HomeMy WebLinkAboutResolution - 93-55 - Awarding Sale, Etc. for $2,695,000 GO Improvement Bonds - 04/06/1993 r
CERTIFICATION OF MINUTES RELATING TO
GENERAL OBLIGATION IMPROVEMENT BONDS
Issuer: City of Eden Prairie, Minnesota
Governing Body: City Council
Kind, date, time and place *of meeting: A regular meeting, held on
Tuesday, April 6, 1993, at 7:30 p.m. ,at the City Hall in
Eden Prairie, Minnesota.
Members present : Douglas Tenpas, H. Martin Jessen, Jean Harris
and Patricia Pidcock
Members absent: Richard Anderson
Documents attached:
Minutes of said meeting (pages) :
RESOLUTION NO. 93-55
RESOLUTION RELATING TO $2, 695, 000 GENERAL OBLIGATION
IMPROVEMENT BONDS, SERIES 1993B; AWARDING THE SALE, FIXING
THE FORM AND DETAILS AND PROVIDING FOR THE EXECUTION ANJ
DELIVERY THEREOF AND SECURITY THEREFOR
I, the undersigned, being the duly qualified and acting
recording officer of the public corporation issuing the
obligations referred to in the title of this certificate, certify
that the documents attached hereto, as described above, have been
carefully compared with the original records of the corporation in
my legal custody, from which they have been transcribed; that the
documents are a correct and complete transcript of the minutes of
a meeting of the governing body at the meeting, insofar as they
relate to the obligations; and that the meeting was duly held by
the governing body at the time and place and was attended
throughout by the members indicated above, pursuant to call and
notice of such meeting given as required by law.
WITNESS my hand officially as such recording officer
this 6th day of April, 1993.
it Finance Director/Clerk
h
SPRINGSTED
222 South Ninth Street
25
PUBLIC FINANCE ADVISORS Suite 55
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
0 Craig-Hallum, Incorporated
-In Association With-
DAIN BOSWORTH INCORPORATED
Cronin&Company, Incorporated (Continued)
4 .
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°% 2000-20a1
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
f
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Member Jessen introduced the following
resolution and moved its adoption:
RESOLUTION NO. 93-55
RESOLUTION RELATING TO $2, 695,000 GENERAL OBLIGATION
IMPROVEMENT BONDS, SERIES 1993B; 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 Award of Sale.
1 .01. Authorization. By Resolution No. 93-36 ,
adopted March 2, 1993, this Council authorized the issuance and
negotiated sale of $2, 695, 000 General Obligation Improvement
Bonds, Series 1992A of the City (the "Bonds") for the purpose of
financing the 1992 Improvement Project, consisting of certain
local improvements therein described, which had been combined into
a single improvement for financing purposes. The cost of the
improvement projects (collectively, the "Improvements") to be paid
from proceeds of the Bonds and investment income thereon is
estimated to be $2 ,661,312.
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 for the Bonds on behalf of the City.
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 price of $ 2,668 ,050. 00 , plus accrued interest 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
r
of the Bonds. The City Finance Director/Clerk shall deposit the
good faith deposit of the Purchaser in accordance with the Terms
of Proposal but the good faith checks of the unsuccessful bidders
shall be returned to them 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 security therefor and to issue the Bonds
forthwith.
Section 2 . Form of Bonds . The Bonds shall be prepared
in substantially the following form:
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t
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[Face of the Bonds]
• UNITED STATES OF AMERICA
STATE OF MINNESOTA
COUNTY OF HENNEPIN
CITY OF EDEN PRAIRIE
GENERAL OBLIGATION IMPROVEMENT BOND
SERIES 1993B
Date of
Rate Maturity Original Issue _CUSIP
May 1, 1993
SEE REVERSE
FOR CERTAIN
DEFINITIONS
REGISTERED OWNER:
PRINCIPAL AMOUNT: DOLLARS
FOR VALUE RECEIVED, THE CITY OF EDEN PRAIRIE, Hennepin
County, Minnesota (the "City") , acknowledges itself to be iraebted
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, with interest thereon from the date
of original issue hereof or from such later date to which interest
has been paid or duly provided for, until said principal amount is
paid or discharged, at the annual rate specified above, 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, all subject to the provisions
referred to herein with respect to the redemption of the principal
of this Bond before maturity. The interest hereon and, upon
presentation and surrender hereof at the principal office of the
Bond Registrar hereinafter designated, the principal hereof are
payable in lawful money of the United States of America by check
or draft of ,
in , , as Bond Registrar, Transfer
Agent and Paying Agent, or its successor designated under the
Resolution described herein (the "Bond 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
have been and are hereby irrevocably pledged.
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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.
This Bond shall not be valid or become obligatory for
any purpose or be entitled to any security or benefit under the
Resolution until the Certificate of Authentication hereon shall
have been executed by the Bond Registrar by the manual signature
of one of its authorized representatives.
IN WITNESS WHEREOF, the City of Eden Prairie, Hennepin
County, State of 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
Date:
CERTIFICATE OF AUTHENTICATION
This is one of the Bonds delivered pursuant to the
Resolution mentioned within.
as Bond Registrar and
Paying Agent
By
Authorized Representative
(Reverse of the Bonds]
This Bond is one of an issue in the aggregate principal
amount of $2, 695,000 (the "Bonds") , all of like date of original
issue and tenor, except as to serial number, denomination,
interest rate, date, maturity date and redemption privilege,
issued pursuant to a resolution adopted by the City Council on
April 6, 1993 (the "Resolution") , to finance a portion of the
costs of construction of certain local improvement projects in the
City (the "Improvements") , and is issued pursuant to and in full
• -4-
conformity with the provisions of the Constitution and laws of the
State of Minnesota thereunto enabling, including Minnesota
Statutes, Chapters 429 and 475, as amended. This Bond is payable
primarily from the Improvement Bond Fund (the "Fund") of the City
but the City is required by law to pay maturing principal hereof
and interest thereon out of any funds in the treasury if moneys on
hand in the Fund are insufficient therefor. The Bonds are
issuable only as fully registered bonds, in denominations of
$5, 000 or any integral 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 Qr 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 Bond Registrar, on February 1, 2003 and
on any date thereafter, at a price equal to the principal amount
thereof to be redeemed plus accrued interest . At least thirty
days prior to the date set for redemption of any Bond, notice of
the call for redemption will be mailed, by first-class mail, to
the Bond Registrar and to the registered owner of each Bond to be
redeemed at his address appearing in the bond register, but no
defect in or failure to give such mailed notice of redemption
shall affect the validity of proceedings for the redemption of any
Bond not affected thereby. 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 registered 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 Bond Registrar,
by the registered owner hereof in person or by his attorney duly
authorized in writing upon surrender hereof together with a
written instrument of transfer satisfactory to the Bond Registrar,
duly executed by the registered owner or his attorney; and may
also be surrendered in exchange for Bonds of other authorized
denominations. Upon such transfer or exchange, the City will
cause a new Bond or Bonds to be issued in the name of the
transferee or registered owner, of the same aggregate principal
amount, bearing interest at the same rate and maturing on the same
date, subject to reimbursement for any tax, fee or governmental
charge required to be paid with respect to such transfer or
exchange.
-5-
• The City and the Bond Registrar may deem and treat the
person in whose name this Bond is registered as the absolute owner
hereof, whether this Bond is overdue or not, for the purpose of
receiving payment and for all other purposes, and neither the City
nor the Bond Registrar shall be affected by any notice to the
contrary.
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
special assessments on property specially benefited by the
Improvements, collectible in the years and amounts required to
produce sums not less than five percent in excess of the principal
of and interest on the Bonds as such principal and interest
respectively become due, and has appropriated the same to t1- Fund
in the manner specified in Minnesota Statutes, Sections 429.091
and 475 . 61; that, in the event of any accumulated or anticipated
deficiency in the Fund, ad valorem taxes are required by law to be
levied upon all taxable property in the City without limitation as
to rate or amount; and that the issuance of 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.
[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
Section 3 . Bond Terms, Execution and Delivery.
3.01 . Maturities, Interest Rates, Denominations.
Payment, Date. The City shall forthwith issue and deliver the
Bonds, which shall be denominated "General Obligation Improvement
Bonds, Series 1993B, " in the aggregate principal amount of
$2, 695, 000 . The Bonds shall be each 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, respectively:
Principal Principal
Year Amount Rate Year Amount Rate
1994 $ 75,000 2. 75% 2001 $125, 000 5. 00%
1995 360, 000 3. 50 2002 100,000 5.15
1996 360, 000 3. 90 2003 100, 000 5.30
1997 360,000 4. 25 2004 100,000 5.40
1998 360,000 4. 50 2005 100, 000 5.50
1999 330,000 4. 75 2006 100,000 5. 60
2000 125, 000 4. 90 2007 100, 000 5. 65
Interest shall be computed on the basis of a 360-day
year, composed of twelve 30-day months.
The Council finds and determines that such maturities,
as set forth above, are warranted by the anticipated collection of
the special assessments and ad valorem taxes levied or to be
levied for the cost of the Improvements .
The Bonds shall be issuable only in fully registered
form. The interest thereon and, upon surrender of the Bond at the
principal office of the Registrar described herein, the principal
amount thereof, shall be payable by check or draft issued by the
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Registrar. Each Bond shall bear a date of original issue as of
May 1, 1993. Upon the original delivery of the Bonds pursuant to
Section 3 .06 or upon the delivery of a Bond upon a transfer or
exchange pursuant to Section 3.03, the Registrar shall date each
Bond so delivered as of the date of its authentication.
3.02 . Interest Payment Dates . Interest on the Bonds
shall be payable on February 1 and August 1 in each year,
commencing February 1, 1994, 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.
3.03 . Reaistration. The City shall appoint, and shall
maintain, a bond registrar, transfer agent and paying agent (the
"Registrar") . The effect of registration and the rights and
duties of the City and the Registrar with respect thereto shall be
as follows:
(a) Register. The Registrar shall keep at its
principal office a bond register in which the Registrar shall
provide for the registration of ownership of Bonds and the
registration of transfers and exchanges of Bonds entitled to
be registered, transferred or exchanged.
(b) Transfer of Bonds. Upon surrender 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 the transfer of any Bond or portion thereof
selected or called for redemption.
(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 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 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 an exchange upon a partial
redemption of a Bond) , the Registrar may impose a charge upon
the owner thereof sufficient to reimburse the Registrar for
any tax, fee or other governmental charge required to be paid
with respect to such transfer or exchange.
(h) Mutilated, Lost, Stolen or Destroyed Bonds. In
case any Bond shall become mutilated or be lost, stolen or
destroyed, the Registrar shall deliver a new Bond of like
amount, number, 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 of evidence
satisfactory to it that such Bond was lost, stolen or
destroyed, 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
City and the Registrar shall be named as obligees. All Bonds
so surrendered to the Registrar shall be cancelled by it and
evidence of such cancellation shall be given to the City. If
the mutilated, lost, stolen or destroyed Bond has already
matured or been called for redemption in accordance with its
terms, it shall not be necessary to issue a new Bond prior to
payment.
(i) Authenticating Agent . The Registrar is hereby
designated authenticating agent for the Bonds, within the
meaning of Minnesota Statutes, Section 475.55, Subsection 1.
. -10-
• 3.04 . Bpnointment of Initial Registrar. The City
hereby appoints First Trust National Association, St. Paul ,
Minnesota , as the initial Registrar. The Mayor and the
City Manager are authorized to execute and deliver, on behalf of
the City, a contract with as Registrar. Upon merger or
consolidation of the Registrar with another corporation, if the
resulting corporation is a bank or trust company authorized by law
to conduct such business, such corporation shall be authorized to
act as successor Registrar. The City agrees to pay the reasonable
and customary charges of the Registrar for the services performed.
The City reserves the right to remove any Registrar upon 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 as Registrar 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 Finance Director/Clerk shall transmit to the
Registrar, from the Improvement Bond Redemption Fund described in
Section 4 .02, moneys sufficient for the payment of all principal
and interest then due.
3 .05 . Redemption. Bonds maturing in the years 1994
through 2003 shall not be subject to redemption prior to maturity,
but Bonds having stated maturity dates 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 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 on any date
thereafter, at a price equal to the principal amount thereof to be
redeemed plus accrued interest. At least thirty days prior to the
date set for the redemption of any Bond, the Finance
Director/Clerk shall cause notice of the call for redemption to be
mailed by first-class mail to the Registrar and to the registered
owner of each Bond to be redeemed, but no defect in or failure to
give such mailed notice of redemption shall affect the validity of
proceedings for the redemption of any Bond not affected thereby.
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.
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In addition to the notice prescribed by the preceding
• paragraph, the 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
certified 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 Manager and shall be
executed on behalf of the City by the signatures of the Mayor and
the City Manager; provided that said signatures may be printed,
engraved, or lithographed facsimiles thereof. The seal of the
City need not be used in the execution of the Bonds. In case any
officer whose signature, or a facsimile of whose signature, shall
appear on the Bonds shall cease to be such officer before the
delivery of any Bond, such signature or facsimile shall
nevertheless be valid and sufficient for all purposes, the same as
if such officer had remained in office until delivery.
Notwithstanding such execution, no Bond shall be valid or
obligatory for any purpose or entitled to any security or benefit
under this resolution unless and until a certificate of
authentication on such Bond has been duly executed by the manual
signature of an authorized representative of the Registrar.
Certificates of authentication on different Bonds need not be
signed by the same representative. The executed certificate of
authentication on each Bond shall be conclusive evidence that it
has been authenticated and delivered under this resolution. When
the Bonds have been so executed and authenticated, they shall be
delivered by the 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.
• -12-
Section 4 . Security Provisions.
4 .01 . Bond Proceeds. There is hereby created a special
fund to be designated 1993 Improvement Construction Fund to be
held and administered by the Finance Director/Clerk separate and
apart from all other funds of the City. An amount of the proceeds
of the Bonds equal to the estimated cost of the Improvements to be
paid therefrom, $2,661.312, shall be paid into the fund, together
with all collections of special assessments to be levied for the
Improvements, and used to defray expenses of the Improvements
until completed, whereupon any balance on hand in the fund and all
subsequent collections of said special assessments shall be paid
into the Sinking Fund. -
4 .02 . Sinking Fund. There is hereby created a special
fund to be designated 1993 Improvement Bond Fund (the "Sinking
Fund") to be held and administered by the Finance Director/Clerk
separate and apart from all other funds of the City. Into the
Sinking Fund shall be paid any amount in excess of $2,661,312
received from the Purchaser upon the delivery of the Bonds,
together with special assessments levied pursuant to Section 4 .03
and collected after completion of and payment for the
Improvements, any taxes levied in accordance with this resolution
and any other amounts transferred from the fund created for the
Improvements, as provided in Section 4 .01 .
4 .03 . Special Assessments. The City hereby covenants
and agrees that, for the payment of the cost of the Improvements,
the City will do and perform all acts and things necessary for the
final and valid levy of special assessments for the Improvements
in the approximate principal amount of $2, 693, 530. Not less than
20 percent of the cost of the Improvements to the City will be
levied as special assessments against property specially bene-
fitted by the Improvements and not owned by the City. The Council
presently estimates that deferred installments of the special
assessments will bear interest at the rate of 7 .50% per annum. It
is estimated that such assessments and the interest thereon will
be collected in the following years and amounts:
Yt-AL Amount Year Amount
1993 $174,388 2000 $120,705
1994 584,347 2001 116,164
1995 526,671 2002 111,623
1996 499 ,892 2003 107 ,082
1997 473,113 2004 102,541
1998 417,028 2005 98,000
1999 125,247 2006 93,458
• -13-
In the event that any such assessment shall at any time
• be held invalid with respect to any lot or tract of land, due to
any error, defect or irregularity in any action or proceeding
taken or to be taken by the City or by this Council or by any of
the officers or employees of the City, either in the making of
such assessment or in the performance of any condition precedent
thereto, the City hereby covenants and agrees that it will do
forthwith all such further things and take all such further
proceedings as shall be required by law to make such assessment a
valid and binding lien upon said property.
4.04 . Full Faith and Credit Pledged. For the prompt
and full payment of principal of and interest on the Bonds as they
respectively become due, the full faith, credit and taxing powers
of the City shall be and are hereby irrevocably pledged. It is
estimated that the special assessments levied and to be levied for
the payment of the Improvements will be collected in amounts not
less than 5% in excess of the annual principal and interest
requirements of the Bonds. If the money on hand in the Bond Fund
should at any time be insufficient to pay principal and interest
due on all bonds payable therefrom, such amounts may be paid from
any other fund of the City and such other fund shall be reimbursed
therefor when sufficient money is available in the Bond Fund. If
on October 1 in any year the sum of the balance in the Bond Fund
plus the amount of special assessments theretofore levied for the
Improvements and collectible through the end of the following
• calendar year is not sufficient to pay when due all principal and
interest to become due on all bonds payable therefrom in said
following calendar year or the Bond Fund has incurred a deficiency
in the manner provided in this Section 4 .04, a direct
irrepealable, ad valorem tax shall be levied on all taxable
property within the corporate limits of the City for. the purpose
of restoring such accumulated or anticipated deficiency in
accordance with the provisions of this resolution.
Section 5. Defeasance. When 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 obligations with respect thereto by depositing with the
Registrar a sum sufficient for the payment thereof in full with
interest accrued to the date of such deposit . The City may also
discharge its obligations with respect to any prepayable 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;
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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 duly provided for, to such earlier redemption
date. -
Section 6. County Auditor Registration.
Cert; f;catinn of Proceedings and Official Statement .
6.01 . County Auditor Registration. The City Clerk
is hereby authorized and directed to file a certified copy of this
resolution with the County Auditor of Hennepin County, together-
with such other information as the County Auditors shall require,
and to obtain from each of said County Auditors a certificate that
the Bonds have been entered on their bond registers and the taxes
described in Section 4 .04 have been levied as required by law.
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, certified copies of all
proceedings and records of the City, and such other affidavits,
certificates and information as may be required to show the facts
relating to the legality and marketability of the Bonds as the
same appear from the books and records under their custody and
control or as otherwise known to them, and all such certified
copies, certificates and affidavits, including any heretofore
furnished, shall be deemed representations of the City as to the
facts recited therein.
6.03. 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 Manager 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
-15-
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
nongovernmental 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.
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
-16-
constituting a "bona fide debt service fund") arise during or
• after the expenditure of the original proceeds thereof. In
furtherance of the foregoing, the Finance Director/Clerk is hereby
authorized and directed to execute a Rebate Certificate, in the
form prepared by bond counsel, 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.
(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.
• -17-
(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.
7 .06. Information Reporting. The City shall file
with the Secretary of the Treasury, n later than August 15,
1992, a statement concerning the Bon onta'ning the information
required by Section' 149 (e) of the Cole.
1 t V
Mayor
Attest:
City Clerk
•
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.
Y
a
S P R I N GSTE D 120 South Sixth Street
F7AA Suite 2507
PUBLIC FINANCE ADVISORS Minneapolis, MN 55402.1800
(612) 333-9177
Fax: (612) 349-5230
• Home Office
85 East Seventh Place 16655 West Bluemound Road
Suite 100 Suite 290
Saint Paul, MN 55101-2143
(612) 223-3000 Brookfield. 7 -82225935
Fax: (612) 223-3002 x: (4) ) 782-22
Fax: (414) 782.2904
6800 College Boulevard
Suite 600
Overland Park, KS 66211-1533
(913) 345-8062
Fax: (913) 345-1770
1800K Street NW
Suite 831
Washington, DC 20006-2200
$2,695,000 _ (202) 466-3344
Fax: (202) 223-1362
CITY OF EDEN PRAIRIE, MINNESOTA
GENERAL OBLIGATION IMPROVEMENT BONDS, SERIES 1993B
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. 2.75% 1994 $2,668,050.00 $771,894.38 5.0621%
SMITH BARNEY, HARRIS UPHAM& 3.50% 1995
COMPANY INCORPORATED 3.90% 1996
MERRILL LYNCH&CO. 4.25% 1997
American National Bank Saint Paul 4.50% 1998
Dougherty, Dawkins, Strand& 4.75% 1999
Bigelow, Incorporated 4.90% 2000
Edward D.Jones&Company 5.00% 2001
Miller&Schroeder Financial, Inc. 5.15% 2002
John G. Kinnard&Company Incorporated 5.30% 2003
Moore,Juran and Company, Incorporated 5.40% 2004
Park Investment Corporation 5.50% 2005
Peterson Financial Corporation 5.60% 2006
-In Association With- 5.65% 2007
PIPER AFFRAY INC.
FBS INVESTMENT SERVICES, INC.
Robert W. Baird&Company, Incorporated
Craig-Hallum, Incorporated
-In Association With-
DAIN BOSWORTH INCORPORATED
Cronin&Company, Incorporated (Continued)
4
Interest Net Interest True Interest
Bidder Rates Price Cost Rate
PRUDENTIAL SECURITIES, INC. 3.10% 1994 $2,666,304.50 $781,449.25 5.13470
DEAN WITTER REYNOLDS INCORPORATED 3.60% 1995
PAINEWEBBER INCORPORATED 4.10% 1996
LEHMAN BROTHERS 4.40% 1997
BEAR,STEARNS&CO., INC. 4.60% 1998
4.80% 1999
5.00% 2000
5.20% 2001
5.25% 2002
5.30% 2003
5.40% 2004
5.50% 2005-2007
CLAYTON BROWN&ASSOCIATES, 4.70% 1994-1995 $2,661,374.55 $811,701.08 5.3554%
INCORPORATED 4.75% 1996-1998
GRIFFIN, KUBIK,STEPHENS & 4.875% 1999
THOMPSON, INC. 4.90% 2000
Nike Securities 5.00% 2001
5.20% 2002
5.30% 2003
5.50% 2004
5.60% 2005
5.625°% 2006-2007
These Bonds are being reoffered at par. •
BBI: 5.86
Average Maturity: 5.64 Years
i