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HomeMy WebLinkAboutResolution - 91-197 - Sale of $10,785,000 Refunding Bonds - 08/20/1991 . CERTIFICATION OF MINUTES RELATING TO $7,235, 000* GENERAL OBLIGATION IMPROVEMENT REFUNDING BONDS, SERIES 1991D $420, 000* GENERAL OBLIGATION STATE-AID ROAD REFUNDING BONDS, SERIES 1991E AND $3, 130, 000* GENERAL OBLIGATION WATER AND SEWER REVENUE REFUNDING BONDS, SERIES 1991F Issuer: City of Eden Prairie, Minnesota Governing Body: City Council Kind, date, time and place of meeting: A regular meeting held on Tuesday, August 20, 1991, at 7 :30 o'clock P.M. at the City Hall. Members present : Richard Anderson, H. Martin Jessen, Jean Harris, Patricia Pidcock and Mayor Douglas Tenpas Members absent: None Documents Attached: RESOLUTION NO. 91-197 RESOLUTION AUTHORIZING ISSUANCE AND SALE OF: $7, 235, 000* GENERAL OBLIGATION IMPROVEMENT REFUNDING BONDS, SERIES 1991D $420, 000* GENERAL OBLIGATION STATE-AID ROAD REFUNDING BONDS, SERIES 1991E AND $3, 130, 000* GENERAL OBLIGATION WATER AND SEWER REVENUE REFUNDING BONDS, SERIES 1991F OFFICIAL TERMS OF OFFERING AND NOTICES OF SALE I, the undersigned, being the duly qualified and acting recording officer of the public corporation issuing the bonds 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 said corporation in my legal custody, 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 as such recording officer this 20th day of August, 1991 . John F e, City Finance Director/Clerk *Estimated, subject to change 1 Councilmember Pidcock introduced the following resolution and moved its adoption: $7, 235, 000* GENERAL OBLIGATION IMPROVEMENT REFUNDING BONDS, SERIES 1991D $420, 000* GENERAL OBLIGATION STATE-AID ROAD REFUNDING BONDS, SERIES 1991E AND $3, 130, 000* GENERAL OBLIGATION WATER AND SEWER REVENUE REFUNDING BONDS, SERIES 1991F BE IT RESOLVED by the City Council of the City of Eden Prairie, Minnesota (the City) , as follows: Section 1 . Purposes . It is hereby determined to be in the best interests of the City to" issue the following bonds, pursuant to the provisions of Minnesota Statutes, Chapter 475: (a) General Obligation Improvement Refunding Bonds, Series 1991D, in the approximate principal amount of $7, 235, 000 to refund in advance of their stated maturities the following issues : (i) General Obligation Improvement Bonds of 1983, dated December 1, 1983 - the 1992 through 2001 maturities; (ii) General Obligation Improvement Bonds of 1982, dated December 1, 1982 - the 1992 through. 2000 maturities; (iii) General Obligation Improvement Bonds of 1982, dated March 1, 1982 - the 1992 through 1995 maturities; and (iv) Improvement Bonds dated May 1, 1980 - the 1992 through 1998 maturities . (b) General Obligation State-Aid Road Refunding Bonds, Series 1991E, in the approximate principal amount of $420, 000 to refund in advance of their stated maturities the General Obligation State Aid Road Bonds of 1982, dated December 1, " 1982 - the 1994 through 2001 maturities. (c) General Obligation Water and Sewer Revenue Refunding Bonds, Series 1991F, in the approximate principal amount of $3, 130, 000 to refund in advance of their stated maturities the Water and Sewer Bonds dated May 1, 1980 - the 1992 through 2003 maturities . • *Estimated, subject to change. • Section 2 . Terms of Sales and Notices . Springsted Incorporated, financial consultant to the City, has presented to this Council forms of Official Terms of Offering and Notices of Sale for publication for each of the issues, which shall be placed on file by the Finance Director/Clerk. Each and all of the provisions of the Official Terms of Offering are hereby adopted as the terms and conditions of each of the issues and of the sale thereof. The Finance Director/Clerk is authorized and directed to cause the Notices of Sale to be published once in the official newspaper and once in a bond trade publication at least 10 days prior to the date on which bids for the purchase of the issues will be received. Section 3 . Sale Meeting. This Council shall meet at the City Hall on Tuesday, September 17, 1991, at 7 :30 o'clock P.M, for the purpose of considering sealed bids for the purchase of the issues and of taking such action thereo may b in the be interests of the City. s • Dougl s B. Tenpas, M or Attest :- _ J rane, Finance Director/Clerk • The motion for the adoption of the foregoing resolution was duly seconded by Councilmember Anderson and upon vote being taken thereon, the following voted in favor thereof: Richard Anderson, H. Martin Jessen, Jean Harris, Patricia Pidckock and Mayor Douglas Tenpas and the following voted against the same: None whereupon the resolution was declared duly passed and adopted. -2- OFFICIAL TERMS OF OFFERING • $7,235,000* CITY OF EDEN PRAIRIE, MINNESOTA GENERAL OBLIGATION IMPROVEMENT REFUNDING BONDS, SERIES 1991 D Sealed bids for the Bonds will be received by the City Finance Director or his designee on Tuesday, September 17, 1991, until 12:00 Noon, Central Time, at the offices of SPRINGSTED Incorporated, 85 East Seventh Place, Suite 100, Saint Paul, Minnesota, after which time they will be opened and tabulated. Consideration for award of the Bonds will be by the City Council at 7:30 P.M., Central Time, of the same day. DETAILS OF THE BONDS The Bonds will be dated October 1, 1991, as the date of original issue, and will bear interest payable on February 1 and August 1 of each year, commencing February 1, 1992. interest will be computed on the basis of a 360-day year of 'twelve 30-day months and will be rounded pursuant to rules of the MSRB. The Bonds will be issued in the denomination of$5,000 each, or in integral multiples thereof, as requested by the purchaser, and fully registered as to principal and interest. Principal will be payable at the main corporate office of the registrar and interest on each Bond will be payable by check or draft of the registrar mailed to the registered holder thereof at the holder's address as it appears on the books of the registrar as of the close of business on the 15th day of the immediately preceding month. The Bonds will mature February 1 in the years_ and amounts as follows: • 1992 $1,455,000 1996 $680,000 1999 $615,000 1993 $ 850,000 1997 $660,000 2000 $590,000 1994 $ 830,000 1998 $665,000 2001 $ 85,000 1995 $ 805,000 * The City reserves the right, after bids are opened and prior to award, to increase or reduce the principal amount of the Bonds offered for sale. Any such increase or reduction will be in a total amount not to exceed$100,000 and will be made in multiples of$5,000 in any of the maturities. In the event the principal amount of the Bonds is increased or reduced, any premium offered or any discount taken by the successful bidder will be increased or reduced by a percentage equal to the percentage by which the principal amount of the Bonds is increased or reduced. OPTIONAL REDEMPTION The City may elect on February 1, 1999, and on any day thereafter, to prepay Bonds due on or after February 1, 2000. Redemption may be in whole or in part and if in part, at the option of the City and in such manner as the City shall determine and within a maturity by lot as selected by the registrar. All prepayments shall be at a price of par and accrued interest. SECURITY AND PURPOSE The Bonds will be general obligations of the City for which the City will pledge its full faith and credit and power to levy direct general ad valorem taxes. In addition the City will pledge special assessments against benefited property. The proceeds will be used to refund in advance of their stated maturities the 1992 through 2001 maturities of the City's General • Obligation Improvement Bonds of 1983, dated December 1, 1983; the 1992 through 2000 maturities of the City's General Obligation Improvement Bonds of 1982, dated December 1, 1982; the 1992 through 1995 maturities of the City's General Obligation Improvement Bonds of -i - 1982, dated March 1, 1982; and to refund the outstanding maturities of the City's General Obligation Improvement Bonds of 1980, dated May 1, 1980. TYPE OF BID Bids shall be for not less than $7,162,650 and accrued interest on the total principal amount of the Bonds. Bids shall be accompanied by a Good Faith Deposit ("Deposit") in the form of a certified or cashier's check or a Financial Surety Bond in the amount of$72,350, payable to the order of the City. If a check is used, it must accompany each bid. If a Financial Surety Bond is used, it must be from an insurance company licensed to issue such a bond in the State of Minnesota, and preapproved by the City. Such bond must be submitted to Springsted Incorporated prior to the opening of the bids. The Financial Surety Bond must identify each bidder whose Deposit is guaranteed by such Financial Surety Bond. If the Bonds are awarded to a bidder using a Financial Surety Bond, then that purchaser is required to submit its Deposit to Springsted Incorporated in the form of a certified or cashier's check or wire transfer as instructed by Springsted Incorporated not later than 3:30 P.M., Central Time, on the next business day following the award. If such Deposit is not received by that time, the Financial Surety Bond may be drawn by the City to satisfy the Deposit requirement. The City will deposit the check of the purchaser, the amount of which will be deducted at settlement and no interest will accrue to the purchaser. In the event the purchaser fails to comply with the accepted bid, said amount will be retained by the City. No bid can be withdrawn after the time set for receiving bids unless the meeting of the City scheduled for award of the Bonds is adjourned, recessed, or continued to another date without award of the Bonds having been made. Rates shall be in integral multiples of 5/100 or 1/8 of 1%. Rates must be in ascending order. Bonds of the same maturity shall bear a single rate from the date of the Bonds to the date of maturity. No conditional bid will be accepted. • AWARD The Bonds will be awarded to the bidder offering the lowest interest rate to be determined on a true interest cost (TIC) basis. The City's computation of the interest rate of each bid, in accordance with customary practice, will be controlling. The City will reserve the right to: (i) waive non-substantive informalities of any bid or of matters relating to the receipt of bids and award of the Bonds, (ii) reject all bids without cause, and, (iii) reject any bid which the City determines to have failed to comply with the terms herein. BOND INSURANCE AT PURCHASER'S OPTION If the Bonds qualify for issuance of any policy of municipal bond insurance or commitment therefor at the option of the bidder, the purchase of any such insurance policy or the issuance of any such commitment shall be at the sole option and expense of the purchaser of the Bonds. Any increased costs of issuance of the Bonds resulting from such purchase of insurance shall be paid by the purchaser, except that, if the City has requested and received a rating on the Bonds from a rating agency, the City will pay that rating fee. Any other rating agency fees shall be the responsibility of the purchaser. Failure of the municipal bond insurer to issue the policy after Bonds have been awarded to the purchaser shall not constitute cause for failure or refusal by the purchaser to accept delivery on the Bonds. REGISTRAR • The City will name the registrar which shall be subject to applicable SEC regulations. The City will pay for the services of the registrar. -ii - CUSIP NUMBERS • If the Bonds qualify for assignment of CUSIP numbers such numbers will be printed on the Bonds, but neither the failure to print such numbers on any Bond nor any error with respect thereto will constitute cause for failure or refusal by the purchaser to accept delivery of the Bonds. The CUSIP Service Bureau charge for the assignment of CUSIP identification numbers shall be paid by the purchaser. SETTLEMENT Within 40 days following the date of their award, the Bonds will be delivered without cost to the purchaser at a place mutually satisfactory to the City and the purchaser. Delivery will be subject to receipt by the purchaser of an approving legal opinion of Dorsey & Whitney of Minneapolis, Minnesota, which opinion will be printed on the Bonds, and of customary closing papers, including a no-litigation certificate. On the date of settlement payment for the Bonds shall be made in federal, or equivalent, funds which shall be received at the offices of the City or its designee not later than 12:00 Noon, Central Time. Except as compliance with the terms of payment for the Bonds shall have been made impossible by action of the City, or its agents, the purchaser shall be liable to the City for any loss suffered by the City by reason of the purchaser's non-compliance with said terms for payment. OFFICIAL STATEMENT The City has authorized the preparation of an Official Statement containing pertinent information relative to the Bonds, and said Official Statement will serve as a nearly-final Official Statement within the meaning of Rule 15c2-12 of the Securities and Exchange Commission. For copies of the Official Statement and the Official Bid Form or for any additional information prior to sale, any prospective purchaser is referred to the Financial Advisor to the City, • Springsted Incorporated, 85 East Seventh Place, Suite 100, Saint Paul, Minnesota 55101, telephone (612) 223-3000. The Official Statement, when further supplemented by an addendum or addenda specifying the maturity dates, principal amounts and interest rates of the Bonds, together with any other information required by law, shall constitute a "Final Official Statement' of the City with respect to the Bonds, as that term is defined in Rule 15c2-12. By awarding the Bonds to any underwriter or underwriting syndicate submitting an Official Bid Form therefor, the City agrees that, no more than seven business days after the date of such award, it shall provide without cost to the senior managing underwriter of the syndicate to which the Bonds are awarded 290 copies of the Official Statement and the addendum or addenda described above. The City designates the senior managing underwriter of the syndicate to which the Bonds are awarded as its agent for purposes of distributing copies of the Final Official Statement to each Participating Underwriter. Any underwriter executing and delivering an Official Bid Form with respect to the Bonds agrees thereby that if its bid is accepted by the City (i) it shall accept such designation and (ii) it shall enter into a contractual relationship with all Participating Underwriters of the Bonds for purposes of assuring the receipt by each such Participating Underwriter of the Final Official Statement. Dated August 20, 1991 BY ORDER OF THE CITY COUNCIL /s/John Frane Finance Director/Clerk NOTICE OF SALE City of Eden Prairie Minnesota $7,235, 000* General Obligation Improvement Refunding Bonds, Series 1991D These Bonds will be offered for sale on sealed bids on Tuesday, September 17, 1991 . Bids will be accepted until 12:00 noon by the Finance Director/Clerk or his designee at the offices of Springsted Incorporated, 85 East Seventh Place, Suite 100, St. Paul, Minnesota 55101-2143, at which time the bids will be opened and tabulated for presentation to the City Council for action thereon at a meeting to be held at the City Hall at 7 :30 p.m. on the same day. No bid submitted can be withdrawn before the Council meeting. The Bonds will be issuable in fully registered form in denominations of $5, 000 or any integral multiple thereof, will be dated, as originally issued, as of October 1, 1991, will bear interest payable semiannually on each February 1 and August 1 to maturity, commencing February 1, 1992, and will mature on February 1 in the following years and amounts : Year Amount Year Amount 1992 $1, 455, 000 1997 $660, 000 1993 850, 000 1998 665, 000 1994 830, 000 1999 615,000 1995 805, 000 2000 590, 000 • 1996 680, 000 2001 85,000 The City reserves the right to increase or decrease the principal amount of the Bonds in an amount not to exceed $100, 000 on the day of sale. If the principal amount of the Bonds is adjusted, the purchase price will be adjusted proportionately. Bidders must specify a price of not less than $7, 162, 650 plus accrued interest . A legal opinion on the Bonds will be furnished by Dorsey & Whitney, of Minneapolis, Minnesota. Bidders should be aware that the Official Terms of Offering to be published in the Official Statement for the Bonds may contain additional bidding terms and information relative to the Bonds. In the event of a variance between statements in this Notice of Sale and said Official Terms of Offering, the provisions of the , latter shall control. Dated: August 20, 1991. BY ORDER OF THE CITY COUNCIL 1s/ John Frane, Finance Director/ Clerk *Estimated, subject to change. OFFICIAL TERMS OF OFFERING • $420,000* CITY OF EDEN PRAIRIE, MINNESOTA GENERAL OBLIGATION STATE-AID ROAD REFUNDING BONDS, SERIES 1991 E Sealed bids for the Bonds will be received by the City Finance Director or his designee on Tuesday, September 17, 1991, until 12:00 Noon, Central Time, at the offices of SPRINGSTED Incorporated, 85 East Seventh Place, Suite 100, Saint Paul, Minnesota, after which time they will be opened and tabulated. Consideration for award of the Bonds will be by the City Council at 7:30 P.M., Central Time, of the same day. DETAILS OF THE BONDS The Bonds will be dated October 1, 1991, as the date of original issue, and will bear interest payable on May 1 and November 1 of each year, commencing May 1, 1992. Interest will be computed on the basis of a 360-day year of twelve 30-day months and will be rounded pursuant to rules of the MSRB. The Bonds will be issued in the denomination of$5,000 each, or in integral multiples thereof, as requested by the purchaser, and fully registered as to principal and interest. Principal will be payable at the main corporate office of the registrar and interest on each Bond will be payable by check or draft of the registrar mailed to the registered holder thereof at the holder's address as it appears on the books of the registrar as of the close of business on the 15th day of the immediately preceding month. The Bonds will mature May 1 in the years and amounts as follows: • 1994 $50,000 1997 $55,000 2000 $50,000 1995 $60,000 1998 $55,000 2001 $45,000 1996 $55,000 1999 $50,000 The City reserves the right, after bids are opened and prior to award, to increase or reduce the principal amount of the Bonds offered for sale. Any such increase or reduction will be in a total amount not to exceed$20,000 and will be made in multiples of$5,000 in any of the maturities. In the event the principal amount of the Bonds is increased or reduced, any premium offered or any discount taken by the successful bidder will be increased or reduced by a percentage equal to the percentage by which the principal amount of the Bonds is increased or reduced. OPTIONAL REDEMPTION The City may elect on May 1, 1999, and on any day thereafter, to prepay Bonds due on or after May 1, 2000. Redemption may be in whole or in part and if in part, at the option of the City.and in such manner as the City shall determine and within a maturity by lot as selected by the registrar. All prepayments shall be at a price of par and accrued interest. SECURITY AND PURPOSE The Bonds will be general obligations of the City for which the City will pledge its full faith and credit and power to levy direct general ad valorem taxes. In addition the City will pledge annual allocations expected to be received from the Minnesota Department of Transportation. The proceeds will be used to refund in advance of maturity the 1994 through 2001 maturities of the City's General Obligation State Aid Road Bonds of 1982, dated December 1, 1982. - i - TYPE OF BID • Bids shall be for not less than $415,800 and accrued interest on the total principal amount of the Bonds. Bids shall be accompanied by a Good Faith Deposit ("Deposit") in the form of a certified or cashier's check or a Financial Surety Bond in the amount of$4,200, payable to the order of the City. If a check is used, it must accompany each bid. If a Financial Surety Bond is used, it must be from an insurance company licensed to issue such a bond in the State of Minnesota, and preapproved by the City. Such bond must be submitted to Springsted Incorporated prior to the opening of the bids. The Financial Surety Bond must identify each bidder whose Deposit is guaranteed by such Financial Surety Bond. If the Bonds are awarded to a bidder using a Financial Surety Bond, then that purchaser is required to submit its Deposit to Springsted Incorporated in the form of a certified or cashier's check or wire transfer as instructed by Springsted Incorporated not later than 3:30 P.M., Central Time, on the next business day following the award. If such Deposit is not received by that time, the Financial Surety Bond may be drawn by the City to satisfy the Deposit requirement. The City will deposit the check of the purchaser, the amount of which will be deducted at settlement and no interest will accrue to the purchaser. In the event the purchaser fails to comply with the accepted bid, said amount will be retained by the City. No bid can be withdrawn after the time set for receiving bids unless the meeting of the City scheduled for award of the Bonds is adjourned, recessed, or continued to another date without award of the Bonds having been made. Rates shall be in integral multiples of 5/100 or 1/8 of 1%. Rates must be in ascending order. Bonds of the same maturity shall bear a single rate from the date of the Bonds to the date of maturity. No conditional bid will be accepted. AWARD The Bonds will be awarded to the bidder offering the lowest interest rate to be determined on a. true interest cost (TIC) basis. The City's computation of the interest rate of each bid, in accordance with customary practice, will be controlling. The City will reserve the right to: (i) waive non-substantive informalities of any bid or of matters relating to the receipt of bids and award of the Bonds, (ii) reject all bids without cause, and, (iii) reject any bid which the City determines to have failed to comply with the terms herein. BOND INSURANCE AT PURCHASER'S OPTION 9 the Bonds qualify for issuance of any policy of municipal bond insurance or commitment therefor at the option of the bidder, the purchase of any such insurance policy or the issuance of any such commitment shall be at the sole option and expense of the purchaser of the Bonds. Any increased costs of issuance of the Bonds resulting from such purchase of insurance shall be paid by the purchaser, except that, if the City has requested and received a rating on the Bonds from a rating agency, the City will pay that rating fee. Any other rating agency fees shall be the responsibility of the purchaser. Failure of the municipal bond insurer to issue the policy after Bonds have been awarded to the purchaser shall not constitute cause for failure or refusal by the purchaser to accept delivery on the Bonds. REGISTRAR The City will name the registrar which shall be subject to applicable SEC regulations. The City will pay for the services of the registrar. -ii - CUSIP NUMBERS • If the Bonds qualify for assignment of CUSIP numbers such numbers will be printed on the Bonds, but neither the failure to print such numbers on any Bond nor any error with respect thereto will constitute cause for failure or refusal by the purchaser to accept delivery of the Bonds. The CUSIP Service Bureau charge for the assignment of CUSIP identification numbers shall be paid by the purchaser. SETTLEMENT Within 40 days following the date of their award, the Bonds will be delivered without cost to the purchaser at a place mutually satisfactory to the City and the purchaser. Delivery will be subject to receipt by the purchaser of an approving legal opinion of Dorsey & Whitney of Minneapolis, Minnesota, which opinion will be printed on the Bonds, and of customary closing papers, including a no-litigation certificate. On the date of settlement payment for the Bonds shall be made in federal, or equivalent, funds which shall be received at the offices of the City or its designee not later than 12:00 Noon, Central Time. Except as compliance with the terms of payment for the Bonds shall have been made impossible by action of the City, or its agents, the purchaser shall be liable to the City for any loss suffered by the City by reason of the purchaser's non-compliance with said terms for payment. OFFICIAL STATEMENT The City has authorized the preparation of an Official Statement containing pertinent information relative to the Bonds, and said Official, Statement will serve as a nearly-final Official Statement within the meaning of Rule 15c2-12 of the Securities and Exchange Commission. For copies of the Official Statement and the Official Bid Form or for any additional information • prior to sale, any prospective purchaser is referred to the Financial Advisor to the City, Springsted Incorporated, 85 East Seventh Place, Suite 100, Saint Paul, Minnesota 55101, telephone (612) 223-3000. The Official Statement, when further supplemented by an addendum or addenda specifying the maturity dates, principal amounts and interest rates of the Bonds, together with any other information required by law, shall constitute a "Final Official Statement' of the City with respect to the Bonds, as that term is defined in Rule 15c2-12. By awarding the Bonds to any underwriter or underwriting syndicate submitting an Official Bid Form therefor, the City agrees that, no more than seven business days after the date of such award, it shall provide without cost to the senior managing underwriter of the syndicate to which the Bonds are awarded 20 copies of the Official Statement and the addendum or addenda described above. The City designates the senior managing underwriter of the syndicate to which the Bonds are awarded as its agent for purposes of distributing copies of the Final Official Statement to each Participating Underwriter. Any underwriter executing and delivering an Official Bid Form with respect to the Bonds agrees thereby that if its bid is accepted by the City (1) it shall accept such designation and (ii) it shall enter into a contractual relationship with all Participating Underwriters of the Bonds for purposes of assuring the receipt by each such Participating Underwriter of the Final Official Statement. Dated August 20, 1991 BY ORDER OF THE CITY COUNCIL /s/John Frane Finance Director/Clerk NOTICE OF SALE City of Eden Prairie Minnesota $420, 000* General Obligation State-Aid Road Refunding Bonds, Series 1991E These Bonds will be offered for sale on sealed bids on Tuesday, September 17, 1991 . Bids will be accepted until 12:00 noon by the Finance Director/Clerk or his designee at the offices of Springsted Incorporated, 85 East Seventh Place, Suite 100, St. Paul, Minnesota 55101-2143, at which time the bids will be opened and tabulated for presentation to the City Council for action thereon at a meeting to be held at the City Hall at 7 :30 p.m. on the same day. No bid submitted can be withdrawn before the Council meeting. The Bonds will be issuable in fully registered form in denominations of $5, 000 or any integral multiple thereof, will be dated, as originally issued, as of October 1, 1991, will bear interest payable semiannually on each May 1 and November 1 to maturity, commencing May 1, 1992, and will mature on May 1 in the following years and amounts : yga Amount 1994 $50, 000 1995 60, 000 1996 55, 000 1997 55, 000 • 1998 55,000 1999 50, 000 2000 50,000 2001 45, 000 The City reserves the right to increase or decrease the principal amount of the Bonds in an amount not to exceed $20, 000 on the day of sale. If the principal amount of the Bonds is adjusted, the purchase price will be adjusted proportionately. Bidders must specify a price of not less than $415, 800 plus accrued interest . A legal opinion on the Bonds will be furnished by Dorsey & Whitney, of Minneapolis, Minnesota. Bidders should be aware that the Official Terms of Offering to be published in the Official Statement for the Bonds may contain additional bidding terms and information relative to the Bonds. In the event of a variance between statements in this Notice of Sale and said Official Terms of Offering, the provisions of the latter shall control. Dated: August 20, 1991. BY ORDER OF THE CITY COUNCIL /s/ John Frane, Finance Director/Clerk • *Estimated, subject to change. • OFFICIAL TERMS OF OFFERING $3,130,000* CITY OF EDEN PRAIRIE, MINNESOTA GENERAL OBLIGATION WATER AND SEWER REVENUE REFUNDING BONDS, SERIES 1991 F Sealed bids for the Bonds will be received by the City Finance Director or his designee on Tuesday,. September 17, 1991, until 12:00 Noon, Central Time, at the offices of SPRINGSTED Incorporated, 85 East Seventh Place, Suite 100, Saint Paul, Minnesota, after which time they will be opened and tabulated. Consideration for award of the Bonds will be by the City Council at 7:30 P.M., Central Time, of the same day. DETAILS OF THE BONDS The Bonds will be dated October 1, 1991, as the date of original issue, and will bear interest payable on February 1 and August 1 of each year, commencing February 1, 1992. Interest will be computed on the basis of a 360-day year of twelve 30-day months and will be rounded pursuant to rules of the MSRB. The Bonds will be issued in the denomination of$5,000 each, or in integral multiples thereof, as requested by the purchaser, and fully registered as to principal and interest. Principal will be payable at the main corporate office of the registrar and interest on each Bond will be payable by check or draft of the registrar mailed to the registered holder thereof at the holder's address as it appears on the books of the registrar as of the close of business on the 15th day of the immediately preceding month. . The Bonds will mature February 1 in the years and amounts as follows: 1992 $200,000 1996 $240,000 2000 $295,000 1993 $205,000 1997 $260,000 2001 $310,000 1994 $225,000 1998 $280,000 2002 $300,000 1995 $220,000 1999 $275,000 2003 $320,000 The City reserves the right, after bids are opened and prior to award, to increase or reduce the principal amount of the Bonds offered for sale. Any such increase or reduction will be in a total amount not to exceed$100,000 and will be made in multiples of$5,000 in any of the maturities. in the event the principal amount of the Bonds is increased or reduced, any premium offered or any discount taken by the successful bidder will be increased or reduced by a percentage equal to the percentage by which the principal amount of the Bonds is increased or reduced. OPTIONAL REDEMPTION The City may elect on February 1, 1999, and on any day thereafter, to prepay Bonds due on or after February 1, 2000. Redemption may be in whole or in part and if in part, at the option of the City and in such manner as the City shall determine and within a maturity by lot as selected by the registrar. All prepayments shall be at a price of par and accrued interest. SECURITY AND PURPOSE The Bonds will be general obligations of the City for which the City will pledge its full faith and credit and power to levy direct general ad valorem taxes. In addition the City will pledge net • revenues of the City's Water and Sewer Utility. The proceeds will be used to refund all outstanding maturities of the City's General Obligation Water and Sewer Revenue Bonds of 1980, dated May 1, 1980. -i - • TYPE OF BID • Bids shall be for not less than $3,098,700 and accrued interest on the total principal amount of the Bonds. Bids shall be accompanied by a Good Faith Deposit ("Deposit") in the form of a certified or cashier's check or a Financial Surety Bond in the amount of$31,300, payable to the order of the City. If a check is used, it must accompany each bid. If a Financial Surety Bond is used, it must be from an insurance company licensed to issue such a bond in the State of Minnesota, and preapproved by the City. Such bond must be submitted to Springsted Incorporated prior to the opening of the bids. The Financial Surety Bond must identify each bidder whose Deposit is guaranteed by such Financial Surety Bond. If the Bonds are awarded to a bidder using a Financial Surety Bond,then that purchaser is required to submit its Deposit to Springsted Incorporated in the form of a certified or cashier's check or wire transfer as instructed by Springsted Incorporated not later than 3:30 P.M., Central Time, on the next business day following the award. If such Deposit is not received by that time, the Financial Surety Bond may be drawn by the City to satisfy the Deposit requirement. The City will deposit the check of the purchaser, the amount of which will be deducted at settlement and no interest will accrue to the purchaser. In the event the purchaser fails to comply with the accepted bid, said amount will be retained by the City. No bid can be withdrawn after the time set for receiving bids unless the meeting of the City scheduled for award of the Bonds is adjourned, recessed, or continued to another date without award of the Bonds having been made. Rates shall be in integral multiples of 5/100 or 1/8 of 1%. Rates must be in ascending order. Bonds of the same maturity shall bear a single rate from the date of the Bonds to the date of maturity. No conditional bid will be accepted. AWARD The Bonds will be awarded to the bidder offering the lowest interest rate to be determined on a • true interest cost (TIC) basis. The City's computation of the interest rate of each bid, in accordance with customary practice, will be controlling. The City will reserve the right to: (i) waive non-substantive informalities of any bid or of matters relating to the receipt of bids and award of the Bonds, (ii) reject all bids without cause, and, (iii) reject any bid which the City determines to have failed to comply with the terms herein. BOND INSURANCE AT PURCHASER'S OPTION If the Bonds qualify for issuance of any policy of municipal bond insurance or commitment therefor at the option of the bidder, the purchase of any such insurance policy or the issuance of any such commitment shall be at the sole option and expense of the purchaser of the Bonds. Any increased costs of issuance of the Bonds resulting from such purchase of insurance shall be paid by the purchaser, except that, if the City has requested and received a rating on the Bonds from a rating agency, the City will pay that rating fee. Any other rating agency fees shall be the responsibility of the purchaser. Failure of the municipal bond insurer to issue the policy after Bonds have been awarded to the purchaser shall not constitute cause for failure or refusal by the purchaser to accept delivery on the Bonds. REGISTRAR The City will name the registrar which shall be subject to applicable SEC regulations. The City will pay for the services of the registrar. - ii - • CUSIP NUMBERS If the Bonds qualify for assignment of CUSIP numbers such numbers will be printed on the Bonds, but neither the failure to print such numbers on any Bond nor any error with respect thereto will constitute cause for failure or refusal by the purchaser to accept delivery of the Bonds. The CUSIP Service Bureau charge for the assignment of CUSIP identification numbers shall be paid by the purchaser. SETTLEMENT Within 40 days following the date of their award, the Bonds will be delivered without cost to the purchaser at a place mutually satisfactory to the City and the purchaser. Delivery will be subject to receipt by the purchaser of an approving legal opinion of Dorsey & Whitney of Minneapolis, Minnesota, which opinion will be printed on the Bonds, and of customary closing papers, including a no-litigation certificate. On the date of settlement payment for the Bonds shall be made in federal, or equivalent, funds which shall be received at the offices of the City or its designee not later than 12:00 Noon, Central Time. Except as compliance with the terms of payment for the Bonds shall have been made impossible by action of the City, or its agents, the purchaser shall be liable to the City for any loss suffered by the City by reason of the purchaser's non-compliance with said terms for payment. OFFICIAL STATEMENT The City has authorized the preparation of an Official Statement containing pertinent information relative to the Bonds, and said Official Statement will serve as a nearly-final Official Statement within the meaning of Rule 15c2-12 of the Securities and Exchange Commission. For copies of the Official Statement and the Official Bid Form or for any additional information • prior to sale, any prospective purchaser is referred to the Financial Advisor to the City, Springsted Incorporated, 85 East Seventh Place, Suite 100, Saint Paul, Minnesota 55101, telephone (612) 223-3000. The Official Statement, when further supplemented by an addendum or addenda specifying the maturity dates, principal amounts and interest rates of the Bonds, together with any other information required by law, shall constitute a "Final Official Statement" of the City with respect to the Bonds, as that term is defined in Rule 15c2-12. By awarding the Bonds to any underwriter or underwriting syndicate submitting an Official Bid Form therefor, the City agrees that, no more than seven business days after the date of such award, it shall provide without cost to the senior managing underwriter of the syndicate to which the Bonds are awarded 125 copies of the Official Statement and the addendum or addenda described above. The City designates the senior managing underwriter of the syndicate to which the Bonds are awarded as its agent for purposes of distributing copies of the Final Official Statement to each Participating Underwriter. Any underwriter executing and delivering an Official Bid Form with respect to the Bonds agrees thereby that if its bid is accepted by the City (i) it shall accept such designation and (ii) it shall enter into a contractual relationship with all Participating Underwriters of the Bonds for purposes of assuring the receipt by each such Participating Underwriter of the Final Official Statement. Dated August 20, 1991 BY ORDER OF THE CITY COUNCIL /s/John Frane Finance Director/Clerk • A NOTICE OF SALE • City of Eden Prairie Minnesota $3, 130, 000* General Obligation Water and Sewer Revenue Refunding Bonds, Series 1991F These Bonds will be offered for sale on sealed bids on Tuesday, September 17, 1991 . Bids will be accepted until 12 :00 noon by the Finance Director/Clerk or his designee at the offices of Springsted Incorporated, 85 East Seventh Place, Suite 100, St. Paul, Minnesota 55101-2143, at which time the bids will be opened and tabulated for presentation to the City Council for action thereon at a meeting to be held at the City Hall at 7 :30 p.m. on the same day. No bid submitted can be withdrawn before the Council meeting. The Bonds will be issuable in fully registered form in denominations of $5, 000 or any integral multiple thereof, will be dated, as originally issued, as of October 1, 1991, will bear interest payable semiannually on each February 1 and August 1 to maturity, commencing February 1, 1992, and will mature on February 1 in the following years and amounts: Year Amount Year Amount 1992 $200, 000 1998 $280, 000 1993 205, 000 1999 275, 000 1994 225, 000 2000 295, 000 1995 220, 000 2001 310, 000 • 1996 240, 000 2002 300, 000 1997 260, 000 2003 320, 000 The City reserves the right to increase or decrease the principal amount of the Bonds in an amount not to exceed $100, 000 on the day of sale. If the principal amount of the Bonds is adjusted, the purchase price will be adjusted proportionately. Bidders must specify a price of not less than $3, 098,700 plus accrued interest. A legal opinion on the Bonds will be furnished by Dorsey & Whitney, of Minneapolis, Minnesota. Bidders should be aware that the Official Terms of Offering to be published in the Official Statement for the Bonds may contain additional bidding terms and information relative to the Bonds . In the event of a variance between statements in this Notice of Sale and said Official .Terms of Offering, the provisions of the latter shall control. Dated: August 20, 1991. BY ORDER OF THE CITY COUNCIL 1s/ John Frane, Finance Director/Clerk *Estimated, subject to change.