HomeMy WebLinkAboutResolution - 94-106 - Authorizing Issuance, Awarding Sale for $1,950,000 GO Bonds Open Space - 07/19/1994 CERTIFICATION OF MINUTES RELATING TO
$1,950,000 GENERAL OBLIGATION OPEN SPACE BONDS, SERIES 1994A
Issuer: City of Eden Prairie, Minnesota
Governing Body: City Council
Kind, date, time and place of meeting: A regular meeting held Tuesday, July 19,
1994, at 7:30 o'clock P.M., at the City Hall in Eden Prairie, Minnesota.
Members present: Douglas Tenpas, Richard Anderson, H. Martin lessen, lean Harris
and Patricia Pidcock
Members absent: Done
Documents Attached:
Minutes of said meeting (including):
RESOLUTION NO. 94-106
RESOLUTION AUTHORIZING ISSUANCE, AWARDING
SALE, PRESCRIBING THE FORM AND DETAILS AND
PROVIDING FOR THE PAYMENT OF $1,950,000 GENERAL
OBLIGATION OPEN SPACE BONDS, SERIES 1994A
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 /9 day of
July, 1994.
ance Director/Clerk
The Finance Director/Clerk reported that 8 sealed bids had been
received at or prior to the time stated in the Terms of Proposal, and the bids having
been opened, publicly read and considered, were all found to conform to the Terms
of Proposal, and the highest and best bid of each bidder was found to be as follows:
(See next page)
Member Anderson introduced the following resolution and
moved its adoption:
RESOLUTION AUTHORIZING ISSUANCE, AWARDING
SALE, PRESCRIBING THE FORM AND DETAILS AND
PROVIDING FOR THE PAYMENT OF $1,950,000 GENERAL
OBLIGATION OPEN SPACE BONDS, SERIES 1994A
BE IT RESOLVED by the City Council of the City of Eden Prairie,
Minnesota (the Issuer), as follows:
Section 1. Authorization and Sale.
1.01. Authorization. This Council, by its Resolution No. g4-g4
adopted on June 21, 1994, authorized the issuance and sale of$1,950,000 General
Obligation Open Space Bonds, Series 1994A (the Bonds) of the Issuer to finance the
costs of acquiring land for the Issuer's preservation program.
1.02. Sale. Pursuant to the Terms of Proposal and the Official
Statement prepared on behalf of the Issuer by Springsted Incorporated, 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, publicly read and considered and the purchasd
price, interest rates and net interest cost under the terms of each bid have been
determined. The most favorable bid received is that of Smith Barney Shearson
of Minneapolis , Minnesota and associates (the
Purchaser), to purchase the Bonds at a price of$1,928,218.5o plus accrued interest
on all Bonds to the day of delivery and payment, on the further terms and
conditions hereinafter set forth.
1.03. Award. The sale of the Bonds is hereby awarded to the Purchaser
and the Mayor and City Finance Director/Clerk are hereby authorized and directed
to execute a contract on behalf of the Issuer for the sale of the Bonds in accordance
with the terms of the bid. The good faith deposit of the Purchaser shall be retained
and deposited by the Issuer until the Bonds have been delivered. The good faith
checks of other bidders shall be returned to them forthwith.
Section 2. Terms; Registration; Execution and Delivery.
2.01. Issuance of Bonds. 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, now existing, having happened and having been performed, it is
now necessary for the City Council to establish the form and terms of the Bonds, to
provide security therefor and to issue the Bonds forthwith.
2.02. Dates Maturities Interest Rates, Denominations and Payment.
The Bonds shall be dated, as originally issued, as of August 1, 1994, shall be in
denominations of $5,000 or any integral multiple thereof, of single maturities, shall
mature on February 1 in the years and amounts stated below, and shall bear interest
from date of original issue until paid or duly called for redemption at the annual
rates set forth opposite such years and amounts, as follows:
Interest Interest
Year Amount Rate Year Amount Rate
1996 $ 40,000 4.20 % 2006 $105,000 5.50 %
1997 45,000 4.40 2007 110,000 5.60
1998 50,000 4.60 2008 120,000 5.70
1999 55,000 4.80 2009 130,000 5.80
2000 60,000 4.90 2010 140,000 5.95
2001 65,000 5.00 2011 155,000 6.00
2002 75,000 5.10 2012 165,000 6.05
2003 80,000 5.20 2013 180,000 6.10
2004 90,000 5.30 2014 190,000 6.15
2005 95,000 5.40
The Bonds shall be issuable 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 amount thereof, shall be payable by check or draft issued by the
Registrar described herein. Upon the initial delivery of the Bonds pursuant to
Section 2.07, and upon any subsequent transfer or exchange pursuant to Section 2.06,
the date of authentication shall be noted on each Bond so delivered, exchanged or
transferred.
2.03. Interest Payment Dates. Interest on the Bonds shall be payable on
each February 1 and August 1, commencing August 1, 1995, to the owners of record
thereof as of the close of business on the fifteenth day of the immediately preceding
month, whether or not such day is a business day.
2.04. Redemption. Bonds maturing in 2004 and earlier years shall not
be subject to redemption, but Bonds with stated maturities in 2005 and later years
shall each be subject to redemption, at the option of the Issuer, in whole or in part,
and if in part in such order as the Issuer 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, 2004, 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 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
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appear on the bond register described in Section 2.06, 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 Issuer
shall default in the payment of the redemption price) such Bonds or portions
thereof shall cease to bear interest.
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 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.
2.05. Appointment of Initial Registrar. The Issuer hereby appoints
Norwest Bank Minnesota, N.A. ,in Minneapolis ,Minnesota,as the
initial bond registrar, transfer agent and paying agent (the Registrar) for the Bonds.
The Mayor and Finance Director/Clerk are authorized to execute and deliver, on
behalf of the Issuer, a contract with the Registrar. Upon merger or consolidation of
the Registrar with another corporation, if the resulting corporation is a bank or trust
company authorized by law to conduct such business, such corporation shall be
authorized to act as successor Registrar. The Issuer agrees to pay the reasonable and
customary charges of the Registrar for the services performed. The Issuer reserves
the right to remove the Registrar upon thirty days' notice and upon the
appointment of a successor Registrar, in which event the predecessor Registrar shall
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deliver all cash and Bonds in its possession to the successor_Registrar and shall
deliver the bond register to the successor Registrar.
2.06. Registration. The effect of registration and the rights and duties
of the Issuer and the Registrar with respect thereto shall be as follows:
(a) Register. The Registrar shall keep at its principal corporate
trust office a bond register in which the Registrar shall provide for the
registration of ownership of 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
any transfer of any Bond or portion thereof selected or called for redemption
after the fifteenth day of the month preceding each interest payment date and
until such interest payment date.
(c) Exchange of Bonds. Whenever any Bonds are 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 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 Issuer.
(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 the refusal, in
good faith, to make transfers which it, in its judgment, deems improper or
unauthorized.
(f) Persons Deemed Owners. The Issuer and the Registrar may
treat the person in whose name any Bond is at any time registered in the
bond register as the absolute owner of the Bond, whether the Bond shall be
overdue or not, for the purpose of receiving payment of or on account of, the
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principal of and interest on the Bond and for all other purposes; and all
payments made to any registered owner or upon the owner's order shall be
valid and effectual to satisfy and discharge the liability upon Bond to the
extent of the sum or sums so paid.
(g) Taxes, Fees and Charges. For every transfer or exchange of
Bonds (except for an exchange upon a partial redemption of a Bond), the
Registrar may impose a charge upon the owner thereof sufficient to
reimburse the Registrar for any tax, fee or other governmental charge
required to be paid with respect to such transfer or exchange.
(h) Mutilated, Lost, Stolen or Destroyed Bonds. In case any Bond
shall become mutilated or be destroyed, stolen or lost, 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 Bond destroyed, stolen or lost,
upon the payment of the reasonable expenses and charges of the Registrar in
connection therewith; and, in the case of a Bond destroyed, stolen or lost,
upon filing with the Registrar of evidence satisfactory to it that the Bond was
destroyed, stolen or lost, and of the ownership thereof, and upon furnishing
to the Registrar of an appropriate bond or indemnity in form, substance and
amount satisfactory to it, in which both the Issuer and the Registrar shall be
named as obligees. All Bonds so surrendered to the Registrar shall be
cancelled by it and evidence of such cancellation shall be given to the Issuer.
If the mutilated, destroyed, stolen or lost 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.
2.07. Execution, Authentication and Delivery. The Bonds shall be
prepared under the direction of the Finance Director/Clerk and shall be executed on
behalf of the Issuer by the signatures of the Mayor and the City Manager,provided
that the signatures may be printed, engraved or lithographed facsimiles of the
originals. The seal of the Issuer 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 he 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 the Bond has been duly executed by the manual signature of an
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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 prepared, executed and authenticated, the Finance Director/Clerk shall deliver
them to the Purchaser upon payment of the purchase price in accordance with the
contract of sale heretofore executed, and the Purchaser shall not be obligated to see to
the application of the purchase price.
2.08. Form of Bonds. The Bonds shall be prepared in substantially
the following form:
r
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[Face of the Bonds]
UNITED STATES OF AMERICA
STATE OF MINNESOTA
COUNTY OF HENNEPIN
CITY OF EDEN PRAIRIE
GENERAL OBLIGATION OPEN SPACE BONDS,
SERIES 1994A
Interest Maturity Date of
Rate Date Original Issue CUSIP
August 1, 1994
REGISTERED OWNER:
PRINCIPAL AMOUNT:
THE CITY OF EDEN PRAIRIE, COUNTY OF HENNEPIN,
MINNESOTA (the Issuer), a duly organized and existing municipal corporation,
acknowledges itself to be indebted and for value received hereby promises to pay to
the registered owner specified above, or registered assigns, the principal sum
specified above on the maturity date specified above, and to pay interest thereon
from the date of original issue specified above, 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 August 1, 1995, to the person in whose name
this Bond is registered at the close of business on the fifteenth day (whether or not a
business day) of the immediately preceding month. The interest hereon and, upon
presentation and surrender hereof, the principal hereof are payable in lawful money
of the United States of America by check or draft by
in , as Registrar and Paying Agent (the Registrar), or
its designated successor under the Resolution described herein. For the prompt and
full payment of such principal and interest as the same respectively become due, the
full faith, credit and taxing powers of the Issuer have been and are hereby
irrevocably pledged.
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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 Registrar by manual
signature of one of its authorized representatives.
IN WITNESS WHEREOF, the City of Eden Prairie, County of
Hennepin, Minnesota, by its City Council,has caused this Bond to be executed on its
behalf by the printed facsimile signatures of its Mayor and City Manager.
Date of Authentication:
CITY OF EDEN PRAIRIE, MINNESOTA
(facsimile) (facsimile)
City Manager Mayor
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
$1,950,000, issued pursuant to a resolution adopted by the City Council on July 19,
1994 (the Resolution), to finance the costs of acquiring land for the Issuer's
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preservation program, and is issued pursuant to and in full conformity with the
Constitution and laws of the State of Minnesota thereunto enabling, including
Minnesota Statutes, Chapter 475. The Bonds are issuable only in fully registered
form, in denominations of $5,000 or any integral multiple thereof, of single
maturities.
Bonds having stated maturities in 2004 and earlier years are payable on
their respective stated maturity dates without option of prior payment, but Bonds
having stated maturity dates in 2005 and later years are each subject to redemption,
at the option of the Issuer, in whole or in part, and if in part in such order of
maturities as the Issuer may 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, 2004 and any date thereafter, at a price equal to the principal amount thereof to be
redeemed plus interest accrued to the date of redemption. At least thirty days before
the date specified for redemption, the Issuer 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 Issuer 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 Issuer at the principal
office of the Registrar, by the registered owner hereof in person or by the owner's
attorney duly authorized in writing upon surrender hereof together with a written
instrument of transfer satisfactory to the Registrar, duly executed by the registered
owner or the owner's attorney; and may also be surrendered in exchange for Bonds
of other authorized denominations. Upon such transfer or exchange the Issuer 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 Issuer 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 Issuer nor the Registrar shall be affected by any notice to the
contrary.
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The Bonds have been designated as "qualified tax-exempt obligations"
pursuant to Section 265(b) of the Internal Revenue Code of 1986, as amended.
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 Issuer 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 Issuer, which taxes will
be collectible for the years and in amounts required to produce sums not less than
five percent in excess of the principal of and interest on the Bonds when due, and
additional ad valorem taxes, if needed, will be levied upon all taxable property in
the Issuer, without limitation as to rate or amount; and that the issuance of this
Bond, together with all other indebtedness of the Issuer outstanding on the date
hereof and on the date of its actual issuance and delivery, does not cause the
indebtedness of the Issuer to exceed any constitutional or statutory limitation.
Form of certificate to be printed on the reverse side of each Bond,
following a full copy of the legal opinion:
We certify that the above is a full, true and correct copy of the legal
opinion rendered by Bond Counsel on the issue of Bonds of the City of Eden Prairie,
Hennepin County, Minnesota, which includes the within Bond, dated as of the date
of original delivery of and payment for the Bonds.
(Facsimile Signature) (Facsimile Signature)
Manager Mayor
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 as Custodian for
in common (Cust) (Minor)
TEN ENT -- as tenants
by entireties under Uniform Transfers to Minors
Act. . . . . . . . . . . . . . . . .
(State)
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JT TEN --as joint tenants
with right of
survivorship and
not as tenants in
common
Additional abbreviations may also be used though not in the above list.
ASSIGNMENT
For value received, the undersigned hereby sells, assigns and transfers
unto the within Bond and all rights thereunder, and does hereby
irrevocably constitute and appoint attorney to transfer the said Bond
on the books kept for registration of the within Bond, with full power of
substitution in the premises.
Dated:
NOTICE: The assignor's signature to this
assignment must correspond with the
name as it appears upon the face of the
within Bond in every particular, without
alteration or enlargement or any change
whatsoever. Signature(s) must be
guaranteed by an "eligible guarantor
institution" meeting the requirements of
the Bond Registrar, which requirements
include membership or participation in
STAMP or such other "signature guaranty
program" as may be determined by the
Bond Registrar in addition to or in
substitution for STAMP, all in accordance
with the Securities Exchange Act of 1934, as
amended.
Signature Guaranteed:
PLEASE INSERT SOCIAL SECURITY OR OTHER IDENTIFYING NUMBER OF
ASSIGNEE:
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Section 3. Sinking Fund. There is hereby established on the official
books and records of the Issuer a General Obligation Open Space Bonds, Series 1994A
Sinking Fund (the Sinking Fund), and so long as any of the Bonds are outstanding
and any principal of or interest thereon unpaid, the Finance Director/Clerk shall
continue to maintain the Sinking Fund, and the principal of and interest on the
Bonds shall be payable therefrom. The Issuer irrevocably appropriates to the
Sinking Fund (a) any amount in excess of$1,923,675 received from the Purchaser; (b)
all taxes levied and collected in accordance with this Resolution; and (d) all other
moneys as shall be appropriated by the City Council to the Sinking Fund from time
to time. If the balance in the Sinking Fund is at any time insufficient to pay all
interest and principal then due on all Bonds payable therefrom, the payment shall
be made from any fund of the Issuer which is available for that purpose, subject to
reimbursement from the Sinking Fund when the balance therein is sufficient, and
the City Council covenants and agrees that it will each year levy a sufficient amount
of ad valorem taxes to take care of any accumulated or anticipated deficiency, which
levy is not subject to any constitutional or statutory limitation.
Section 4. Tax Levy. For the prompt and full payment of the principal
of and interest on the Bonds as such payments respectively become due, the full
faith, credit and unlimited taxing powers of the Issuer shall be and are hereby
irrevocably pledged. To provide moneys for the payment of the principal and
interest on the Bonds, there is hereby levied upon all taxable property in the Issuer a
direct, annual ad valorem tax which shall be spread upon the tax rolls for collection
in the years and amounts as follows, with and as part of other general taxes of the
Issuer as follows:
Levy Collection
Years Years Amount
1994-2013 1995-2014 See attached Levy Computation
The foregoing tax levies are such that if collected in full they will produce at least
five percent (5%) in excess of the amount needed to pay when due the principal and
interest on the Bonds. Said taxes shall be irrepealable as long as any of the Bonds are
outstanding and unpaid; provided that the Issuer reserves the right and power to
reduce the tax levies in the manner and to the extent permitted by Minnesota
Statutes, Section 475.61.
Section 5. Defeasance. When all of the Bonds have been discharged as
provided in this section, all pledges, covenants and other rights granted by this
Resolution to the holders of the Bonds shall cease. The Issuer 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 Issuer may
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nevertheless be 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 Issuer may also at any time 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 Issuer 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 time 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 require 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 Finance Director/Clerk is
hereby authorized and directed to file a certified copy of this Resolution with the
County Auditor of Hennepin County, together with such additional information as
the County Auditor may require, and to obtain from the County Auditor a certificate
that the Bonds have been duly entered upon the County Auditor's bond register and
the taxes required by law for the payment of the Bonds have been levied.
6.02. Authentication of Transcript. The officers of the Issuer and the
Auditor 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 relating to the Bonds 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 in their custody and control
or as otherwise known to them, and all such certified copies, affidavits and
certificates, including any heretofore furnished, shall be deemed representations of
the Issuer as to the correctness of all statements contained therein.
6.03. Official Statement. The Official Statement relating to the Bonds,
dated July 7, 1994,prepared and distributed on behalf of the Issuer 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 Issuer are
hereby authorized and directed to execute such certificates as may be appropriate
concerning the accuracy, completeness and sufficiency of the Official Statement and
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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 reoffering and other information provided by the Purchaser for
inclusion in the Official Statement.
Section 7. Tax Matters.
7.01. General Covenant. The Issuer covenants and agrees with the
registered 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 includible in gross income of the recipient under
the Internal Revenue Code of 1986, as amended (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 includible in gross
income of the recipient under the Code and the Regulations.
7.02. Arbitrage Certification. The Mayor and the City Manager,being
the officers of the Issuer 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 applicable Regulations stating the facts, estimates and circumstances in existence
on the date of issue and delivery of the Bonds which make it reasonable to expect
that the proceeds of the Bonds will not be used in a manner that would cause the
Bonds to be "arbitrage bonds" within the meaning of the Code and the Regulations.
7.03. Arbitrage Rebate. The Issuer acknowledges that the Bonds are
subject to the rebate requirements of Section 148(f) of the Code. The Issuer
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
Section 148(f) and applicable 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)(C) 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 Finance Director/Clerk is hereby
authorized and directed to execute a Rebate Certificate, in the form prescribed by
Bond Counsel, dated as of the date of delivery of the Bonds, and the Issuer hereby
covenants and agrees to observe and perform the covenants and agreements
contained therein, unless amended or terminated in accordance with the provisions
thereof.
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r
7.04. Oualified Tax-Exempt Obligations. In order to enhance the
marketability of the Bonds, and since the Issuer and all subordinate entities do not
reasonably expect to issue in excess of $10,000,000 of governmental and qualified
501(c)(3) bonds during calendar year 1994, the Bonds are hereby designated by the
Issuer as "qualified tax-exempt obligations" for the purposes of Section 265(b) of the
Code.
Dou as p. Teo,
Attest:
hn Frane, Finance Director/Clerk
The motion for the adoption of the foregoing resolution was duly
seconded by Member Harris and, upon vote being taken thereon, the
following voted in favor thereof: Douglas Tenpas, Richard Anderson, 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.
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EDEN PRAIRIE, MINNESOTA
G.O. OPEN SPACE BONDS, 1994A --
POST SALE TAX LEVIES
TAX LEVIES CERTIFIED TO COUNTY AUDITOR
Year Levy Year Levy Amount Year Levy Year Levy Amount
Is Made Is Collected Of Levy Is Made Is Collected Of Levy
1994 1995 114,731 2010 2011 201,913
1995 1996 155,849 2011 2012 202,290
1996 1997 159,178 2012 2013 207,034
1997 1998 162,181 2013 2014 205,635
1998 1999 164,837
1999 2000 167,158
2000 2001 169,158
2001 2002 175,944
2002 2003 177,002
2003 2004 182,813
2004 2005 182,866
2005 2006 187,641
2006 2007 186,625
2007 2008 190,300
2008 2009 193,250
2009 2010 195,419
S P IR 1 N GSTE D 120 South Sixth Street
i 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 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
1850 K Street NW
Suite 215
Washington. DC 20006-2200
(202) 466-3344
$1,950,000 Fax: (202) 223-1362
CITY OF EDEN PRAIRIE, MINNESOTA
GENERAL OBLIGATION OPEN SPACE BONDS,SERIES 1994A
AWARD: SMITH BARNEY SHEARSON
CRONIN &COMPANY, INCORPORATED
SALE: July 19,1994 Moody's Rating: Al
Interest Net Interest True Interest
Bidder Rates Price Cost Rate
SMITH BARNEY SHEARSON 4.20% 1996 $1,928,218.50 $1,483,032.75 5.8835%
CRONIN &COMPANY, INCORPORATED 4.40% 1997
4.60% 1998
4.80% 1999
4.90% 2000
5.00% 2001
5.10% 2002
5.20% 2003
5.30% 2004
5.40% 2005
5.50% 2006
5.60% 2007
5.70% 2008
5.80% 2009
5.95% 2010
6.00% 2011
6.05% 2012
6.10% 2013
6.15% 2014
GRIFFIN, KUBIK, STEPHENS& 5.30% 1996-2000 $1,923,676.00 $1,477,262.50 5.8915%
THOMPSON, INC. 5.375% 2001-2003
5.40% 2004
5.50% 2005
5.60% 2006
5.70% 2007
5.80% 2008
5.875% 2009-2014 (Continued)
Interest Net Interest True Interest
Bidder Rates Price Cost Rate
PIPER JAFFRAY INC. 4.20% 1996 $1,925,820.00 $1,494,796.25 5.9370%
4.40% 1997
4.60% 1998
4.80% 1999
4.90% 2000
5.00% 2001
5.10% 2002
5.25% 2003
5.40% 2004
5.50% 2005
5.60% 2006
5.70% 2007
5.80% 2008
5.90% 2009
6.00% 2010-2011
6.05% 2012
6.10% 2013
6.15% 2014
NORWEST INVESTMENT SERVICES, INC. 4.20% 1996 $1,923,675.00 $1,496,943.75 5.9524%
JURAN &MOODY, INCORPORATED 4.50% 1997
American Bank, National Association 4.65% 1998
Dougherty, Dawkins, Strand & 4.80% 1999
Bigelow, Incorporated 5.00% 2000
Park Investment Corporation 5.10% 2001
5.20% 2002
5.30% 2003
5.40% 2004
5.50% 2005
5.60% 2006
5.70% 2007
5.80% 2008
5.90% 2009
6.00% 2010-2011
6.05% 2012
6.10% 2013-2014
PRUDENTIAL SECURITIES, INC. 4.20% 1996 $1,923,675.00 $1,503,062.50 5.9807%
DEAN WITTER REYNOLDS 4.50% 1997
INCORPORATED 4.70% 1998
PAINEWEBBER INCORPORATED 4.90% 1999
ROBERT W. BAIRD &COMPANY, 5.00% 2000
INCORPORATED 5.10% 2001
5.25% 2002
5.35% 2003
5.45% 2004
5.60% 2005
5.70% 2006
5.85% 2007
5.95% 2008
6.00% 2009-2013
6.125% 2014 (Continued)
f ,
1 Interest Net Interest True Interest
Bidder Rates Price Cost Rate
KEMPER SECURITIES GROUP, INC. 5.25% 1996 $1,923,675.00 $1,504,373.75 5.9963%
OLDE DISCOUNT CORP. 5.30% 1997-1999
5.375% 2000-2002
5.40% 2003
5.50% 2004
5.60% 2005
5.70% 2006
5.80% 2007
5.90% 2008
6.00% 2009-2014
DAIN BOSWORTH INCORPORATED 4.75% 1996 $1,923,689.00 $1,509,764.75 6.0060%
4.85% 1997-1998
4.90% 1999
5.00% 2000
5.10% 2001
5.20% 2002
5.30% 2003
5.45% 2004
5.60% 2005
5.70% 2006
5.80% 2007
5.90% 2008
6.00% 2009-2010
6.10% 2011-2014
FIRSTAR BANK MILWAUKEE, N.A. 5.30% 1996 $1,923,686.95 $1,533,839.93 6.1039%
FIRSTAR CORPORATION MINNESOTA 5.35% 1997-2001
OPPENHEIMER&CO., INC. 5.375% 2002
5,40% 2003
5.50% 2004
5.60% 2005
5.70% 2006
5.80% 2007
5.90% 2008
6.00% 2009
6.10% 2010
6.15% 2011
6.20% 2012
6.25% 2013-2014
These Bonds are being reoffered at par.
BBI: 6.22%
Average Maturity: 12.91 Years