Loading...
HomeMy WebLinkAboutResolution - 93-54 - Authorizing Issuance, Awarding Sale, Etc. for $3,400,000 GO Park Bonds - 04/06/1993 Member Jessen introduced the fpllowing resolution and moved its adoption: RESOLUTION NO. 93-54 RESOLUTION RELATING TO $3, 400,000 GENERAL OBLIGATION PARK BONDS, SERIES 1993A; AUTHORIZING THE ISSUANCE, AWARDING THE SALE, FIXING THE FORM AND DETAILS AND PROVIDING FOR THE EXECUTION AND DELIVERY THEREOF AND SECURITY THEREFOR BE IT RESOLVED by the City Council of the City of Eden Prairie, Minnesota (the "City") , as follows: Section 1 . Authorization and Sale. 1 .01. Authorization. It is hereby determined to be necessary and appropriate for the City to issue and sell its General Obligation Park Bonds, Series 1993A, in the aggregate principal amount of $3, 400, 000 (the "Bonds") of the City to provide funds to finance the development of land and facilities for the City's program of public recreation (the "Improvements") , pursuant to Minnesota Statutes, Chapter 475 and the approval of a • majority of the votes cast at an election duly called and held in the City on March 17, 1992 . 1 .02 . Sale. The City has retained Springsted Incorporated as independent financial advisors in connection with the sale of the Bonds . Pursuant to Minnesota Statutes, Section 475 . 60, subdivision 2, paragraph (9) , the requirements as to public sale do not apply to the issuance of the Bonds. Springsted Incorporated has been authorized to prepare a form of Terms of Proposal for soliciting bids on the Bonds and this Council hereby ratifies and confirms such Terms of Proposal. Pursuant to such solicitation, 3 sealed bids for the purchase of the Bonds were received at or before the time specified for receipt of bids. The bids have been opened and publicly read and considered, and the purchase price, interest rates and net interest cost under the terms of each bid have been determined. The most favorable proposal received is that of Norwest Investment Services, Inc. , of Minneapolis , Minnesota (the "Purchaser") , to purchase the Bonds at a price of $3 ,360 ,900 plus interest accrued on the Bonds to the date of delivery, the Bonds to bear interest at the rates set forth in Section 2.01 hereof. The proposal is reasonable and advantageous to the City and 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 with the Purchaser for the sale of the Bonds. The City Finance Director/Clerk shall deposit the good faith deposit of the 0 Purchaser in accordance with the Terms of Proposal but the good faith checks of the unsuccessful bidders shall be returned forthwith. 1 .03 . Recitals . 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 the security therefor and to issue the Bonds forthwith. Section 2 . Form of Bonds . The Bonds shall be prepared in substantially the following form: -2- [Face of the Bonds] UNITED STATES OF AMERICA STATE OF MINNESOTA COUNTY OF HENNEPIN CITY OF EDEN PRAIRIE GENERAL OBLIGATION PARK BOND SERIES 1993A No. $ Date of Interest Rate Maturity Date Original Issue CUSIP May 1, 1993 SEE REVERSE FOR REGISTERED OWNER: CERTAIN DEFINITIONS PRINCIPAL AMOUNT: DOLLARS FOR VALUE RECEIVED, THE CITY OF EDEN PRAIRIE, Hennepin County, Minnesota (the "City") , 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, and to pay interest thereon from May 1, 1993, or from the most recent date to which interest has been paid or duly provided for, at the annual rate specified above, all subject to the provisions referred to herein with respect to the redemption of the principal of this Bond before maturity. Interest hereon is payable on February 1 and August 1 in each year, commencing February 1, 1994, to the person in whose name this Bond is registered at the close of business on the 15th day (whether or not a business day) of the immediately preceding month. The interest hereon and, upon presentation and surrender hereof at the principal office of the Registrar described below, the principal hereof are payable in lawful money of the United States of America by check or draft drawn on , in , , as bond registrar, transfer agent and paying agent, or its successor designated under the Resolution described herein (the "Registrar") . For the prompt and full payment of such principal and interest as the same become due, the full faith, credit and taxing powers of the City are hereby irrevocably pledged. Additional provisions of this Bond are contained on the reverse hereof and such provisions shall for all purposes have the same effect as though fully set forth hereon. -3- This Bond shall not be valid or become obligatory for any purpose or be entitled to any security or benefit under the Resolution until the Certificate of Authentication hereon shall have been executed by the Registrar by the 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 Bond to be executed by the facsimile signatures of the Mayor and the City Manager. (Facsimile Signature) (Facsimile Signature) City Manager Mayor Dated: CERTIFICATE OF AUTHENTICATION This is one of the Bonds delivered pursuant to the Resolution mentioned within. as Registrar By Authorized Representative (Reverse of the Bonds] This Bond is one of an issue in the aggregate principal amount of $3, 400, 000 (the "Bonds") , issued to provide funds to develop land and facilities for the City's program of public recreation, and is issued pursuant to the requisite majority vote of the electors of the City voting at an election duly called and held, and pursuant to a resolution adopted by the City Council on April 6, 1993 (the "Resolution") , and pursuant to and in full conformity with the provisions of the Constitution and laws of the State of Minnesota thereunto enabling, including Minnesota Statutes, Section 471 .191 and Chapter 475, as amended. The Bonds are issuable only as fully registered bonds, in denominations of $5, 000 or any multiple thereof, of single maturities. Bonds having stated maturities in 2003 and earlier years are payable on their respective stated maturity dates without option of prior payment, but Bonds having stated maturity dates in 2004 and later years are each subject to redemption, at the option of the City, in whole or in part, and if in part in such amounts and from such maturities as the City may designate and within a maturity in $5, 000 principal amounts selected by lot or other • manner deemed fair by the Registrar, on February 1, 2003 and any date thereafter, at a price equal to the principal amount thereof -4- to be redeemed plus interest accrued to the date of redemption. At least thirty days before the date specified for redemption, the City will cause notice of redemption to be mailed, by first class mail, to the Registrar and the registered owner of any Bond to be redeemed at the owner's address as it appears on the bond register maintained by the Registrar, but no defect in or failure to give such mailed notice 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. 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 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 Bonds of other authorized denominations. Upon any 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 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 Registrar shall be affected by any notice to the contrary. This Bond has not been designated by the City 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 precedent to and in the issuance of this Bond in order to make it 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 time, form and manner as so required; that prior to the issuance hereof the City Council has by the Resolution covenanted and agreed to levy ad valorem taxes on all taxable property in the City, which taxes are collectible in the- years and amounts required to produce sums not -5- less than five percent in excess of the principal of and interest on the Bonds as such principal and interest respectively become due, and additional ad valorem taxes, if needed, will be levied upon all taxable property in the City, without limitation as to rate or amount; and that the issuance of the Bonds does not cause the indebtedness of the City to exceed any constitutional or statutory limitation. The following abbreviations, when used in the inscription on the face of this Bond, shall be construed as though they were written out in full according to applicable laws or regulations: TEN COM —as tenants UTMA— by. . . . . . .as Custodian for . . . . . . in common (Cust) (Minor) TEN ENT —as tenants under Uniform Transfers to Minors Act by the entireties . . . . . . . . . . . . . . • (State) JT TEN —as joint tenants with right of survivorship and not as tenants in common Other abbreviations may also be used. • -6- (Following the opinion of Bond Counsel] We certify that the foregoing is a true copy of the opinion of Bond Counsel on the issue of Bonds of the City of Eden Prairie, Minnesota, which includes the within Bond, dated as of the date of original delivery of and payment for the Bonds. (Facsimile Signature) (Facsimile Signature) City Manager Mayor ASSIGNMENT FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers unto the within Bond and all rights thereunder, and hereby irrevocably constitutes and appoints attorney to transfer the within Bond on the books kept for registration thereof, with full power of substitution in the premises. Dated: PLEASE INSERT SOCIAL SECURITY OR OTHER IDENTIFYING NUMBER NOTICE: The signature to this OF ASSIGNEE: assignment must correspond with the name as it appears upon the face of the within Bond in every particular, without alteration, enlargement or any change whatsoever. SIGNATURE GUARANTEE Signature (s) must be guaranteed by a commercial bank or trust company or by a brokerage firm having a membership in one of the major stock exchanges. Section 3 . Bond Terms, Execution and Delivery. 3.01 . pates. Maturities, Interest Rates, Denominations. Payment . The City shall forthwith issue and deliver the Bonds, which shall be denominated "General Obligation Park Bonds, Series 1993A11, in the aggregate principal amount of $3,400,000. The Bonds shall be dated, as originally issued, as of May 1, 1993, shall each be in the denomination of $5, 000 or any integral multiple thereof of single maturities, shall mature on February 1 in the years and amounts set forth below, and Bonds maturing in such years and amounts shall bear interest from May 1, 1993 until paid or duly called for redemption at the rates per annum shown opposite such years and amounts as follows: -7- iYear Amount Rate Year Amount Rate 1998 $150,000 4 . 50% 2006 $210, 000 5. 60% 1999 155,000 4. 75 2007 220,000 5. 65 2000 160,000 4 . 90 2008 230,000 5.70 2001 165,000 5. 00 2009 245,000 5. 75 2002 175,000 5.15 2010 260,000 5. 80 2003 185,000 5. 30 2011 270,000 5.80 2004 190,000 5. 40 2012 285,000 5. 85 2005 200,000 5. 50 2013 300,000 5. 85 The Bonds shall be issued only in fully registered form. The interest thereon and, upon surrender of each Bond at the principal office of the Registrar described herein, the principal thereof, shall be payable by check or draft drawn on the Registrar. Upon the original issuance of the Bonds to the Purchaser and upon each subsequent transfer or exchange of a Bond pursuant to Section 3.03, the Registrar shall date each Bond it delivers as of the date of authentication. 3 .02. Interest Payment Dates . Interest on the Bonds shall be payable on each February 1 and August 1, commencing February 1, 1994, to the owners of record thereof as such appear on the bond register at 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 for the Bonds (the "Registrar") . The effect of registration and the rights and duties of the City and the Registrar with respect thereto shall be as follows : (a) Register. The Registrar shall keep at its principal office a bond register in which the Registrar shall provide for the registration of ownership of Bonds and the registration of transfers and exchanges of Bonds entitled to be registered, transferred or exchanged. (b) Transfer of Bonds. Upon surrender to the Registrar for transfer of any Bond duly endorsed by the registered owner thereof or accompanied by a written instrument of transfer, in form satisfactory to the Registrar, duly executed by the registered owner thereof or by an attorney duly authorized by the registered owner in writing, the Registrar shall authenticate and deliver, in the name of the designated transferee or transferees, one or more new Bonds of a like aggregate principal amount and maturity, as requested by the transferor. The Registrar may, however, close the books for registration of any transfer of any Bond or portion thereof selected or called for redemption. -8- (c) Exchange of Bonds. Whenever any Bond is surrendered by the registered owner for exchange, the Registrar shall authenticate and deliver one or more new Bonds of a like aggregate principal amount, interest rate and maturity, as requested by the registered owner or the owner's attorney duly authorized in writing. (d) Cancellation. All Bonds surrendered upon any transfer or exchange shall be promptly cancelled by the Registrar and thereafter disposed of as directed by the City. (e) Improper or Unauthorized Transfer. •When any Bond is presented to the Registrar for transfer, the Registrar may refuse to transfer the same until it is satisfied that the endorsement on such Bond or separate instrument of transfer is valid and genuine and that the requested transfer- is legally authorized. The Registrar shall incur no liability for its refusal, in good faith, to make transfers which it, in its judgment, deems improper or unauthorized. (f) persons Deemed owners. The City and the Registrar may treat the person in whose name any Bond is at any time registered in the bond register as the absolute owner of such Bond, whether such Bond shall be overdue or not, for the purpose of receiving payment of, or on account of, the principal of and interest on such Bond and for all other purposes, and all such payments so made to any such registered owner or upon the owner's order shall be valid and effectual to satisfy and discharge the liability of the City upon such Bond to the extent of the sum or sums so paid. (g) Taxes, Fees and Charges. For every transfer or exchange of Bonds (except for an exchange upon the 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, 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 filing with the Registrar evidence satisfactory to it that such Bond was lost, stolen or destroyed, and of the ownership thereof, and upon furnishing to the Registrar an appropriate bond or indemnity in form, substance and amount as may be required by law and as is satisfactory to the Registrar, 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 -9- destroyed Bond has already matured or been called for redemption in accordance with its terms, it shall not be • necessary to issue a new Bond prior to payment. (i) Authenticating Agent . The Registrar is hereby designated authenticating agent for the Bonds, within the meaning of Minnesota Statutes, Section 475.55, Subdivision 1, as amended. 3.04 . Appointment of Tnitia? Registrar. The City hereby appointsFirst Trust National Association, St. Paul , Minnesota as the initial Registrar. The Mayor and the City Manager are authorized to execute and deliver a contract withFirst Trust National Association on behalf of the City. 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 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 and shall deliver the bond register to the successor Registrar. On or before each principal or interest due date, without further order of this Council, the City Finance Director/Clerk shall transmit to the Registrar, money sufficient for the payment of all principal and interest then due. 3.05. Redemption. Bonds maturing in 2003 and earlier years shall not be subject to redemption, but Bonds with stated maturities in 2004 and later years shall each be subject to redemption, at the option of the City, in whole or in part, and if in part in such order as the City shall determine and within a maturity in $5, 000 principal amounts selected by the Registrar by lot or other manner it deems fair, on February 1, 2003, and any date thereafter, at a price equal to the principal amount thereof to be redeemed with interest accrued to the date of redemption. The City Finance Director/Clerk shall cause notice of redemption to be mailed, at least 30 days prior to the designated redemption date, by first class mail, to the Registrar and to the registered owners of each Bond to be redeemed at their addresses as they appear on the bond register described in Section 3.03, but no defect in or failure to give such mailed notice 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. -10- In addition to the notice prescribed by the preceding paragraph, the City Finance Director/Clerk shall also give, or cause to be given, notice of the redemption of any Bond or Bonds • or portions thereof at least 35 days before the redemption date by first class mail or telecopy to the Purchaser and all registered securities depositories then in the business of holding substantial amounts of obligations of the character of the Bonds (such depositories now being The Depository Trust Company, of Garden City, New York; Midwest Securities Trust Company, of Chicago, Illinois; and Philadelphia Depository Trust Company, of Philadelphia, Pennsylvania) and one or more national information services that disseminate information regarding municipal bond redemptions; provided that any defect in or any failure to give any notice of redemption prescribed by this paragraph shall not affect the validity of the proceedings for the redemption of any Bond or portion thereof. 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, upon surrender of such Bond to the Registrar, one or more new Bonds in authorized denominations equal in principal amount to the unredeemed portion of the Bond so surrendered. 3.06. Preparation and Delivery. The Bonds shall be prepared under the direction of the City Finance Director/Clerk 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. The seal of the City need not be affixed to or imprinted on any Bond. 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 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 Finance Director/Clerk 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. -11- Section 4 . Security Provisions. • 4 .01. Sinking Fund. There is hereby created a sinking fund for the Bonds (the "Sinking Fund") , to be' held and administered by the City Finance Director/Clerk separate and apart from all other funds of the City and used for no purpose other than the payment of the principal of and interest on the Bonds or the payment from time to time to the United States of amounts required by Section 148 (f) of the Code; provided, that if any payment of principal and interest shall become due when there is not sufficient money in said fund therefor, the City Finance Director/Clerk shall pay the same from the general fund of the City, and the general fund shall be reimbursed for such advance out of the proceeds of all taxes levied pursuant to this resolution and all other moneys received for or appropriated to the payment of principal and interest. There shall be credited to the Sinking Fund, from the proceeds and immediately upon delivery of the Bonds to the original purchasers, the sum of $ -0- , which amount represents a part of the interest to accrue on the Bonds prior to the anticipated date of commencement of the collection of the taxes hereinafter levied for payment of the Bonds and interest thereon. 4 .02 . Tax Levy. For the prompt and full payment of the principal of and interest on the Bonds as the same respectively become due, the full faith, credit and taxing powers of the City shall be and are hereby irrevocably pledged. To provide moneys for the payment thereof, there is hereby levied upon all of the taxable property of the City. a direct, annual ad valorem tax, which shall be collectible with other taxes in the years and amounts as follows: Levy Collection Levy Collection Year Year Amount Year Year Amount 1993 1994 $342 ,935 2003 2004 $343,718 1994 1995 195,962 2004 2005 342,668 1995 1996 195,962 2005 2006 340,820 1996 1997 353,462 2006 2007 338,268 1997 1998 351,624 2007 2008 340,253 1998 1999 349,144 2008 2009 341,211 1999 2000 346,162 2009 2010 335,877 2000 2001 347,999 2010 2011 335,184 2001 2002 349 ,036 2011 2012 333,428 2002 2003 343 ,991 The foregoing tax levies are such that if collected in full they will produce at least five percent (50) in excess of the amount needed to pay when due the principal of and interest on the Bonds. Said taxes shall be irrepealable 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 provided in Minnesota Statutes, Section 475. 61. -12- Section 5. Defeasance. When all of the Bonds have been discharged as provided in this Section 5, all pledges, covenants • and other rights granted by this resolution to the owners of the Bonds shall cease. The City may discharge its obligations with respect to any Bonds which are due on any date by irrevocably depositing with the Registrar on or before that date a sum sufficient for the payment thereof in full; or, if any Bond should not be paid when due., the City may nevertheless'discharge its liability 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 Bonds called for redemption on any date when they are prepayable according to their terms, by depositing with the Registrar on or before that date a sum sufficient for the payment thereof in full; provided that notice of the redemption thereof has been duly given as provided in Section 3.05 . The City may also at any time discharge its obligations with respect to any Bonds, subject to the provisions of law now or hereafter authorizing and regulating such action, by depositing irrevocably in escrow, with a bank qualified by law as an escrow agent for this purpose, cash or securities which are general obligations of the United States or securities of United States agencies 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 irrevocably provided for, to such earlier redemption date. • Section 6. County Auditor Registration. Certification of Proceedings and Official Statement . 6.01. County Auditor Registration. 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 other information as the County Auditor shall require, and to obtain from said County Auditor a certificate that the Bonds have been entered on the County Auditor's bond register and the taxes required by law for the payment of the Bonds have been levied. 6.02 . Certification of Proceedings . The officers of the City and the County Auditor of Hennepin County are hereby authorized and directed to prepare and. furnish to the Purchaser and to Dorsey & Whitney, Bond Counsel to the City, certified copies of all proceedings and records of the City, and such other affidavits, certificates and information as may be required to show the facts relating to the legality and marketability of the Bonds as the same appear from the books and records under their custody and control or as otherwise known to them, and all such certified copies, certificates and affidavits, including any heretofore furnished, shall be deemed representations of the City as to the facts recited therein. • -13- 6.03. Official Statement. The Official Statement relating to the Bonds, dated March 25 , 1993, prepared and distributed on behalf of the City by Springsted Incorporated is hereby approved • and the determination of the City Finance Director/Clerk that the Official Statement has been deemed final for purposes of SEC Rule 15c2-12 (b) (1) is hereby ratified and confirmed. 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 and to deliver to the Purchaser within seven business days after the date of adoption of this resolution copies of the Official Statement in accordance with the Terms of Proposal, supplemented so as to contain the terms of the Bonds as set forth in this resolution and the reoffering and other information provided by the Purchaser for inclusion in the Official Statement. Section 7. Tax Matters . 7 .01 . Use of Improvements. The Improvements and any other improvements financed pursuant to Section 4 .01 will be owned and maintained by the City and available for use by members of the general public on a substantially equal basis. The City shall not enter into any lease, use or other agreement with any non- governmental person relating to the use of such improvements or security for the payment of the Bonds which might cause the Bonds to be considered "private activity bonds" or "private loan bonds" within the meaning of Section 141 of the Internal Revenue Code of 1986, as amended (the "Code") . 7 .02 . General Covenant . The City covenants and agrees with the owners 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 includable in gross income for federal income tax purposes under the Code and applicable Treasury Regulations (the "Regulations") , and covenants to take any and all actions within its powers to ensure that the interest on the Bonds will not become includable in gross income for federal income tax purposes under the Code and the Regulations. 7 .03 . 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 certificate in accordance with the provisions of Section 148 of the Code, and Sections 1.103-13, 1.103-14 and 1 .103-15 of the Regulations, stating that on the basis of facts, estimates and circumstances in existence on the date of issue and delivery of the Bonds, it is reasonably expected that the proceeds of the Bonds will be used in a manner that would not cause the Bonds to be "arbitrage. bonds" within the meaning of Section 148 of the Code and the Regulations. -14- 7 .04. Arbitrage Rebate. The City acknowledges that the Bonds are subject to the rebate requirements of Section 148 (f) of the • Code. The City covenants and agrees to retain such records, make such determinations, file such reports and documents and pay such amounts at such times as are required under said Section 148 (f) and applicable Treasury Regulations to preserve the exclusion of interest on the Bonds from gross income for federal income tax purposes, unless the Bonds qualify for the exception from the rebate requirement under Section 148 (f) (4) (B) of the Code and no "gross proceeds" of the Bonds (other than amounts constituting a "bona fide debt service fund") arise during or after the expenditure of the original proceeds thereof. In furtherance of the foregoing, the City Finance Director/Clerk is hereby authorized and directed to execute a Rebate Certificate, dated as of the date of delivery of the Bonds, and the City hereby covenants and agrees to observe and perform the covenants and agreements contained therein, unless amended or terminated in accordance with the provisions thereof. 7 .05. Reimbursement Regulations. The provisions of this Section 7 .05 are intended to establish and provide for the City's compliance with Treasury Regulations, Section 1.103-18 (the "Reimbursement Regulations") applicable to the "reimbursement proceeds" of the Bonds, being those proceeds which will be used by the City to reimburse itself for any expenditure with respect to the Improvements which the City paid or will have paid prior to the issuance of the Bonds (a "Reimbursement Expenditure") . • The City hereby certifies and/or covenants as follows: (a) On or before the date of payment of each Reimbursement Expenditure, the City (or person designated to do so on behalf of the City) made or will have made a written declaration of the City's official intent (a "Declaration") which complies with the provisions of Section 1.103-18 (f) of the Reimbursement Regulations; provided, however, that no such Declaration shall be necessary (i) with respect to certain unforeseeable expenditures, if any, with respect to the Improvements meeting the requirements of Section 1.103- 18 (i) (1) of the Reimbursement Regulations, or (ii) with respect to "preliminary expenditures" for the Improvements as defined in Section 1.103-18 (i) (2) of the Reimbursement 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, or (iii) with respect to Reimbursement Expenditures made by the City prior to March 2, 1992 for the Improvements; provided there exists objective evidence, within the meaning of the Reimbursement Regulations, that at the time the Reimbursement Expenditure was paid the City expected to reimburse the cost thereof with the proceeds of a borrowing. -15- (b) As of the date of each Declaration, no funds from sources other than the Bonds were, or were ,reasonably expected • to be, reserved, allocated on a long-term basis, or otherwise set aside by the City to provide financing for the Reimbursement Expenditure. (c) Each Declaration was made a part of the publicly available official books, records or proceedings of the City and was continuously available for inspection by the general public at the main administrative office of the City during regular business hours beginning not later than 30 days after the making of the Declaration and continuing through the date of issuance of the Bonds, as required by the Reimbursement Regulations . (d) Each Reimbursement Expenditure, other than the costs of issuing the Bonds, is a capital expenditure (i.e., a cost that is properly chargeable to capital account (or would be with a proper election) under general federal income tax principles) . (e) The "reimbursement allocation" described in the Reimbursement Regulations for each Reimbursement Expenditure shall be made forthwith following (but not prior to) the issuance of the Bonds and in all events within the period ending on the date which is the later of one year after payment of the Reimbursement Expenditure or one year after the date on which the Improvements to which the Reimbursement Expenditure relates is first placed in service. (f) Each such reimbursement allocation will be evidenced by an entry on the official books or records of the City maintained for and in connection with the Bonds and will specifically identify the actual prior Reimbursement Expenditure or, in the case of the reimbursement of a particular fund or account described in the applicable Declaration, the fund or account from which the Reimbursement Expenditure was paid. (g) The City is unaware of any facts or circumstances which would cause it to question the reasonableness or accuracy of this paragraph or of any of the Declarations, or its compliance with any of the covenants herein or therein contained. -15- 7 .06. Information Reporting. The City shall file with the Secretary of the Treasury, not later than August 15, 1993, a • statement concerning the Bonds containing the information required by Section 149(e) of the Code. t-LA Mayor Attest : Ci finance Director/Clerk (SEAL) • Y The motion for the adoption of the foregoing resolution was • duly seconded by Member Harris and, upon vote being taken thereon, the following Members voted in favor thereof: Douglas Tenpas, H. Martin Jessen, Jean Harris and Patricia Pidcock and the following voted against the same: None whereupon the resolution was declared duly passed and adopted. • f r, S P R I N GSTE D 222 South Ninth Street 's#J t , PUBLIC FINANCE ADVISORS Suite 2825 Minneapolis, MN 55402-3368 (612) 333-9177 Fax: (612) 333-2363 Home Office _ 85 East Seventh Place 16655 West Bluemound Road Suite 100 Suite 290 Saint Paul, MN 55101-2143 Brookfield, WI 53005-5935 (612) 223-3000 (414) 782-8222 Fax: (612) 223-3002 Fax: (414) 782-2904 6800 College Boulevard Suite 600 Overland Park, KS 66211-1533 (913) 345-8062 Fax:(913) 345-1770 1800 K Street NW Suite 831 Washington, DC 20006-2200 $3,400,000 (202) 466-3344 Fax: (202) 223-1362 CITY OF EDEN PRAIRIE, MINNESOTA GENERAL OBLIGATION PARK BONDS, SERIES 1993A AWARD: NORWEST INVESTMENT SERVICES, INC. SMITH BARNEY,HARRIS UPHAM &COMPANY INCORPORATED MERRILL LYNCH &CO. And Associates -In Association With- PIPER JAFFRAY INC. FBS INVESTMENT SERVICES, INC. And Associates -In Association With- DAIN BOSWORTH INCORPORATED And Associate SALE: April 6, 1993 Moody's Rating: Al Interest Net Interest True Interest Bidder Rates Price Cost Rate NORWEST INVESTMENT SERVICES, INC. 4.50% 1998 $3,360,900.00 $2,570,237.50 5.7122% SMITH BARNEY, HARRIS UPHAM& 4.75% 1999 COMPANY INCORPORATED 4.90% 2000 MERRILL LYNCH &CO. 5.00% 2001 American National Bank Saint Paul 5.15% 2002 Dougherty, Dawkins,Strand& 5.30% 2003 Bigelow, Incorporated 5.40% 2004 Edward D.Jones&Company 5.50% 2005 Miller&Schroeder Financial, Inc. 5.60% 2006 John G. Kinnard&Company Incorporated 5.65% 2007 Moore,Juran and Company, Incorporated 5.70% 2008 Park Investment Corporation 5.75% 2009 Peterson Financial Corporation 5.80% 2010-2011 -In Association With- 5.85% 2012-2013 PIPER JAFFRAY INC. FBS INVESTMENT SERVICES, INC. Robert W. Baird&Company, Incorporated Craig-Hallum, Incorporated -In Association With- DAIN BOSWORTH INCORPORATED Cronin&Company, Incorporated (Continued) Interest Net Interest True Interest Bidder Rates Price Cost Rate PRUDENTIAL SECURITIES, INC. 5.10% 1998-1999 $3,361,103.95 $2,598,621.05 5.7860 DEAN WITTER REYNOLDS INCORPORATED 5.20% 2000-200.1 PAINEWEBBER INCORPORATED 5.30% 2002 LEHMAN BROTHERS -5.40% 2003 BEAR,STEARNS&CO., INC. 5.50% 2004 ?5.60% 2005 ` 5.70% 2006 5.80% 2007-2013 CLAYTON BROWN&ASSOCIATES, 5.50% 1998-2002 $3,361,178.55 $2,617,541.45 5.8377% INCORPORATED 5.60% 2003-2005 GRIFFIN, KUBIK,STEPHENS& 5.70% 2006 THOMPSON, INC. : 5.75% 2007-2008 - Nike Securities 5.80% 2009-2013 These Bonds are being reoffered at par. BBI: 5.86 Average Maturity: 13.25 Years