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AGENDA #:
PREPARED BY:
SUBJECT:
DATE:
BACKGROUND:
DISCUSSION:
ALTERNATIVES:
STAFF AGENDA REPORT
2
RALPH TESCHNER, FINANCE DIRECTOR
CONSIDER APPROVAL OF RESOLUTION 96-59 ACCEPTING THE
PROPOSAL FOR THE SALE OF $935,000 GENERAL OBLIGATION
IMPROVEMENT BONDS OF 1996
May 29,1996
The City Council has authorized solicitation of bids for the sale of $935,000 in
general obligation improvement bonds. The bid opening is scheduled for
Wednesday May 29, 1996 at 11 :30 A.M. The City Council will be awarding the
bid at 5:30 P.M. at the Fire Station.
Attached is a copy of the preliminary official statement prepared by Juran &
Moody with respect to the sale of the $935,000 General Obligation Bond Issue.
The term of the issuance is ten years. Also enclosed is the Rating Recap from
Moody's Investors (not affiliated with Juran & Moody) which is basically a
credit report of the City of Prior Lake's financial condition and our bond rating
determination. The City has been awarded an "A" rating for this sale. The
highest rating possible is "AAA". Our previous bond sales have also been rated
"A".
The projects to be financed by this issue include; Northwood Road, Lakefront
Park improvements, bituminous sealcoating and County Road 21 improvements.
We anticipate receiving numerous bids with respect to this bond issue. The date
of opening has been carefully established by Steve Mattson, of Juran & Moody,
Inc. with respect to market demand in hopes of maximizing competition between
syndicates. Steve Mattson will provide a bid tabulation and award
recommendation to the City Council at the meeting.
The following alternatives are available to the City Council:
1. Authorize award of bid to the lowest responsible bidder as determined
by Juran & Moody, Inc. by approval of Resolution 96-59.
2. Take no action subject to receipt of additional information.
ACTION REQUIRED:
RECOMMENDATION: Alternative #1
REVIEWED BY:
JURANI.WRT
16200 Eagle Creek Ave. S.E., Prior Lake, Minnesota 55372-1714 / Ph. (612) 447-4230 / Fax (612) 447-4245
AN EQUAL OPPORTUNITY EMPLOYER
Moody's Municipal
Daily Rating Recap
Prior lake. Minnesota
Rating date: May 21, 1996
Moody's rating: A
General Obligation Improvclnent Bonds
Sale: $935,000
Date of Sale: May 29
Type: Competitive
Security: Gcnenll ()bligation~ unlimited lax; bonds arc
e~pccted Lo be paid in the nrsl illslance from special
assessnlcnts on benefitted property.
Use of Proceeds~ To fina"~~c various iruprovemcnts
within the city lncluding streets, sidewalks, slnnn sewers
and sanitary sewers, water mai nS and curbs and gutters.
Last Rating change~ Fehruary 1991: Baal tnA
Credit Comment: In ec.mjunction with the Cily's
upconling sale of $935,000 General Obligation Jmprove
ment Bonds, Moody's has reviewed and confirmed the A
rating on Prior) .ake' s General Obligation debt. Key
credit factors include:
Twin Cities suburb experiencing rapid housing and
tax base growth.
Denland has ncce1~ra~ed with opening of Bloomington
Ferry Bridge as highway access to Twin Cities job
market has jmproved. Approximately 1200 acreS
remains avaiJahle for develuprncnt within MUSA line;
city is request.ing cx.tcnsion from Met Cuullcil
Positive socia-economic profile maintained
despite significant growth.
Housing stock primarily new and well abuve state aver-
age values; resident lncornc levels also exceed the state.
Numerous clllployment opporlunities include Twin Cit-
ies area job market ttnd a large, local casino.
Sound financial management I conservative
budgeting. produces surpluses.
Conservalive budgeting for building permitc;, an increas-
ing revenue source, has grown Gt:neral Fund balance.
Financial results for )l)q5 reverse priur year's dt:dinc.
Ample liquidity levels eliminates need for c(lsh flow
hn~rowing.
Above average debt reflects heavy issuance for
growth needs-rapid retirement.
While debt service dominates the budget, over 80~, of
obligations are supported by special assessments and
utility revcnues~ thereby alleviating the impacl on the
properly tax levy. Equipment r~scrve created in 1994 to
fund some cupit.al necd~.
analyst: Dianne Golub
(212) 553-0566
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EXTRACT OF MINUTES OF A MEETING OF THE
CITY COUNCIL OF THE CITY OF
PRIOR LAKE, MINNESOTA
HELD: May 29, 1996
Pursuant to due call and notice thereof, a special
meeting of the City Council of the City of Prior Lake, Scott
County, Minnesota, was duly called and held at the Fire Hall in
said City on Wednesday, the 29th day of May, 1996, at 5:30 P.M.,
for the purpose of considering proposals for, and awarding the
sale of, $935,000 General Obligation Improvement Bonds of 1996 of
the City.
The following members were present:
and the following were absent:
Member
and moved its adoption:
introduced the following resolution
Resolution Number 96-59
RESOLUTION ACCEPTING PROPOSAL ON SALE OF
$935,000 GENERAL OBLIGATION
IMPROVEMENT BONDS OF 1996
A. WHEREAS, on May 6, 1996, the City Council of the
City of Prior Lake, Minnesota (the "City"), adopted a resolution
(the "Preliminary Resolution"), which provided for the private
negotiation of $935,000 General Obligation Improvement Bonds of
1996 (the "Bonds"); and
B. WHEREAS, proposals to purchase the Bonds have been
solicited by Juran & Moody, Inc. ("Juran") in accordance with the
Preliminary Resolution; and
C. WHEREAS, the proposals set forth on Exhibit A
attached hereto were received and opened pursuant to the Official
Terms of Bond Sale established for the Bonds in the presence of
the Manager, or designee, at the offices of Juran at 11:30 A.M.,
Central Time, this same day; and
D. WHEREAS, the City Council of the City has
heretofore determined and declared that it is necessary and
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expedient to issue the Bonds, pursuant to Minnesota Statutes,
Chapters 429 and 475, to finance the construction of various
improvements in the City (the "Improvements"); and
E. WHEREAS, the Improvements and all their components
have been ordered prior to the date hereof, after a hearing
thereon for which notice was given describing the Improvements or
all their components by general nature, estimated cost, and area
to be assessed; and
NOW, THEREFORE, BE IT RESOLVED by the Council of the
City of Prior Lake, Minnesota, as follows:
1. Acceptance of Proposal. The proposal of
(the "Purchaser"), to purchase the Bonds of
the City (or individually, a "Bond"), in accordance with the
Official Terms of Bond Sale, at the rates of interest hereinafter
set forth, and to pay therefor the sum of $ , plus
interest accrued to settlement, is hereby found, determined and
declared to be the most favorable proposal received and is hereby
accepted, and the Bonds are hereby awarded to said proposal
maker. The City Manager is directed to retain the deposit of
said proposal maker and to forthwith return to the unsuccessful
proposal makers their good faith checks and drafts.
2. Title: Original Issue Date: Denominations:
Maturities. The Bonds shall be titled "General Obligation
Improvement Bonds of 1996", shall be dated June 1, 1996, as the
date of original issue and shall be issued forthwith on or after
such date as fully registered bonds. The Bonds shall be numbered
from R-1 upward in the denomination of $5,000 each or in any
integral multiple thereof of a single maturity. The Bonds shall
mature on December 1 in the years and amounts as follows:
Year Amount ~ Amount
1997-1998 $75,000 2003 $100,000
1999 80,000 2004 105,000
2000 85,000 2005 110,000
2001 90,000 2006 120,000
2002 95,000
All dates are inclusive.
3. Pu~ose. The Bonds shall provide funds to finance
the Improvements. The total cost of the Improvements, which
shall include all costs enumerated in Minnesota Statutes, Section
475.65, is estimated to be at least equal to the amount of the
Bonds. Work on the Improvements shall proceed with due diligence
to completion. The City covenants that it shall do all things
and perform all acts required of it to assure that work on the
Improvements proceeds with due diligence to completion and that
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any and all permits and studies required under law for the
Improvements are obtained.
4. Interest. The Bonds shall bear interest payable
semiannually on June 1 and December 1 of each year (each, an
"Interest Payment Date"), commencing June 1, 1997, calculated on
the basis of a 360-day year of twelve 30-day months, at the
respective rates per annum set forth opposite the maturity years
as follows:
Maturity Interest Maturity Interest
Year Rate Year Rate
1997 % 2002 %
1998 2003
1999 2004
2000 2005
2001 2006
5. Redemption. All Bonds maturing in the years 2000
to 2006, both inclusive, shall be subject to redemption and
prepayment at the option of the City on December 1, 1999, and on
any Interest Payment Date thereafter at a price of par plus
accrued interest. Redemption may be in whole or in part of the
Bonds subject to prepayment. If redemption is in part, those
Bonds remaining unpaid which have the latest maturity date shall
be prepaid first; and if only part of the Bonds having a common
maturity date are called for prepayment, the specific Bonds to be
prepaid shall be chosen by lot by the Bond Registrar. Bonds or
portions thereof called for redemption shall be due and payable
on the redemption date, and interest thereon shall cease to
accrue from and after the redemption date. Mailed notice of
redemption shall be given to the paying agent and to each
affected registered holder of the Bonds at least thirty (30) days
prior to the date fixed for redemption.
To effect a partial redemption of Bonds having a common
maturity date, the Bond Registrar prior to giving notice of
redemption shall assign to each Bond having a common maturity
date a distinctive number for each $5,000 of the principal amount
of such Bond. The Bond Registrar shall then select by lot, using
such method of selection as it shall deem proper in its
discretion, from the numbers so assigned to such Bonds, as many
numbers as, at $5,000 for each number, shall equal the principal
amount of such Bonds to be redeemed. The Bonds to be redeemed
shall be the Bonds to which were assigned numbers so selected;
provided, however, that only so much of the principal amount of
each such Bond of a denomination of more than $5,000 shall be
redeemed as shall equal $5,000 for each number assigned to it and
so selected. If a Bond is to be redeemed only in part, it shall
be surrendered to the Bond Registrar (with, if the City or Bond
Registrar so requires, a written instrument of transfer in form
satisfactory to the City and Bond Registrar duly executed by the
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holder thereof or his, her or its attorney duly authorized in
writing) and the City shall execute (if necessary) and the Bond
Registrar shall authenticate and deliver to the Holder of such
Bond, without service charge, a new Bond or Bonds of the same
series having the same stated maturity and interest rate and of
any authorized denomination or denominations, as requested by
such Holder, in aggregate principal amount equal to and in
exchange for the unredeemed portion of the principal of the Bond
so surrendered.
6. Bond Registrar. First Trust National Association,
in St. Paul, Minnesota, is appointed to act as bond registrar and
transfer agent with respect to the Bonds (the "Bond Registrar"),
and shall do so unless and until a successor Bond Registrar is
duly appointed, all pursuant to any contract the City and Bond
Registrar shall execute which is consistent herewith. The Bond
Registrar shall also serve as paying agent unless and until a
successor paying agent is duly appointed. Principal and interest
on the Bonds shall be paid to the registered holders (or record
holders) of the Bonds in the manner set forth in the form of Bond
and paragraph 12 of this resolution.
7. Form of Bond. The Bonds, together with the Bond
Registrar's Certificate of Authentication, the form of Assignment
and the registration information thereon, shall be in
substantially the following form:
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UNITED STATES OF AMERICA
STATE OF MINNESOTA
SCOTT COUNTY
CITY OF PRIOR LAKE
R-
$
GENERAL OBLIGATION IMPROVEMENT
BOND OF 1996
INTEREST
RATE
MATIJRITY
DATE
DATE OF
ORIGINAL ISSUE
JUNE 1, 1996
CUSIP
REGISTERED OWNER:
PRINCIPAL AMOUNT:
DOLLARS
KNOW ALL PERSONS BY THESE PRESENTS that the City of
Prior Lake, Scott County, Minnesota (the "Issuer"), certifies
that it is indebted and for value received promises to pay to the
registered owner specified above, or registered assigns, in the
manner hereinafter set forth, the principal amount specified
above, on the maturity date specified above, unless called for
earlier redemption, and to pay interest thereon semiannually on
June 1 and December 1 of each year (each, an "Interest Payment
Date"), commencing June 1, 1997, at the rate per annum specified
above (calculated on the basis of a 360-day year of twelve 30-day
months) until the principal sum is paid or has been provided for.
This Bond will bear interest from the most recent Interest
Payment Date to which interest has been paid or, if no interest
has been paid, from the date of original issue hereof. The
principal of and premium, if any, on this Bond are payable upon
presentation and surrender hereof at the principal office of
First Trust National Association, in St. Paul, Minnesota (the
"Bond Registrar"), acting as paying agent, or any successor
paying agent duly appointed by the Issuer. Interest on this Bond
will be paid on each Interest Payment Date by check or draft
mailed to the person in whose name this Bond is registered (the
"Holder" or "Bondholder") on the registration books of the Issuer
maintained by the Bond Registrar and at the address appearing
thereon at the close of business on the fifteenth day of the
calendar month next preceding such Interest Payment Date (the
"Regular Record Date"). Any interest not so timely paid shall
cease to be payable to the person who is the Holder hereof as of
the Regular Record Date, and shall be payable to the person who
is the Holder hereof at the close of business on a date (the
"Special Record Date") fixed by the Bond Registrar whenever money
becomes available for payment of the defaulted interest. Notice
of the Special Record Date shall be given to Bondholders not less
321213.1
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than ten days prior to the Special Record Date. The principal of
and premium, if any, and interest on this Bond are payable in
lawful money of the United States of America.
REFERENCE IS HEREBY MADE TO THE FURTHER PROVISIONS OF
THIS BOND SET FORTH ON THE REVERSE HEREOF, WHICH PROVISIONS SHALL
FOR ALL PURPOSES HAVE THE SAME EFFECT AS IF SET FORTH HERE.
IT IS HEREBY CERTIFIED AND RECITED that all acts,
conditions and things required by the Constitution and laws of
the State of Minnesota to be done, to happen and to be performed,
precedent to and in the issuance of this Bond, have been done,
have happened and have been performed, in regular and due form,
time and manner as required by law, and that this Bond, together
with all other debts of the Issuer outstanding on the date of
original issue hereof and the date of its issuance and delivery
to the original purchaser, does not exceed any constitutional or
statutory limitation of indebtedness.
IN WITNESS WHEREOF, the City of Prior Lake, Scott
County, Minnesota, by its City Council has caused this Bond to be
executed on its behalf by the facsimile signatures of its Mayor
and its Manager, the corporate seal of the Issuer having been
intentionally omitted as permitted by law.
Date of Registration:
Registrable by: FIRST TRUST NATIONAL
ASSOCIATION
Payable at: FIRST TRUST NATIONAL
ASSOCIATION
BOND REGISTRAR'S
CERTIFICATE OF
AUTHENTICATION
This Bond is one of the
Bonds described in the
Resolution mentioned
within.
CITY OF PRIOR LAKE,
SCOTT COUNTY,
MINNESOTA
/s/ Facsimile
Mayor
/s/ Facsimile
Manager
FIRST TRUST NATIONAL
ASSOCIATION
St. Paul, Minnesota
Bond Registrar
By
Authorized Signature
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ON REVERSE OF BOND
Redemption. All Bonds of this issue (the "Bonds")
maturing in the years 2000 to 2006, both inclusive, are subject
to redemption and prepayment at the option of the Issuer on
December 1, 1999, and on any Interest Payment Date thereafter at
a price of par plus accrued interest. Redemption may be in whole
or in part of the Bonds subject to prepayment. If redemption is
in part, those Bonds remaining unpaid which have the latest
maturity date shall be prepaid first; and if only part of the
Bonds having a common maturity date are called for prepayment,
the specific Bonds to be prepaid shall be chosen by lot by the
Bond Registrar. Bonds or portions thereof called for redemption
shall be due and payable on the redemption date, and interest
thereon shall cease to accrue from and after the redemption date.
Mailed notice of redemption shall be given to the paying agent
and to each affected Holder of the Bonds at least thirty (30)
days prior to the date fixed for redemption.
Selection of Bonds for Redemption: Partial Redemption.
To effect a partial redemption of Bonds having a common maturity
date, the Bond Registrar shall assign to each Bond having a
common maturity date a distinctive number for each $5,000 of the
principal amount of such Bond. The Bond Registrar shall then
select by lot, using such method of selection as it shall deem
proper in its discretion, from the numbers assigned to the Bonds,
as many numbers as, at $5,000 for each number, shall equal the
principal amount of such Bonds to be redeemed. The Bonds to be
redeemed shall be the Bonds to which were assigned numbers so
selected; provided, however, that only so much of the principal
amount of such Bond of a denomination of more than $5,000 shall
be redeemed as shall equal $5,000 for each number assigned to it
and so selected. If a Bond is to be redeemed only in part, it
shall be surrendered to the Bond Registrar (with, if the Issuer
or Bond Registrar so requires, a written instrument of transfer
in form satisfactory to the Issuer and Bond Registrar duly
executed by the Holder thereof or his, her or its attorney duly
authorized in writing) and the Issuer shall execute (if
necessary) and the Bond Registrar shall authenticate and deliver
to the Holder of such Bond, without service charge, a new Bond or
Bonds of the same series having the same stated maturity and
interest rate and of any authorized denomination or denomina-
tions, as requested by such Holder, in aggregate principal amount
equal to and in exchange for the unredeemed portion of the
principal of the Bond so surrendered.
Issuance: Pu~ose: General Obligation. This Bond is
one of an issue in the total principal amount of $935,000, all of
like date of original issue and tenor, except as to number,
maturity, interest rate, denomination and redemption privilege,
which Bond has been issued pursuant to and in full conformity
with the Constitution and laws of the State of Minnesota and
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pursuant to a resolution adopted by the City Council of the
Issuer on May 29, 1996 (the "Resolution"), for the purpose of
providing money to finance the construction of various
improvements within the jurisdiction of the Issuer. This Bond is
payable out of the General Obligation Improvement Bonds of 1996
Fund of the Issuer. This Bond constitutes a general obligation
of the Issuer, and to provide moneys for the prompt and full
payment of its principal, premium, if any, and interest when the
same become due, the full faith and credit and taxing powers of
the Issuer have been and are hereby irrevocably pledged.
Denominations: Exchanae: Resolution. The Bonds are
issuable solely as fully registered bonds in the denominations of
$5,000 and integral multiples thereof of a single maturity and
are exchangeable for fully registered Bonds of other authorized
denominations in equal aggregate principal amounts at the
principal office of the Bond Registrar, but only in the manner
and subject to the limitations provided in the Resolution.
Reference is hereby made to the Resolution for a description of
the rights and duties of the Bond Registrar. Copies of the
Resolution are on file in the principal office of the Bond
Registrar.
Transfer. This Bond is transferable by the Holder in
person or by his, her or its attorney duly authorized in writing
at the principal office of the Bond Registrar upon presentation
and surrender hereof to the Bond Registrar, all subject to the
terms and conditions provided in the Resolution and to reasonable
regulations of the Issuer contained in any agreement with the
Bond Registrar. Thereupon the Issuer shall execute and the Bond
Registrar shall authenticate and deliver, in exchange for this
Bond, one or more new fully registered Bonds in the name of the
transferee (but not registered in blank or to "bearer" or similar
designation), of an authorized denomination or denominations, in
aggregate principal amount equal to the principal amount of this
Bond, of the same maturity and bearing interest at the same rate.
Fees upon Transfer or Loss. The Bond Registrar may
require payment of a sum sufficient to cover any tax or other
governmental charge payable in connection with the transfer or
exchange of this Bond and any legal or unusual costs regarding
transfers and lost Bonds.
Treatment of Registered Owners. The Issuer and Bond
Registrar may treat the person in whose name this Bond is
registered as the owner hereof for the purpose of receiving
payment as herein provided (except as otherwise provided on the
reverse "side hereof with respect to the Record Date) and for all
other purposes, whether or not this Bond shall be overdue, and
neither the Issuer nor the Bond Registrar shall be affected by
notice to the contrary.
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Authentication. This Bond shall not be valid or become
obligatory for any purpose or be entitled to any security unless
the Certificate of Authentication hereon shall have been executed
by the Bond Registrar.
Oualified Tax-Exemnt Obliaation. This Bond has been
designated by the Issuer as a "qualified tax-exempt obligation"
for purposes of Section 265(b) (3) of the Internal Revenue Code of
1986, as amended.
ABBREVIATIONS
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 in common
TEN ENT - as tenants by the entireties
JT TEN - as joint tenants with right of survivorship
and not as tenants in common
UTMA - as custodian for
(Cust) (Minor)
under the Uniform
(State)
Transfers to Minors Act
Additional abbreviations may also be used
though not in the above list.
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ASSIGNMENT
For value received, the undersigned hereby sells,
assigns and transfers unto
the within Bond and does
hereby irrevocably constitute and appoint
attorney to transfer the Bond on the books kept for the
registration thereof, 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 any change whatever.
Signature Guaranteed:
Signature(s) must be guaranteed by a national bank or trust
company or by a brokerage firm having a membership in one of the
major stock exchanges or any other "Eligible Guarantor
Institution" as defined in 17 CFR 240.17 Ad-15 (a) (2).
The Bond Registrar will not effect transfer of this Bond
unless the information concerning the transferee requested below
is provided.
Name and Address:
(Include information for all joint owners
if the Bond is held by joint account.)
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8. Execution: Tempora~ Bonds. The Bonds shall be
executed on behalf of the City by the signatures of its Mayor and
Manager and be sealed with the seal of the City; provided,
however, that the seal of the City may be a printed facsimile;
and provided further that both of such signatures may be printed
facsimiles and the corporate seal may be omitted on the Bonds as
permitted by law. In the event of disability or resignation or
other absence of either such officer, the Bonds may be signed by
the manual or facsimile signature of that officer who may act on
behalf of such absent or disabled officer. In case either such
officer whose signature or facsimile of whose signature shall
appear on the Bonds shall cease to be such officer before the
delivery of the Bonds, such signature or facsimile shall
nevertheless be valid and sufficient for all purposes, the same
as if he or she had remained in office until delivery. The City
may elect to deliver, in lieu of printed definitive bonds, one or
more typewritten temporary bonds in substantially the form set
forth above, with such changes as may be necessary to reflect
more than one maturity in a single temporary bond. Such
temporary bonds may be executed with photocopied facsimile
signatures of the Mayor and Manager. Such temporary bonds shall,
upon the printing of the definitive bonds and the execution
thereof, be exchanged therefor and canceled.
9. Authentication. No Bond shall be valid or
obligatory for any purpose or be entitled to any security or
benefit under this resolution unless a Certificate of
Authentication on such Bond, substantially in the form
hereinabove set forth, shall have been duly executed by an
authorized representative of the Bond Registrar. Certificates of
Authentication on different Bonds need not be signed by the same
person. The Bond Registrar shall authenticate the signatures of
officers of the City on each Bond by execution of the Certificate
of Authentication on the Bond and by inserting as the date of
registration in the space provided the date on which the Bond is
authenticated, except that for purposes of delivering the
original Bonds to the Purchaser, the Bond Registrar shall insert
as a date of registration the date of original issue, which date
is June 1, 1996. The Certificate of Authentication so executed
on each Bond shall be conclusive evidence that it has been
authenticated and delivered under this resolution.
10. Registration: Transfer: Exchange. The City will
cause to be kept at the principal office of the Bond Registrar a
bond register in which, subject to such reasonable regulations as
the Bond Registrar may prescribe, the Bond Registrar shall
provide for the registration of Bonds and the registration of
transfers of Bonds entitled to be registered or transferred as
herein provided.
Upon surrender for transfer of any Bond at the
principal office of the Bond Registrar, the City shall execute
(if necessary), and the Bond Registrar shall authenticate, insert
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the date of registration (as provided in paragraph 9) of, and
deliver, in the name of the designated transferee or transferees,
one or more new Bonds of any authorized denomination or
denominations of a like aggregate principal amount, having the
same stated maturity and interest rate, as requested by the
transferor; provided, however, that no Bond may be registered in
blank or in the name of "bearer" or similar designation.
At the option of the Holder, Bonds may be exchanged for
Bonds of any authorized denomination or denominations of a like
aggregate principal amount and stated maturity, upon surrender of
the Bonds to be exchanged at the principal office of the Bond
Registrar. Whenever any Bonds are so surrendered for exchange,
the City shall execute (if necessary), and the Bond Registrar
shall authenticate, insert the date of registration of, and
deliver the Bonds which the Holder making the exchange is
entitled to receive.
All Bonds surrendered upon any exchange or transfer
provided for in this resolution shall be promptly canceled by the
Bond Registrar and thereafter disposed of as directed by the
City.
All Bonds delivered in exchange for or upon transfer of
Bonds shall be valid general obligations of the City evidencing
the same debt, and entitled to the same benefits under this
resolution, as the Bonds surrendered for such exchange or
transfer.
Every Bond presented or surrendered for transfer or
exchange shall be duly endorsed or be accompanied by a written
instrument of transfer, in form satisfactory to the Bond
Registrar, duly executed by the Holder thereof or his, her or its
attorney duly authorized in writing.
The Bond Registrar may require payment of a sum
sufficient to cover any tax or other governmental charge payable
in connection with the transfer or exchange of any Bond and any
legal or unusual costs regarding transfers and lost Bonds.
Transfers shall also be subject to reasonable
regulations of the City contained in any agreement with the Bond
Registrar, including regulations which permit the Bond Registrar
to close its transfer books between record dates and payment
dates. The Manager is hereby authorized to negotiate and execute
the terms of said agreement.
11. Rights Upon Transfer or Exchanae. Each Bond
delivered upon transfer of or in exchange for or in lieu of any
other Bond shall carry all the rights to interest accrued and
unpaid, and to accrue, which were carried by such other Bond.
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12. Interest Payment: Record Date. Interest on any
Bond shall be paid on each Interest Payment Date by check or
draft mailed to the person in whose name the Bond is registered
(the "Holder") on the registration books of the City maintained
by the Bond Registrar and at the address appearing thereon at the
close of business on the fifteenth (15th) day of the calendar
month next preceding such Interest Payment Date (the "Regular
Record Date"). Any such interest not so timely paid shall cease
to be payable to the person who is the Holder thereof as of the
Regular Record Date, and shall be payable to the person who is
the Holder thereof at the close of business on a date (the
"Special Record Date") fixed by the Bond Registrar whenever money
becomes available for payment of the defaulted interest. Notice
of the Special Record Date shall be given by the Bond Registrar
to the Holders not less than ten (10) days prior to the Special
Record Date.
13. Treatment of Registered Owner. The City and Bond
Registrar may treat the person in whose name any Bond is
registered as the owner of such Bond for the purpose of receiving
payment of principal of and premium, if any, and interest
(subject to the payment provisions in paragraph 12 above) on,
such Bond and for all other purposes whatsoever whether or not
such Bond shall be overdue, and neither the City nor the Bond
Registrar shall be affected by notice to the contrary.
14. Delive~: Aoolication of Proceeds. The Bonds when
so prepared and executed shall be delivered by the Finance
Director to the Purchaser upon receipt of the purchase price, and
the Purchaser shall not be obliged to see to the proper
application thereof.
15. Fund and Accounts. There is hereby created a
special fund to be designated the "General Obligation Improvement
Bonds of 1996 Fund" (the "Fund") to be administered and
maintained by the Finance Director as a bookkeeping account
separate and apart from all other funds maintained in the
official financial records of the City. The Fund shall be
maintained in the manner herein specified until all of the Bonds
and the interest thereon have been fully paid. There shall be
maintained in the Fund two (2) separate accounts, to be
designated the "Construction Account" and "Debt Service Account",
respectively.
(i) Construction Account. To the Construction Account
there shall be credited the proceeds of the sale of the Bonds,
less accrued interest received thereon, and less any amount paid
for the Bonds in excess of $917,235, and less capitalized
interest in the amount of $ (together with interest
earnings thereon and subject to such other adjustments as are
appropriate to provide sufficient funds to pay interest due on
the Bonds on or before December 1, 1996), plus any special
assessments levied with respect to the Improvements and collected
321213.1
13
prior to completion of the Improvements and payment of the costs
thereof. From the Construction Account there shall be paid all
costs and expenses of making the Improvements listed in paragraph
16, including the cost of any construction contracts heretofore
let and all other costs incurred and to be incurred of the kind
authorized in Minnesota Statutes, Section 475.65; and the moneys
in said account shall be used for no other purpose except as
otherwise provided by law; provided that the proceeds of the
Bonds may also be used to the extent necessary to pay interest on
the Bonds due prior to the anticipated date of commencement of
the receipt of the collection of taxes or special assessments
herein levied or covenanted to be levied; and provided further
that if upon completion of the Improvements there shall remain
any unexpended balance in the Construction Account, the balance
(other than any special assessments) may be transferred by the
Council to the fund of any other improvement instituted pursuant
to Minnesota Statutes, Chapter 429, and provided further that any
special assessments credited to the Construction Account shall
only be applied towards payment of the costs of the Improvements
upon adoption of a resolution by the City Council determining
that the application of the special assessments for such purpose
will not cause the City to no longer be in compliance with
Minnesota Statutes, Section 475.61, Subdivision 1.
(ii) Debt Service Account. There are hereby irrevocably
appropriated and pledged to, and there shall be credited to, the
Debt Service Account: (a) all collections of special assessments
herein covenanted to be levied with respect to the Improvements
and either initially credited to the Construction Account and not
already spent a permitted above and required to pay any principal
and interest due on the Bonds or collected subsequent to the
completion of the Improvements and payment of the costs thereof;
(b) all accrued interest received upon delivery of the Bonds; (c)
all funds paid for the Bonds in excess of $917,235; (d)
capitalized interest in the amount of $ (together with
interest earnings thereon and subject to such other adjustments
as are appropriate to provide sufficient funds to pay interest
due on the Bonds on or before December 1, 1996); (e) any
collection of all taxes herein or hereafter levied for the
payment of the Bonds and interest thereon; (f) all funds
remaining in the Construction Account after completion of the
Improvements and payment of the costs thereof; (g) all investment
earnings on funds held in the Debt Service Account; and (h) any
and all other moneys which are properly available and are appro-
priated by the governing body of the City to the Debt Service
Account. The Debt Service Account shall be used solely to pay
the principal and interest and any premiums for redemption of the
Bonds and any other general obligation bonds of the City here-
after issued by the City and made payable from said account as
provided by law.
No portion of the proceeds of the Bonds shall be used
directly or indirectly to acquire higher yielding investments or
321213.1
14
to replace funds which were used directly or indirectly to
acquire higher yielding investments, except (1) for a reasonable
temporary period until such proceeds are needed for the purpose
for which the Bonds were issued and (2) in addition to the above
in an amount not greater than the lesser of five percent (5%) of
the proceeds of the Bonds or $100,000. To this effect, any
proceeds of the Bonds and any sums from time to time held in the
Construction Account or Debt Service Account (or any other City
account which will be used to pay principal or interest to become
due on the bonds payable therefrom) in excess of amounts which
under then-applicable federal arbitrage regulations may be
invested without regard to yield shall not be invested at a yield
in excess of the applicable yield restrictions imposed by said
arbitrage regulations on such investments after taking into
account any applicable "temporary periods" or "minor portion"
made available under the federal arbitrage regulations. Money in
the Fund shall not be invested in obligations or deposits issued
by, guaranteed by or insured by the United States or any agency
or instrumentality thereof if and to the extent that such
investment would cause the Bonds to be "federally guaranteed"
within the meaning of Section 149(b) of the Internal Revenue Code
of 1986, as amended (the "Code").
16. Assessments. It is hereby determined that no less
than twenty percent (20%) of the cost to the City of each
Improvement financed hereunder within the meaning of Minnesota
Statutes, Section 475.58, Subdivision 1(3), shall be paid by
special assessments to be levied against every assessable lot,
piece and parcel of land benefitted by any of the Improvements.
The City hereby covenants and agrees that it will let all
construction contracts not heretofore let within one (1) year
after ordering each Improvement financed hereunder unless the
resolution ordering the Improvement specifies a different time
limit for the letting of construction contracts. The City hereby
further covenants and agrees that it will do and perform as soon
as they may be done all acts and things necessary for the final
and valid levy of such special assessments, and in the event that
any such assessment be at any time held invalid with respect to
any lot, piece or parcel of land due to any error, defect, or
irregularity in any action or proceedings taken or to be taken by
the City or the City Councilor any of the City officers or
employees, either in the making of the assessments or in the
performance of any condition precedent thereto, the City and the
City Council will forthwith do all further acts and take all
further proceedings as may be required by law to make the
assessments a valid and binding lien upon such property. The
special assessments have not heretofore been authorized, and
accordingly, for purposes of Minnesota Statutes, Section 475.55,
Subdivision 3, the special assessments are hereby authorized.
Subject to such adjustment as are required by conditions in
existence at the time the assessments are levied, the assessments
are hereby authorized and it is hereby determined that the
assessments shall be payable in equal, consecutive, annual
321213.1
15
installments, with general taxes for the years shown below and
with interest on the declining balance of all such assessments at
a rate per annum not greater than the maximum permitted by law
and not less than % per annum:
Improvement
Designation
Amount
Collection
Levy Years Years
(i) Northwood Road
(ii) CSAH 21 Improvements
(iii) Lakefront Park
(iv) Bituminous Sealcoating
$
TOTAL:
$358.000
At the time the assessments are in fact levied the City
Council shall, based on the then-current estimated collections of
the assessments, make any adjustments in any ad valorem taxes
required to be levied in order to assure that the City continues
to be in compliance with Minnesota Statutes, Section 475.61,
Subdivision 1.
17. Tax Levv: Coveraqe Test. To provide moneys for
payment of the principal and interest on the Bonds there is
hereby levied upon all of the taxable property in the City a
direct annual ad valorem tax which shall be spread upon the tax
rolls and collected with and as part of other general property
taxes in the City for the years and in the amounts as follows:
Year of Tax Year of Tax
Levy Collection Amount
1996 1997 $
1997 1998
1998 1999
1999 2000
2000 2001
2001 2002
2002 2003
2003 2004
2004 2005
2005 2006
The tax levies are such that if collected in full they,
together with estimated collections of special assessments and
other revenues herein pledged for the payment of the Bonds, will
produce at least five percent (5%) in excess of the amount needed
to meet when due the principal and interest payments on the
Bonds. The tax levies shall be irrepealable so 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 permitted by Minnesota Statutes, Section
475.61, Subdivision 3.
321213.1
16
18. Defeasance. When all Bonds have been discharged
as provided in this paragraph, all pledges, covenants and other
rights granted by this resolution to the registered holders of
the Bonds shall, to the ~xtent permitted by law, cease. The City
may discharge its obligations with respect to any Bonds which are
due on any date by irrevocably depositing with the Bond 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, it may
nevertheless be discharged by depositing with the Bond 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 Bond Registrar on or before
that date a sum sufficient for the payment thereof in full,
provided that notice of redemption thereof has been duly given.
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 suitable banking institution
qualified by law as an escrow agent for this purpose, cash or
securities described in Minnesota Statutes, Section 475.67,
Subdivision 8, bearing interest payable at such times and at such
rates and maturing on such dates as shall be required, without
regard to sale and/or reinvestment, to pay all amounts to become
due thereon to maturity or, if notice of redemption as herein
required has been duly provided for, to such earlier redemption
date.
19. Compliance With Reimbursement Bond Reaulations.
The provisions of this paragraph are intended to establish and
provide for the City's compliance with United States Treasury
Regulations Section 1.150-2 (the "Reimbursement Regulations")
applicable to the "reimbursement proceeds" of the Bonds, being
those portions thereof which will be used by the City to
reimburse itself for any expenditure which the City paid or will
have paid prior to the Closing Date (a "Reimbursement
Expenditure") .
The City hereby certifies and/or covenants as follows:
(a) Not later than 60 days after the date of payment of a
Reimbursement Expenditure, the City (or person
designated to do so on behalf of the City) has made or
will have made a written declaration of the City's
official intent (a "Declaration") which effectively (i)
states the City's reasonable expectation to reimburse
itself for the payment of the Reimbursement Expenditure
out of the proceeds of a subsequent borrowing; (ii)
gives a general and functional description of the
property, project or program to which the Declaration
relates and for which the Reimbursement Expenditure is
paid, or identifies a specific fund or account of the
321213.1 1 7
City and the general functional purpose thereof from
which the Reimbursement Expenditure was to be paid
(collectively the "Project"); and (iii) states the
maximum principal amount of debt expected to be issued
by the City for the purpose of financing the Project;
provided, however, that no such Declaration shall
necessarily have been made with respect to: (i)
"preliminary expenditures" for the Project, defined in
the Reimbursement Regulations to include engineering or
architectural, surveying and soil testing expenses and
similar prefatory costs, which in the aggregate do not
exceed 20% of the "issue price" of the Bonds, and (ii)
a de minimis amount of Reimbursement Expenditures not
in excess of the lesser of $100,000 or 5% of the
proceeds of the Bonds. Notwithstanding the foregoing,
with respect to any Declaration made by the City
between January 27, 1992 and June 30, 1993, with
respect to a Reimbursement Expenditure made prior to
March 2, 1992, the City hereby represents that there
exists objective evidence, that at the time the
Expenditure was paid the City expected to reimburse the
cost thereof with the proceeds of a borrowing (taxable
or tax-exempt) and that expectation was reasonable.
(b) Each Reimbursement Expenditure is a capital expenditure
or a cost of issuance of the Bonds or any of the other
types of expenditures described in Section 1.150-
2(d) (3) of the Reimbursement Regulations.
(c) The "reimbursement allocation" described in the
Reimbursement Regulations for each Reimbursement
Expenditure shall and will 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 three years after payment of the
Reimbursement Expenditure or one year after the date on
which the Project to which the Reimbursement
Expenditure relates is first placed in service.
(d) Each such reimbursement allocation will be made in a
writing that evidences the City's use of Bond proceeds
to reimburse the Reimbursement Expenditure and, if made
within 30 days after the Bonds are issued, shall be
treated as made on the day the Bonds are issued.
Provided, however, that the City may take action contrary to any
of the foregoing covenants in this paragraph 19 upon receipt of
an opinion of its Bond Counsel for the Bonds stating in effect
that such action will not impair the tax-exempt status of the
Bonds.
20. Continuina Disclosure. The City is the sole
obligated person with respect to the Bonds. The City hereby
321213.1
18
~-",,_~_,,"."'_"''''~'~''''_''_' ~,.,..__~.~_,.......,_~.~""~.,,,.,,___.,~.,"",~._,_",....~_~~:-.,.._,..._"....~..~........~.~.-........-.......w.,........-..___"_._.,,_.
agrees, in accordance with the prov1s1ons of Rule 15c2-12 (the
"Rule"), promulgated by the Securities and Exchange Commission
(the "Commission") pursuant to the Securities Exchange Act of
1934, as amended, and a Continuing Disclosure Undertaking (the
"Undertaking") hereinafter described to:
A. Provide or cause to be provided to each nationally
recognized municipal securities information repository ("NRMSIR")
and to the appropriate state information depository ("SID"), if
any, for the State of Minnesota, in each case as designated by
the Commission in accordance with the Rule, certain annual
financial information and operating data in accordance with the
Undertaking. The City reserves the right to modify from time to
time the terms of the Undertaking as provided therein.
B. Provide or cause to be provided, in a timely manner, to
(i) each NRMSIR or to the Municipal Securities Rulemaking Board
("MSRB") and (ii) the SID, notice of the occurrence of certain
material events with respect to the Bonds in accordance with the
Undertaking.
C. Provide or cause to be provided, in a timely manner, to
(i) each NRMSIR or to the MSRB and (ii) the SID, notice of a
failure by the City to provide the annual financial information
with respect to the City described in the Undertaking.
D. The City agrees that its covenants pursuant to the Rule
set forth in this paragraph 20 and in the Undertaking is intended
to be for the benefit of the Holders of the Bonds and shall be
enforceable on behalf of such Holders; provided that the right to
enforce the provisions of these covenants shall be limited to a
right to obtain specific enforcement of the City's obligations
under the covenants.
The Mayor and Manager of the City, or any other officer of
the City authorized to act in their place with "Officers" are
hereby authorized and directed to execute on behalf of the City
the Undertaking in substantially the form presented to the City
Council subject to such modifications thereof or additions
thereto as are (i) consistent with the requirements under the
Rule, (ii) required by the Purchaser of the Bonds, and (iii)
acceptable to the Officers.
21. General Obligation Pledae. For the prompt and
full payment of the principal 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.
If the balance in the Debt Service Account is ever insufficient
to pay all principal and interest then due on the Bonds and any
other bonds payable therefrom, the deficiency shall be promptly
paid out of any other funds of the City which are available for
such purpose, and such other funds may be reimbursed with or
321213.1
19
without interest from the Debt Service Account when a sufficient
balance is available therein.
22. Certificate of Reaistration. The Manager is
hereby directed to file a certified copy of this resolution with
the County Auditor of Scott County, Minnesota, together with such
other information as he or she shall require, and to obtain the
County Auditor's certificate that the Bonds have been entered in
the County Auditor's Bond Register and that the tax levy required
by law has been made.
23. Records and Certificates. The officers of the
City are hereby authorized and directed to prepare and furnish to
the Purchaser, and to the attorneys approving the legality of the
issuance of the Bonds, certified copies of all proceedings and
records of the City relating to the Bonds and to the financial
condition and affairs of the City, and such other affidavits,
certificates and information as are 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.
24. Neaative Covenant as to Use of Proceeds and
Improvements. The City hereby covenants not to use the proceeds
of the Bonds or to use the Improvements, or to cause or permit
them to be used, or to enter into any deferred payment
arrangements for the cost of the Improvements, in such a manner
as to cause the Bonds to be "private activity bonds" within the
meaning of Sections 103 and 141 through 150 of the Code.
25. Tax-Exempt Status of the Bonds: Rebate. The City
shall comply with requirements necessary under the Code to
establish and maintain the exclusion from gross income under
Section 103 of the Code of the interest on the Bonds, including
without limitation (1) requirements relating to temporary periods
for investments, (2) limitations on amounts invested at a yield
greater than the yield on the Bonds, and (3) the rebate of excess
investment earnings to the United States if the Bonds (together
with other obligations reasonably expected to be issued and
outstanding at one time in this calendar year) exceed the
small-issuer exception amount of $5,000,000.
For purposes of qualifying for the exception to the
federal arbitrage rebate requirements for governmental units
issuing $5,000,000 or less of bonds, the City hereby finds,
determines and declares that (1) the Bonds are issued by a
governmental unit with general taxing powers, (2) no Bond is a
private activity bond, (3) ninety-five percent (95%) or more of
the net proceeds of the Bonds are to be used for local
governmental activities of the City (or of a governmental unit
321213.1
20
the jurisdiction of which is entirely within the jurisdiction of
the City), and (4) the aggregate face amount of all tax-exempt
bonds (other than private activity bonds) issued by the City (and
all subordinate entities thereof, and all entities treated as one
issuer with the City) during the calendar year in which the Bonds
are issued and outstanding at one time is not reasonably expected
to exceed $5,000,000, all within the meaning of Section
148(f) (4) (D) of the Code.
26. Designation of Oualified Tax-Exe~pt Obligations.
In order to qualify the Bonds as "qualified tax-exempt
obligations" within the meaning of Section 265(b) (3) of the Code,
the City hereby makes the following factual statements and
representations:
(a) the Bonds are issued after August 7, 1986;
(b) the Bonds are not "private activity bonds" as
defined in Section 141 of the Code;
(c) the City hereby designates the Bonds as
"qualified tax-exempt obligations" for purposes of
Section 265(b) (3) of the Code;
(d) the reasonably anticipated amount of
tax-exempt obligations (other than private activity
bonds, treating qualified 501 (c) (3) bonds as not being
private activity bonds) which will be issued by the
City (and all entities treated as one issuer with the
City, and all subordinate entities whose obligations
are treated as issued by the City) during this calendar
year 1996 will not exceed $10,000,000; and
(e) not more than $10,000,000 of obligations
issued by the City during this calendar year 1996 have
been designated for purposes of Section 265(b) (3) of
the Code.
The City shall use its best efforts to comply with any federal
procedural requirements which may apply in order to effectuate
the designation made by this paragraph.
27. Severability. If any section, paragraph or
provision of this resolution shall be held to be invalid or
unenforceable for any reason, the invalidity or unenforceability
of such section, paragraph or provision shall not affect any of
the remaining provisions of this resolution.
28. Headings. Headings in this resolution are
included for convenience of reference only and are not a part
hereof, and shall not limit or define the meaning of any
provision hereof.
321213.1
21
The motion for the adoption of the foregoing resolution
was duly seconded by member and, after a full
discussion thereof and upon a vote being taken thereon, the
following voted in favor thereof:
and the following voted against the same:
Whereupon said resolution was declared duly passed and
adopted.
321213.1
22
STATE OF MINNESOTA
COUNTY OF scon
CITY OF PRIOR LAKE
I, the undersigned, being the duly qualified and acting
Manager of the City of Prior Lake, Minnesota, DO HEREBY CERTIFY
that I have compared the attached and foregoing extract of
minutes with the original thereof on file in my office, and that
the same is a full, true and complete transcript of the minutes
of a meeting of the City Council of said City, duly called and
held on the date therein indicated, insofar as such minutes
relate to considering proposals for, and awarding the sale of,
$935,000 General Obligation Improvement Bonds of 1996 of said
City.
WITNESS my hand this 29th day of May, 1996.
Manager
321213.1
23
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