HomeMy WebLinkAboutResolution - 89-53 - Awarding Sale, Prescribing Form and Details, and Providing for Payment of $1,200,000 G. O. Equipment Certificates Series 1989C - 03/07/1989 Member Harris introduced the
following resolution and moved its adoption :
RESOLUTION NO . 89- 53
RESOLUTION AUTHORIZING ISSUANCE , AWARDING
SALE , PRESCRIBING THE FORM AND DETAILS AND
PROVIDING FOR THE PAYMENT OF $1 , 200 , 000
GENERAL OBLIGATION EQUIPMENT CERTIFICATES OF
INDEBTEDNESS , SERIES 1989C
BE IT RESOLVED by the City Council of the City of
Eden Prairie , Minnesota ( the Issuer) , as follows :
Section 1 . Authorization and Sale .
( a ) This Council hereby authorizes the issuance and
sale of $1 , 200 , 000 General Obligation Equipment Certificates of
Indebtedness , Series 1989C ( the Obligations ) to finance the
cost of acquiring capital equipment .
( b) Pursuant to Minnesota Statutes , Section 124 . 76 ,
the requirements as to public sale Co not apply to the issuance
of certificates under certain circumstances . Springsted
Incorporated , financial advisor to the Issuer , has solicited on
behalf of the Issuer proposals for the purchase of the
Obligations , and such solicitation by Springsted Incorporated
is hereby approved and ratified . Pursuant to the Official
Terms of Offering , prepared on behalf of the Issuer by
Spcingsted Incorporated, 3 proposals for the purchase of the
Obligations were received at or prior to the time specified for
opening bids . The proposals have been opened, read and
considered , and the purchase price, interest rate and net
interest cost under the terms of each proposal have been
determined . The most favorable offer received is that
.Piper- , Jaffrav _& Hopwood , Incorporated , of Minneapolis
Minnesota ( the Purchaser ) , to purchase the Obligations
at a price of $_L,190 , 520 , plus accrued interest , and upon
the further terms and conditions set forth in this resolution .
(c) The sale of the Obligations is hereby awarded to
the Purchaser and the Mayor and City Manager are hereby
authorized and directed to execute a contract on behalf of the
Issuer for the sale of the Obligations in accordance with the
terms of the proposal . The good faith check of the Purchaser
shall be retained by the City Finance Director/Clerk until the
Obligations have been delivered . The good faith checks of
other bidders shall be returned to them forthwith .
Section 2 . Obligation Terms ; Registration ; Execution
and Delivery .
2 . 01 . Issuanc e of Obligations . 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
Obligations having been done , existing , having happened and
having been performed, it is now necessary for the Council to
establish the form and terms of the Obligations , to provide
security therefor and to issue the Obligations forthwith .
2 . 02 . Maturities ; Interest Rates ; Denominations ;
Payment . The Obligations shall be originally dated as of
April 1 , 1989 , shall be in the denomination of $5 , 000 each , or
any integral multiple thereof , shall mature on April 1 , without
option of prior payMent , in the respective years and amounts
stated below, and shall bear interest from date of issue until
pa : at the respective annual rates set forth opposite such
years and amounts , as follows :
Year Amount Rate
1991 $300 , 000 6 . 70%
1992 300 , 000 6 . 700
1993 300 , 000 6 . 70%
1994 300 , 000 6 . 75%
The Obligations shall be issuable only in fully registered
form. The interest thereon and, upon surrender of each
Obligation, the principal amount thereof shall be payable by
check or draft issued by the Registrar described herein .
2 . 03 . Dates ; Interest Payment Dates . Each Obligation
shall bear a date of original issue as of April 1 , 1.989 . Upon
the initial delivery of the Obligations pursuant to Section
2 . 06 and upon any subsequent transfer or exchange pursuant to
Section 2 . 04 , the date of authentication shall be noted on each
Obligation so delivered , exchanged or transferred . Interest on
the Obligations shall be payable on each April 1 and October 1 ,
commencing April 1 , 1990 , to the owners of record thereof as of
the close of business on the fifteenth day of the immediately
preceding month , whether or not such day is a business day.
2 . 04 . Registration . The Issuer shall appoint and
maintain a bond registrar , transfer agent and paying agent ( the
Registrar ) . The effect of registration and the rights and
duties of the Issuer and the Registrar with respect thereto
shall be as follows :
r.
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( a ) Register . The Registrar shall keep at its
principal corporate trust office a bond register in which
the Registrar shall provide for the registration of
ownership of Obligations and the registration of transfers
and exchanges of Obligations entitled to be registered,
transferred or exchanged .
( b) Transfer of Obligations . Upon surrender for
trans Per of any Obligation 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 mere new
Obligations of a like aggregate principal amount and
maturity, as requested by the transferor . The Registrar
may, however , close the books for registration of any
transfer after the fifteenth day of the month preceding
each interest payment date and until such interest payment
date .
( c) Exchange of Obligations . Whenever any
Obligations are surrendered by the registered owner for
exchange the Registrar shall authenticate and deliver one
or more new Obligations of a like aggregate principal
amount and maturity, as requested by the registered owner
or the owner ' s attorney in writing .
( d) C_a_ncel_lation . All Obligations surrendered upon
any transfer or exchange shall be promptly cancelled by the
Registrar and thereafter disposed of as directed by the
Issuer .
( e) Improper or Unauthorized Transfer . When any
Obligation is presented to the Registrar for transfer , the
RegistraL may refuse to transfer the same until it is
satisfied that the endorsement on such Obligation or
separate instrument of transfer is valid and genuine and
that the requested transfer is legally authorized . The
Registrar shall incur no liability for the refusal , in good
faith , to make transfers which it , in its judgment , deems
improper or unauthorized .
( f ) Persons Deemed Owners . The Issuer and the
Registrar may treat the person in whose name any Obligation
is at any time registered in the bond register as the
absolute owner of such Obligation , whether such Obligation
shall be overdue or not , for the purpose of receiving
payment of , or on account of , the principal of and interest
i on such Obligation and for all other purposes , and all such
. payments so made to any such registered owner or upon the
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owner ' s order shall be valid and effectual to satisfy and
discharge the liability upon such Obligation to the extent
of the sum or sums so paid .
(g) Taxes , Fees and Charges . For every transfer or
exchange of Obligations , 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
Obligations . In case any Obligation shall become mutilated
or be destroyed , stolen or lost , the Registrar shall
deliver a new Obligation of like amount , number , maturity
date and tenor in exchange and substitution for and upon
cancellation of any such mutilated Obligation or in lieu or
and in substitution for any such Obligation destroyed,
stolen or lost , upon the payment of the reasonable expenses
and charges of the Registrar in connection therewith; and,
in the case of a Obligation destroyed, stolen or lost , upon
filing with the Registrar of evidence satisfactory to it
that such Obligation was destroyed , stolen or lost , and of
the ownership thereof , and upon furnishing to the Registrar
of an appropriate bond or indemnity in form, substance and
amount satisfactory to it , in which both the Issuer and the
Registrar shall be named as obligees . All Obligations so
surrendered to the Registrar shall be cancelled by it and
evidence of such cancellation shall be given to the
Issuer . If the mutilated, destroyed, stolen or lost
Obligation has already matured or been called for
redemption in accordance with its terms it shall not be
necessary to issue a new Obligation prior to payment .
2 . 05 . Appointment of Initial Re istrar . The Issuer
hereby appoints American National Bank and Trust Company, in
_St . Paul, Minnesota , as the initial Registrar . The Mayor and
the City Manager are authorized to execute and deliver , on
behalf of the Issuer , a contract with the 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 Issuer agrees to pay the reasonable and customary charges
of the Registrar for the services performed . The Issuer
reserves the right to remove the Registrar upon thirty ( 301)
days notice and upon the appointment of a successor Registrar ,
in which event the predecessor Registrar shall deliver all cash
and Obligations in its possession to the successor Registrar
and shall deliver the bond register to the successor Registrar .
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2 . 06 . Execution, Authentication and Delivery . The
Obligations shall be prepared under the direction of the City
Finance Director/Clerk and shall be executed on behalf of the
Issuer by the signatures of the Mayor and the City Manager ,
provided that all signatures may be printed, engraved or
lithographed facsimiles of the originals . in case any officer
whose signature or a facsimile of whose signature shall appear
on the Obligations shall cease to be such officer before the
delivery of any Obligation, such signature or facsimile shall
nevertheless be valid and sufficient for all purposes , the same
as if he had remained in office until delivery .
Notwithstanding such execution , no Obligation 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 Obligation has been duly executed by the
manual signature of an authorized representative of the
Registrar . Certificates of authentication on different
Obligations need not be signed by the same representative . The
executed certificate of authentication on each Obligation shall
be conclusive evidence that it has been authenticated and
delivered under this Resolution . When the Obligations have
been so prepared, executed and authenticated, the City Finance
Director/Clerk shall deliver the same 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 .
2 . 07 . Form of Obligations . The Obligations shall be
printed in substantially the following form:
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(Face of. the Obligations )
UNITED STATES OF AMERICA
STATE OF MINNESOTA
COUNTY OF HENNEPIN
CITY OF EDEN PRAIRIE
GENERAL OBLIGATION EQUIPMENT CERTIFICATES
OF INDEBTEDNESS , SERIES 1989C
Date of
Rate Maturity Ori inal_ Issue CUSIP
Apri 1 1 , 1989
SEE REVERSE
REGISTERED OWNER : FOR CERTAIN
DEFINITIONS
PRINCIPAL AMOUNT : DOLLARS
FOR VALUE RECEIVED, the City of Eden Prairie , Hennepin
County, Minnesota ( the Issuer ) , acknowledges itself to be
indebted and hereby promises to pay to the registered owner
named above , or registered assigns , the principal amount
specified above on the maturity date specified above , without
option of prior payment , with interest thereDn from the date
hereof at the annual rate specified above , payable on April i
and October 1 in each year , commencing April 1 , 1990 , to the
person in whose name this Certificate is registered at the
close of business on the 15th day (whether or not a business
day) of the immediately preceding month . The interest hereon
and , upon presentation and surrender hereof at the principal
office of the Registrar hereinafter designated , the principal
hereof are payable in lawful money of the United States of
America by check or draft by
it1 , Minnesota , as Registrar , Transfer. Agent and Paying
Agent , or its designated successor under the Resolution
described herein ( the Registrar) . For the prompt and full
payment of such principal and interest as the same respectively
become due , the full faith, credit and taxing powers of the
Issuer have been and are hereby irrevocably pledged .
Additional provisions of this Certificate are
contained on the reverse hereof and such provisions shall for
all purposes have the same effect as though fully set forth in
this place .
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This Certificate 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 Registrar
by manual signature of one of its authorized representatives .
IN WITNESS WHEREOF, the City of Eden Prairie , Hennepin
County, Minnesota , by its City Council , has caused this
Certificate to be executed by the facsimile signatures of the
Mayor and City Manager and has caused this Certificate 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 Certificates delivered pursuant to
the Resolution mentioned within .
i
t
as Registrar
By_
AuthorizedRepresentative
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[ Reverse of the Obligations ]
This Certificate is one of an issue in the aggregate
principal amount of $ 1 , 200 , 000 ( the Certificates) , issued
pursuant to a resolution adopted by the City Council on
March 7 , 1989 ( the Resolution) , to finance the acquisition of
capital equipment , and is issued pursuant to and in full
conformity with the Constitution and laws of the State of
Minnesota thereunto enabling , including Minnesota Statutes ,
Section 412 . 301 and Chapter 475 . The Certificates of this
series are issuable only in fully registered form, in
denominations of $5 , 000 or any multiple thereof , of single
maturities .
As provided in the Resolution and subject to certain
limitations set forth therein , this Certificate is transferable
upon the books of the Issuer at the principal office of the
Registrar, by the registered owner hereof in person or by the
owner ' s attorney duly authorized in writing upon surrender
hereof together with a written instrument of transfer
satisfactory to the Registrar , duly executed by the registered
owner or the owner ' s attorney ; and may also be surrendered in
exchange for Certificates of other authorized denominations .
Upon such transfer or exchange the Issuer will cause a new
Certificate or Certificates to be issued in the name of the
! transferee or registered owner , or 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 Issuer and the Registrar may deem and treat the
person in whose name this Certificate is registered as the
absolute owner hereof , whether this Certificate is overdue or
not , for the purpose of receiving payment and for all other
purposes , and neither the Issuer nor the Registrar shall be
affected by any notice to the contrary .
This Bond has riot been designated by the Issuer as a
"qualified tax exempt obligation" for purposes of Section
265 ( b) ( 3 ) of the Internal Revenue Code of 1986 , relating to
disallowance of interest expense deductions for financial
institutions .
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 preliminary to and in the
issuance of this Certificate in order to make it a valid and
binding general obligation of the Issuer in accordance with its
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terms , have been done , do exist , have happened and have been
performed as so required; that , prior to the issuance hereof
the Issuer has levied ad valorem taxes on all taxable property
in the Issuer , which taxes will be collectible for the years
and in amounts sufficient to produce sums not less than 5% in
excess of the principal of and interest on the Certificates of
this issue when due , and has appropriated such taxes to the
payment of such principal and interest ; and that the issuance
of this Certificate does not cause the indebtedness of the
Issuer to exceed any constitutional or statutory limitation of
indebtedness .
------------------ ------------------
(Form of certificate to be printed on the reverse side
of each Certificate , following a full copy of the
legal opinion)
We certify that the above is a full , true and correct
copy of the legal opinion rendered by Bond Counsel on the issue
of General Obligation Equipment Certificates of Indebtedness ,
Series 1989C of the City of Eden Prairie , Hennepin County,
Minnesota , which includes the within Certificate , dated as of
the date of delivery of and payment for the Certificates .
(Facsimile Signature) ( Facsimile Signature)
City Manager Mayor
F
s
'.1
as
g_ sr.
?j
The following abbreviations , when used in the
inscription on the face of this Certificate , shall be construed
as though they were written out in full according to applicable
laws or regulations :
TEN COM -- as tenants UTMA . . . . . 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 .
ASSIGNMENT
l
FOR VALUE RECEIVED, the undersigned hereby sells ,
assigns and transfers unto _
the within Certificate and all rights thereunder , and hereby
irrevocably constitutes and appoints
attorney to transfer the within Certificate 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 to this
OF ASSIGNEE : assignment must correspond
with the name as it appears
upon the face of the within
SIGNATURE GUARANTEE : Certificate 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 .
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Section 3 . Series 1989C Equipment Certificate Sinkinn
Fund . The Obligations shall be payable from a separate
Series 1989C Equipment Certificates Sinking Fund ( the Fund) of
the Issuer , which Fund the Issuer agrees to maintain until the
Obligations have been paid in full . If the money in the Fund
should at any time be insufficient to pay principal and
interest due on the Obligations , such amounts shall be paid
from moneys on hand in other funds of the Issuer , which other
funds shall be reimbursed therefor when sufficient money
becomes available in the Fund . Into the Fund shall be paid all
proceeds received from the purchaser in excess of $1 , 185 , 600 ,
all taxes collected pursuant to Section 4 hereof , any excess
proceeds remaining after acquisition of the equipment is
complete and any other funds appropriated by the Council to the
payment of. the Obligations .
Section 4 . Pledge of Taxing Powers . For the prompt
and full payment of the principal of and interest on the
Obligations as the payments respectively become due , the full
faith, credit and unlimited taxing powers: of the Issuer shall
Ce and are hereby irrevocably pledged . In order to produce
aggregate amounts not less than 5% in excess of the amount
needed to meet when due the principal and interest payments on
the Obligations , ad valorem taxes are hereby levied cn all
taxable property in the Issuer . The taxes are to be levied and
collected in the following years and amounts :
Levy Collection
Year Year. Amount
1989 1990 $ 484 , 155
1990 1991 378 , 473
199L L992 357 , 368
1992 1993 336 , 263
The taxes shall be irrepealable as long as any of the
Obligations are outstanding and unpaid , provided that the
Issuer reserves the right and power to reduce the tax levies in
accordance with the provisions of Minnesota Statutes ,
Section 475 . 61 .
Section 5 . Defeasance . When all of the Obligations
have been discharged as provided in this section , all pledges ,
covenants and other rights granted by this resolution to the
holders of the Obligations shall cease . The Issuer may
discharge its obligations with respect to any Obligations which
are due on any date by depositing with the Registrar on or
before that date a sum sufficient for the payment thereof in
full ; or , i. f any Obligation should not be paid when due, it may
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nevertheless be discharged by depositing with the Registrar a
sum sufficient for the payment thereof in full with interest
accrued from the due date to the date of such deposit . The
Issuer may also at any time discharge its obligations with
respect to any Obligations , 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 time and at such rates and maturing or callable
at the holder ' s option on such dates as shall be required to
pay all principal , interest and redemption premiums to become
due thereon to maturity ar the redemption date .
Section 6 . Registration of Obligations__ . The City
Finance Director/Clerk is hereby authorized and directed to
file a certified copy of this resolution with the County
Auditor of Hennepin County , together with such additional
information as the Auditor may require , and to obtain a
certificate from the Auditor that the Obligations have been
duly entered upon his bond register and the tax required by law
has been levied .
Section 7 . Authentication of Transcript . The
officers of the Issuer and the County Auditor of Hennepin
County are hereby authorized and directed to prepare and
furnish to the Purchaser , and to Dorsey & Whitney, the
attorneys rendering an opinion as to the legality thereof ,
certified copies of all proceedings and records relating to the
Obligations and such other affidavits , certificates and
information as may be required to show the facts relating to
the legality and marketability of the Obligations , as the same
appear from the books and records in their custody and control
or as otherwise known to them, and all such certified copies ,
affidavits and certificates , including any heretofore
furnished, shall be deemed representations of the Issuer as to
the correctness of all statements contained therein .
Section 8 . Tax Covenant .
( a ) The Issuer covenants and agrees with the
registered owners from time to time of the Obligations 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 payable on the Obligations to become subject
to taxation under the Internal Revenue Code of 1986 , as
amended ( the Code ) and applicable Treasury Regulations ( the
Regulations ) ; and that it will take , or it will cause its
officers , employees or agents to take, all actions which
may be necessary to insure that such interest will not
become subject to taxation under the Code , including ,
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without limitation, compliance with Section 148 of the
Code . References to the Code herein include all.
regulations, amended regulations and proposed regulations
issued thereunder as now existing or as hereafter amended
or proposed. The Issuer represents and covenants that the
capital equipment financed by the issuance of the
Obligations will be owned by the Issuer and used in its
municipal operations . The Issuer will not enter into any
lease or other agreement respecting the equipment which
would cause the Obligations to be considered "private
activity bonds " or "private loan bonds" pursuant to Section
141 of the Code .
(b) The Mayor , the City Manager and the City Finance
Director/Clerk being the officers of the Issuer charged
with the responsibility for issuing the Obligations
pursuant to this resolution, are authorized and directed to
execute and deliver to the Purchaser a certificate in order
to satisfy the provisions of Section 148 of the Code and
the Regulations .
Section_ 9 . Rebate to the United States .
9 . 01 . the "Rebate Amount " is an amount equal to the
sum of :
4 ( 1) the excess of :
( i ) the aggregate amount earned from the date of
issue of the Obligations on all Nonpurpose
Obligations in which Gross Proceeds of the
Obligations are invested (other than amounts
attributable to the excess described in this
clause) over ,
GO the amount that would have been earned if
the yield on such Nonpurpose Obligations had
been equal to the yield (determined on the
basis oz the issue price) on the Obligations
plus
( 2 ) any income attributable to the excess described
in Section 9 . 01 ( 1 ) above (whether or not such
income exceeds the yield on the Obligations ) .
9 . 02 . For purposes of determining the aggregate
amount earned on a Nonpurpose Obligation , any gain or loss on
the disposition of a Nonpurpose Obligation shall be taken into
account . In addition, if any Nonpurpose Obligation is retained
after retirement of the Obligations , any unrealized gain or
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loss as of the date of retirement of the Obligations must be
taken into account in calculating the aggregate amount earned
on a Nonpurpose Obligation .
9 . 03 . For purposes of determining the aggregate
amount earned on a Nonpurpose Obligation in determining the
Rebate Amount , any amount earned on the sinking fund
established in Section 4 . 02 of this resolution (other than on
any excess not qualifying for the temporary period permitted a
"bona fide debt service fund" ) , shall not be taken into account .
9 . 04 . At least once a year beginning on the date of
issue of the Obligations and ending upon retirement of the last
Obligations , the City Finance Director/Clerk will cause to be
made a determination of the Rebate Amount , if any . The first
determination of the Rebate Amount shall be made on the date
which is one year after the date of issue of the Obligations .
The determination of the Rebate Amount for each succeeding year
shall be made on the date which is one year after the date of
the previous determination of the Rebate Amount . The
determination of the Rebate Amount made each year shall be
computed for the period beginning on the date of issue of the
Obligations to the date on which the determination of the
Rebate Amount is made .
{ 9 . 05 . Records of the determinations of the Rebate
Ariount shall be retained by the City Finance Director/Clerk
until 6 years after the retirement of the Obligations .
9 . 06 . At least once every five years beginning on the
date of issue of the Obligations , the City Finance
Director/Clerk , acting on behalf of the Issuer , shall make
installment payments in an amount at least equal to 90 percent
of the Rebate Amount . The first installment payment of the
Rebate Amount shall be made no later than 30 days after the end
of the 5 year period beginning on the date of issue of the
Obligations . Each subsequent installment payment shall be made
no later than 5 years after the previous payment was made . The
last installment payment shall be made no later than 30 days
after the day on which the last Obligations are redeemed or
paid and shall be in an amount sufficient to _nay the remaining
balance of the Rebate Amount .
9 . 07 . Each installment payment of the Rebate Amount
shall be :
( i ) filed with the Internal Revenue Service Center ,
Philadelphia , Pennsylvania 19255 ;
( ii ) accompanied by a copy of the Form 8038G , filed
' with respect to the Obligations ;
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( i i i ) accompanied by a statement summarizing the
determination of the Rebate Amount .
9 . 08 . Each payment of the Rebate Amount shall be made
from available funds of the Issuer .
9 . 09 . To insure full compliance with the above
provisions , the Issuer agrees not to make a "prohibited
payment" . A "prohibited payment" is a payment , or an agreement
to pay, to a party other than the United States , an amount that
is required to be paid to the United States by entering into a
transaction that reduces the amount described in 5 . 01 above .
Section 10 . Official Statement . The Official
Statement relating to the Obligations , dated February 27 , 1989 ,
prepared and delivered on behalf of the Issuer by Springsted
Incorporated , is hereby approved . The officers of the Issuer
are hereby authorized and directed to execute such certificates
as may be appropriate concerning the accuracy, completeness and
sufficiency thereof .
i
Mayor
l
Attest :
Ci inance Director/Clerk
i
4
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The motion for the adoption of the foregoing
resolution was duly seconded by Member — Pidcock and
upon vote being taken thereon , the following voted in favor
thereof : A11 members
and the following voted against the same : None
whereupon the resolution was declared duly passed and adopted,
signed by the Mayor and his signature attested by the City
Finance Director/Clerk .
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4
CERTIFICATION OF MINUTES RELATING TO
$2 , 060 , 000 GENERAL OBLIGATION PUBLIC BUILDING REFUNDING
BONDS, SERIES 1989A
Issuer : City of Eden Prairie , Minnesota
Governing Body : City Council
Kind, date , time and place of meeting : A _regular meeting held
Tuesday, March 7 , 1989 at 7 : 30 o ' clock P. M. , at the City Hall
in Eden Prairie, Minnesota .
Members present : R. Anderson, D. Tenpas , J . Harris ,
P. Pidcock & Mayor. G. Peterson
Members absent : None
Documents Attached :
Minutes of said meeting ( including ) :
RESOLUTION NO . 89- 54
RESOLUTION AUTHORIZING ISSUANCE, PRESCRIBING THE
FORM AND DETAILS AND PROVIDING FOR THE PAYMENT OF
$2 , 060 , 000 GENERAL OBLIGATION PUBLIC BUILDING
REFUNDING BONDS, SERIES 1989A
I , the undersigned , certify that the documents
attached hereto , as described above , have been carefully
compared with the original records of said corporation, from
which they have been transcribed; that said documents are a
correct and complete transcript of the minutes of a meeting of
the governing body of said corporation , and correct and
complete copies of all resolutions and other actions taken and
of all documents approved by the governing body at said
meeting, so far as they relate to said bonds ; and that said
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 of such meeting given as
required by law .
WITNESS my hand officially this 7th day of March,
1989 .
John Frane,
City Finance Director/Clerk
i
2950Y
The City Finance Director/Clerk presented to the
Council affidavits showing publication in the official
newspaper and Northwestern Financial Review of the Notice of
Bond Sale of $2 , 060 , 000 General Obligation Public Building
Refunding Bonds , Series 1989A, of the City, in accordance with
the resolution adopted February 7 , 1989 . Said affidavits were
examined and found satisfactory and directed to be placed on
file .
The City Finance Director/Clerk then reported that
5 sealed bids for the bonds had been received at the time
and place designated in the notice of sale . The bids received
were as follows :
Bid For Interest Total Interest Cost
Name of Bidder Principal Rates - Net Average Rate_
See Attached
t
SPRINGiS-117ED
PUBLIC FINANCE ADVISORS
S�
Sa.n1 Pa..l V:rwesota 55101.2143
6 2 222 31 00
$2,060,000
CITY OF EDEN PRAIRIE, MINNESOTA
GENERAL OBLIGATION PUBLIC BUILDING REFUNDING BONDS, SERIES 1989A
AWARD: PIPER, JAFFRAY & HOPWOOD, INCORPORATED
FIRST BANK NATIONAL ASSOCIATION
-And Associates-
SALE: March 7, 1989 Moody's Rating: A
Interest Net Interest
Bidder Rates Price Cost & Rate—
PIPER, JAFFRAY & HOPWOOD, 6.70% 1990-1993 $2,032,315.45 $1 ,311 ,274.55
INCORPORATED 6.75% 1994-1995 (7.0752%)
FIRST BANK NATIONAL ASSOCIATION 6.80% 1996-1997
Allison-Williams Company 6.90% 1998-1999
Robert W. Baird & Company, 7.00% 2000-2002
Incorporated
Craig-Hallum, Incorporated
Marquette Bank Minneapolis, N.A.
NORWEST INVESTMENT SERVICES, 6.70% 1990-1991 $2,029,526.85 $1 ,331 ,725.75
INCORPORATED 6.75% 1992-1993 (7,1855%)
THE NORTHERN TRUST COMPANY 6.80% 1994
JURAN & MOODY, INCORPORATED 6.85% 1995
MERRILL LYNCH CAPITAL MARKETS 6.90% 1996
GROUP 6.95% 1997
American National Bank of 7.00% 1998-2000
Saint Paul 7,125% 2001-2002
Smith Barney, Harris Upham
& Company Incorporated
Dougherty, Dawkins, Strand
& Yost, Incorporated
Moore, Juran & Company,
Incorporated
Miller & Schroeder Financial,
Incorporated
M.H. Novick & Company,
Incorporated
Park Investment Corporation
(Continued)
i
I(li:�tna (�}fiCe S^1SC:JnSn t,;r1iC?
251 1yG.'1" Ilinr�,; StrEeQt Suite 1510 Et(T, ;jrGve RGa;7
nciarapol� !n J ana •362'_-1.1942
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Fax .317.23j.3F;J`4 Fax 41a•7S2.29G4
Interest Net Interest
Bidder Rates Price Cost & Rate
PRUDENTIAL-BACHE SECURITIES 7.75% 1990-1995 $2,029,100.00 $1 ,332,164.5L
INCORPORATED 7.25% 1996 (7.1879%)
SHEARSON LEHMAN HUTTON, INC. 6.90% 1997-1998
DEAN WITTER REYNOLDS INC. 6.95% 1999
DREXEL BURNHAM LAMBERT 7.00% 2000
INCORPORATED 7.05% 2001
PaineWebber Incorporated 6.75% 2002
DAIN BOSWORTH INCORPORATED 6.70% 1990-1991 $2,037,340.00 $1 ,336,990.62
CRONIN & COMPANY, INCORPORATED 6.75% 1992-1993 (7.2139%)
MILLER SECURITIES, INCORPORATED 6.80% 1994-1995
6.90% 1996-1997
7.00% 1998
7.10% 1999
7.15% 2000
7.20% 2001
7.25% 2002
CLAYTON BROWN & ASSOCIATES, 6.90% 1990-1993 $2,029,134.44 $1 ,364,741 .12
INCORPORATED 7.00% 1994-1995 (7.36371%)
BLUNT, ELLIS & LOEWI, 7.10% 1996-1997
INCORPORATED 7.20% 1998
GRIFFIN, KUBIK, STEPHENS & 7.25% 1999-2002
THOMPSON, INC.
-----------------•--------------------------------------------------------------------•-----------------------------------------------------------------------•----
REOFFERING SCHEDULE OF THE PURCHASER
Rate Year Yield
6.70% 1990 Par
6.70% 1991 Par
6.70% 1992 Par
6.70% 1993 Par
6.75% 1994 Par
6.75% 1995 Par
6.80% 1996 Par
6.80% 1997 6.85%
6.90% 1998 Par
6.90% 1999 6.95%
7.00% 2000 Par
7.00% 2001 7.05%
7.00% 2002 7.10%
BBI: 7.56
Average Maturity: 9.00 Years