
or more of the net proceeds of the Bonds are to be used for local governmental activities of the
City, and that the aggregate face amount of all tax- exempt obligations (other than private activity
bonds) issued by the City and all subordinate entities thereof during the year 2018 is not reasonably
expected to exceed $5,000,000. Therefore, pursuant to the provisions of Section 148(f)(4)(D) 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.
(b) Notwithstanding the provisions of paragraph (a) of this Section 6.04, if the arbitrage
rebate provisions of Section 148(f) of the Code apply to the Bonds, the City hereby covenants
and agrees to make the determinations, retain records and rebate to the United States the amounts
at the times and in the manner required by said Section 148(f) and applicable Regulations.
6.05. 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.
6.06. 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.
6.07. Oualified Tax - Exempt Obligations. The City hereby designates the Bonds as
"qualified tax —exempt obligations" for purposes of Section 265(b) of the Code relating to the
disallowance of interest expenses for financial institutions. The City represents that in calendar
year 2018 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.
6.08. Official Statement. The Official Statement relating to the Bonds, dated April 25,
2018, prepared and distributed on behalf of the City by Ehlers & Associates, hic., is hereby
approved. Ehlers & Associates, Inc., is hereby authorized on 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
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4852- 7706 -1987\2
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.
6.09. Reimbursement. The City certifies that the proceeds of the Bonds will not be used
by the City to reimburse itself for any expenditure with respect to the Improvements which the
City paid or will have paid more than 60 days prior to the issuance of the Bonds unless, with
respect to such prior expenditures, the City shall have made a declaration of official intent which
complies with the provisions of Section 1.150 -2 of the Regulations; provided that this
certification shall not apply (i) with respect to certain de minimis expenditures, if any, with
respect to the Improvements meeting the requirements of Section 1.150- 2(f)(1) of the
Regulations, or (ii) with respect to "preliminary expenditures" for the Improvements as defined
in Section 1.150- 2(f)(2) of the Regulations, including engineering or architectural expenses and
similar preparatory expenses, which in the aggregate do not exceed 20% of the "issue price" of
the Bonds.
6.10. Authorization of Payment of Certain Costs of Issuance of the Bonds. The City
authorizes the Purchaser to forward the amount of Bond proceeds allocable to the payment of
issuance expenses to Klein Bank on the closing date for further distribution as directed by the
City's financial advisor, Ehlers & Associates, Inc.
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 Purchaser and other participating underwriters in the primary offering of the Bonds to
comply with amendments to Rule 15c2 -12 promulgated by 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. If the City fails to comply with
any provisions of this section, 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, 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 constitute a default under the Bonds or under any other
provision of this resolution. As used in this section, 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
12
4852- 7706 - 1987\2
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 (ii) is treated as the owner of the
Bond for federal income tax purposes.
(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 12 months after the end of each fiscal year of the City, commencing
with the fiscal year ending December 31, 2017, 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, prepared
in accordance with generally accepted accounting principles 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 rime, or, if and to the extent
such financial statements have not been prepared 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
paragraph (A) hereof, the information for such fiscal year or for the period
most recently available of the type contained in the Official Statement
under headings: Current Property Valuations; Direct Debt; Tax Levies and
Collections; Population Trend and Employment/Unemployment Data,
which information may be unaudited.
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 filed with
the SEC or have been made available to the public on the Internet Web site of the Municipal
Securities Rulemaking Board (MSRB). 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 described in paragraph (2) hereof, then, from and after such
determination, the Disclosure Information shall include such additional specified data regarding
13
4852- 7706 - 1987\2
the replacement operations. If the Disclosure Information is changed or this section 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 not in excess of ten business days after the occurrence of the
event, notice of the occurrence of any of the following events:
(A) Principal and interest payment delinquencies;
(B) Non - payment related defaults, if material;
(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, the issuance by the Internal Revenue Service of
proposed or final determinations of taxability, Notices of Proposed Issue
(IRS Form 5701 -TEB) or other material notices or determinations with
respect to the tax status of the Bonds, or other material events affecting the
tax status of the Bonds;
(G) Modifications to rights of security holders, if material;
(H) Bond calls, if material, and tender offers;
(I) Defeasances;
(J) Release, substitution, or sale of property securing repayment of the
securities, if material;
(K) Rating changes;
(L) Bankruptcy, insolvency, receivership or similar event of the City;
(M) The consummation of a merger, consolidation, or acquisition involving an
obligated person or the sale of all or substantially all of the assets of the
obligated person, other than in the ordinary course of business, the entry
into a definitive agreement to undertake such an action or the termination
of a definitive agreement relating to any such actions, other than pursuant
to its terms, if material; and
(N) Appointment of a successor or additional paying agent or the change of
name of a paying agent, if material.
As used herein, for those events that must be reported if material, an event is "material" if it is an
event 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, an event is also "material" if it is 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.
14
4852- 7706 - 1987\2
For the purposes of the event identified in (L) hereinabove, the event is considered to occur when
any of the following occur: the appointment of a receiver, fiscal agent or similar officer for an
obligated person in a proceeding under the U.S. Bankruptcy Code or in any other proceeding
under state or federal law in which a court or governmental authority has assumed jurisdiction
over substantially all of the assets or business of the obligated person, or if such jurisdiction has
been assumed by leaving the existing governing body and officials or officers in possession but
subject to the supervision and orders of a court or governmental authority, or the entry of an
order confirming a plan of reorganization, arrangement or liquidation by a court or governmental
authority having supervision or jurisdiction over substantially all of the assets or business of the
obligated person.
(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 pursuant to subsection
(d), together with a copy of such amendment or supplement and any
explanation provided by the City under subsection (d)(2);
(C) the termination of the obligations of the City under this section 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 in the fiscal year of the City.
(c) Manner of Disclosure.
(1) The City agrees to make available to the MSRB, in an electronic format as
prescribed by the MSRB from time to time, the information described in
subsection (b).
(2) All documents provided to the MSRB pursuant to this subsection (c) shall be
accompanied by identifying information as prescribed by the MSRB from time to
rime.
(d) Term, Interpretation.
(1) The covenants of the City in this section shall remain in effect so long as any
Bonds are Outstanding. Notwithstanding the preceding sentence, however, the
obligations of the City under this section 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 will not cause participating underwriters in the
primary offering of the Bonds to be in violation of the Rule or other applicable
15
4852- 7706 -1987\2
requirements of the Securities Exchange Act of 1934, as amended, or any statutes
or laws successory thereto or amendatory thereof.
(2) This section (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 this Council filed in the office of the recording
officer 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 City, or (b) is required by, or better complies with,
the provisions of paragraph (b)(5) of the Rule; (ii) this section 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 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.
16
4852- 7706 - 1987\2
Adopted this 24' day of April, 2018.
Jerome O. Faust, Mayor
ATTEST:
City Clerk
Reviewed for administration:
v4a 4 Z"�-
Mark Ca ey, City Manager
17
4852- 7706 - 1987\2
EXHIBIT A
BOND FORM
UNITED STATES OF AMERICA
STATE OF MINNESOTA
COUNTIES OF HENNEPIN AND RAMSEY
CITY OF ST. ANTHONY
GENERAL OBLIGATION IMPROVEMENT BOND, SERIES 2018A
No. R- $
Interest Rate Maturitv Date of OriOnal Issue CUSIP
% February 1, 20_ May 15, 2018
REGISTERED OWNER: CEDE & CO.
PRINCIPAL AMOUNT: THOUSAND 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, 2019, 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 Bond Trust Services Corporation, in Roseville, 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 $2,610,000 (the "Bonds "), issued
pursuant to a resolution adopted by the City Council on April 24, 2018 (the "Resolution "), for the purpose
of financing a portion of the costs of various road reconstruction projects 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 2018A 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 2027 and later years shall be subject to redemption and prepayment at the option
of the City, in whole or in part, in such order of maturity dates as the City may select and, within a maturity,
by lot as selected by the Registrar (or, if applicable, by the bond depository in accordance with its customary
procedures) in multiples of $5,000, on February 1, 2026 and on any date thereafter, at a price equal to the
principal amount thereof and accrued interest to the date of redemption. The City shall cause notice of the
A -1
4852- 7706 - 1987\2
call for redemption thereof to be published as required by law, and at least thirty and not more than 60 days
prior to the designated redemption date, shall cause notice of call for redemption to be mailed, by first class
mail, to the registered holders of any Bonds, at the holders' addresses as they appear on the bond register
maintained by the Bond Registrar, 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.
Official notice of redemption having been given as aforesaid, the Bonds or portions of Bonds 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 of Bonds shall cease to bear interest. Upon partial redemption of any Bond, a new Bond
or Bonds will be delivered to the owner without charge, representing the remaining principal amount
outstanding.
Bonds maturing on February 1, 2028, 2030, 2032, and 2034 (the Term Bonds) shall be subject to
mandatory redemption prior to maturity pursuant to the sinking fund requirements of this Section 2.04 at a
redemption price equal to the stated principal amount thereof plus interest accrued thereon to the redemption
date, without premium. The Registrar shall select for redemption, by lot or other manner deemed fair, on
June 1 in each of the following years the following stated principal amounts of such Bonds:
Term Bonds Maturing February 1, 2028
Year Principal Amount
2027 $175,000
The remaining $180,000 stated principal amount of such Bonds shall be paid at maturity on
February 1, 2028.
Term Bonds Maturing February 1, 2030
Year Principal Amount
2029 $180,000
The remaining $185,000 stated principal amount of such Bonds shall be paid at maturity on
February 1, 2030.
Term Bonds Maturing February 1. 2032
Year Principal Amount
2031 $190,000
The remaining $195,000 stated principal amount of such Bonds shall be paid at maturity on
February 1, 2032.
Term Bonds Maturing February 1, 2034
Year Principal Amount
2033 $200,000
The remaining $205,000 stated principal amount of such Bonds shall be paid at maturity on
February 1, 2034.
Notice of redemption shall be given as provided in the preceding paragraph.
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4852- 7706 -1987\2
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, 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, RECUED, 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.
A -3
4852- 7706 -1987\2
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.
Gt/I
(facsimile signati — City Manager)
CITY OF ST. ANTHONY
(facsimile signature — Mayor)
CERTIFICATE OF AUTHENTICATION
This is one of the Bonds delivered pursuant to the Resolution mentioned within.
Date of Authentication:
BOND TRUST SERVICES CORPORATION,
Roseville, Minnesota, as Bond Registrar
Lo
MLI
4852- 7706 - 1987\2
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 in common UTMA ................. as Custodian for ..................
(Gust) (Minor)
TEN ENT - -as tenants by the entireties under Uniform Transfers to Minors Act ...........................
(State)
JT TEN - -as joint tenants with right of survivorship and not as tenants in common
Additional 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 within Bond on the books kept for registration thereof, with full power of substitution in the premises.
Dated:
NOTICE: The assignor's signature to this assignment must
correspond with the name as it appears upon the face of the within
Bond in every particular, without alteration or enlargement or any
change whatsoever.
Signature Guaranteed:
Signature(s) must be guaranteed by an "eligible guarantor
institution" meeting the requirements of the Registrar,
which requirements include membership or participation
in STAMP or such other "signature guaranty program" as
may be determined by the Registrar in addition to or in
substitution for STAMP, all in accordance with the
Securities Exchange Act of 1934, as amended.
Please insert social security or other identifying number of assignee:
A -5
4852- 7706 - 198712
Tax Levies & Special Assessments
TAX IM CALCULATION
Issue IDM 331522
City of St. Anthony, NIN Dated Date: 5/1512018
$2610,000 General Obligation Irtprovenem Bonds, Series 2019A Call Date: 2/1/2026
Tax
Tax
Bond
Levy
Collect
pay
(2) Less: Special
Year
Year
Year
Total p & I Funds Available (1)
P&1@105%
Assessments
Net Levy
2017
/
2018
/
2019
64,906.67 {64,906.674
0.00
0.00
2018
/
2019
j
2020
236,275.00
248,088.75
(6E,239.SO)
179,849.25
2019
/
2020
(
2021
235,475.00
247,248]5
(66,289.80(
1E0,958.95
2020
/
2021
J
2022
234,475.00
246,198.75
{64,340.10)
181,858.65
2021
/
2022
/
2023
228,275.00
239,68875
!62,390.40)
177,295.35
2022
/
2023
/
2024
227,075.00
238,42875
{60,440.70)
177,986.05
2023
/
2024
/
2025
225,675.00
236,958.75
(58,491.00)
178,467.75
2024
/
2025
/
2026
224,075:00
235,278.75
(56,541301
178,737.45
2025
/
2026
(
2027i
222,275.00
233,388.75
(54,591.60)
178,797.15
2026
/
2027
/
2028
222,025.00
233,126.25
(52,641.90)
180,484.35
2027
/
2028
/
2029
216,625.00
227,456.25
(50,692.20)
176,764.05
2028
/
2029
/
2030
216,225.00
227,03625
(48,742.50)
178,29315
2029
J
2030
/
2031
215,675.00
226458.75
(46,792.80)
179,665.95
2030
/
2031
/
2032
214,500.00
225,225.00
{44,843.10)
180,381.90
2031
/
2032
/
2033
213,162.50
223,820.63
{42 ,893.40)
180,92713
2032
1
2033
1
2034
211,662-50
22-1,245.63
(40,943.701
181,301.93
(1) The following funds are available to pay the interest payment due February 1, 2019:
Capitalized Interest: 64,906.67
(2) projected special assessment revenue based on $584910.00 assessed at 5.000%
Cashflow and levy needs should be reviewed annually to account for prepaid and /or delinquent assessments.
4852- 7706 - 1987\2
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 April 24, 2018,
awarding the sale, fixing the form and details and providing for the execution, delivery and
security of $2,610,000 General Obligation Improvement Bonds, Series 2018A, of the City, to be
dated, as of May 15, 2018 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 2018.
Hennepin County Auditor
(SEAL)
4852- 7706 -1987\2
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 April 24, 2018,
awarding the sale, fixing the form and details and providing for the execution, delivery and
security of $2,610,000 General Obligation Improvement Bonds, Series 2018A, of the City, to be
dated, as of May 15, 2018 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 2018.
Ramsey County Auditor
(SEAL)
4852- 7706 - 1987\2