HomeMy WebLinkAbout14-127 Authorization of Bond Sale
EXTRACT OF MINUTES OF A MEETING
OF THE CITY COUNCIL
CITY OF PRIOR LAKE, MINNESOTA
HELD: August 25, 2014
Pursuant to due call, a regular or special meeting of the City Council of the City of Prior
Lake, Scott County, Minnesota, was duly held at the City Hall on August 25, 2014, at 7:00 P.M,
for the purpose, in part, of providing for the issuance and sale of $2,665,000 General Obligation
Bonds, Series 2014A.
The following members were present: Kenneth Hedberg, Michael McGuire and Richard
Keeney;
and the following were absent: Monique Morton and Vanessa Soukup
Member McGuire introduced the following resolution and moved its adoption:
CITY OF PRIOR LAKE
RESOLUTION NO. 14-127
RESOLUTION PROVIDING FOR THE ISSUANCE AND SALE OF $2,665,000 GENERAL
OBLIGATION BONDS, SERIES 2014A, PLEDGING FOR THE SECURITY THEREOF
SPECIAL ASSESSMENTS AND LEVYING A TAX FOR THE PAYMENT THEREOF
A.WHEREAS, the City Council of the City of Prior Lake, Minnesota (the "City")
has heretofore determined and declared that it is necessary and expedient to issue $2,665,000
General Obligation Bonds, Series 2014A (the "Bonds" or individually, a "Bond"), pursuant to
Minnesota Statutes, Chapters 475 and Section 475.58 (i) to finance street reconstruction
improvements under the City's Street Reconstruction Plan 2013-2017, adopted August 27, 2012
(the "Street Reconstruction Improvements") and (ii) for a current refunding on December 15,
2014 (the "Call Date") of the City's $1,300,000 original principal amount of General Obligation
Street Improvement Bonds, Series 2008B, dated May 15, 2008 (the "Prior Bonds"), which
mature on and after December 15, 2015; and
B.WHEREAS, on August 27, 2012, following duly published notice thereof, the
Council held a public hearing on the issuance of approximately $8,007,000 principal amount of
bonds to finance the Street Reconstruction Improvements and all persons who wished to speak or
provide written information relative to the public hearing were afforded an opportunity to do so;
and
C.WHEREAS, no petition signed by voters equal to 5 percent of the votes cast in
the City in the last municipal general election requesting a vote on the issuance of the Street
Reconstruction Portion of the Bonds has been filed with the City Clerk within 30 days after the
public hearing on August 27, 2012; and
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D.WHEREAS, , the City's net debt limit, calculated in accordance with the
provisions of Minnesota Statutes, Section 475.53, is $77,720,919 and after subtracting
$17,525,000 of debt, which counts against the net debt limit, the City's net debt limit is reduced
to $60,195,919 and, after issuance of the Bonds, the City's net debt limit is further reduced to
$58,025,919; and
E.WHEREAS, $540,000 aggregate principal amount of the Prior Bonds which
matures on and after December 1, 2015 (the "Refunded Bonds"), is callable on the Call Date, at a
price of par plus accrued interest, as provided in the Resolution of the City Council, adopted on
April 28, 2008 (the "Prior Resolution"); and
F.WHEREAS, the refunding of the Refunded Bonds on the Call Date is consistent
with covenants made with the holders thereof, and is necessary and desirable for the reduction of
debt service cost to the City; and
G.WHEREAS, the City has retained Blue Rose Capital Advisors, Inc., in
Minneapolis, Minnesota, as its independent financial advisor for the sale of the Bonds and was
therefore authorized to sell the Bonds by private negotiation in accordance with Minnesota
Statutes, Section 475.60, Subdivision 2(9); and
H.WHEREAS, it is in the best interests of the City that the Bonds be issued in book-
entry form as hereinafter provided; and
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Prior Lake,
Minnesota, as follows:
1.Acceptance of Offer. The offer of Northland Securities, Inc. (the "Purchaser"), to
purchase the Bonds in accordance with the terms and at the rates of interest hereinafter set forth,
and to pay therefor the sum of $2,697,830.65, plus interest accrued to settlement, is hereby
confirmed and accepted.
2.Bond Terms.
(a)Original Issue Date; Denominations; Maturities. The Bonds shall be dated
September 15, 2014, as the date of original issue, be issued forthwith on or after such date in
fully registered form, be numbered from R-1 upward in the denomination of $5,000 each or in
any integral multiple thereof of a single maturity (the "Authorized Denominations") and mature
on December 15 in the years and amounts as follows:
Year Amount Year Amount
2015 $305,000 2020 $225,000
2016 315,000 2021 230,000
2017 315,000 2022 235,000
2018 340,000 2023 235,000
2019 220,000 2024 245,000
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As may be requested by the Purchaser, one or more term Bonds may be issued having
mandatory sinking fund redemption and final maturity amounts conforming to the foregoing
principal repayment schedule, and corresponding additions may be made to the provisions of the
applicable Bond(s).
(b)Allocation. The aggregate principal amount of $2,170,000 maturing in each of
the years and amounts hereinafter set forth are issued to finance the Street Reconstruction
Improvements (the "Street Reconstruction Portion"); and the aggregate principal amount of
$495,000 maturing in each of the years and amounts hereinafter set forth are issued to finance
the refunding of the Refunded Bonds (the "Refunding Portion"):
Year Street Reconstruction Refunding Portion Total Amount
Portion
2015 $185,000 $120,000 $305,000
2016 190,000 125,000 315,000
2017 190,000 125,000 315,000
2018 215,000 125,000 340,000
2019 220,000 220,000
2020 225,000 225,000
2021 230,000 230,000
2022 235,000 235,000
2023 235,000 235,000
2024 245,000 245,000
If Bonds are prepaid, the prepayments shall be allocated to the portions of debt service
(and hence allocated to the payment of Bonds treated as relating to a particular portion of debt
service) as provided in this paragraph. If the source of prepayment moneys is the general fund of
the City, or other generally available source, the prepayment may be allocated to either or both of
the portions of debt service in such amounts as the City shall determine. If the source of the
prepayment is special assessments pledged to and taxes levied for the Refunded Bonds, the
prepayment shall be allocated to the Refunding Portion of debt service.
(c)Book Entry Only System. The Depository Trust Company, a limited purpose
trust company organized under the laws of the State of New York or any of its successors or its
successors to its functions hereunder (the "Depository") will act as securities depository for the
Bonds, and to this end:
(i)The Bonds shall be initially issued and, so long as they remain in book entry form
only (the "Book Entry Only Period"), shall at all times be in the form of a separate
single fully registered Bond for each maturity of the Bonds; and for purposes of
complying with this requirement under paragraphs 5 and 10 Authorized
Denominations for any Bond shall be deemed to be limited during the Book Entry
Only Period to the outstanding principal amount of that Bond.
(ii)Upon initial issuance, ownership of the Bonds shall be registered in a bond
register maintained by the Bond Registrar (as hereinafter defined) in the name of
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CEDE & CO, as the nominee (it or any nominee of the existing or a successor
Depository, the "Nominee").
(iii)With respect to the Bonds neither the City nor the Bond Registrar shall have any
responsibility or obligation to any broker, dealer, bank, or any other financial
institution for which the Depository holds Bonds as securities depository (the
"Participant") or the person for which a Participant holds an interest in the Bonds
shown on the books and records of the Participant (the "Beneficial Owner").
Without limiting the immediately preceding sentence, neither the City, nor the
Bond Registrar, shall have any such responsibility or obligation with respect to
(A) the accuracy of the records of the Depository, the Nominee or any Participant
with respect to any ownership interest in the Bonds, or (B) the delivery to any
Participant, any Owner or any other person, other than the Depository, of any
notice with respect to the Bonds, including any notice of redemption, or (C) the
payment to any Participant, any Beneficial Owner or any other person, other than
the Depository, of any amount with respect to the principal of or premium, if any,
or interest on the Bonds, or (D) the consent given or other action taken by the
Depository as the Registered Holder of any Bonds (the "Holder"). For purposes
of securing the vote or consent of any Holder under this Resolution, the City may,
however, rely upon an omnibus proxy under which the Depository assigns its
consenting or voting rights to certain Participants to whose accounts the Bonds
are credited on the record date identified in a listing attached to the omnibus
proxy.
(iv)The City and the Bond Registrar may treat as and deem the Depository to be the
absolute owner of the Bonds for the purpose of payment of the principal of and
premium, if any, and interest on the Bonds, for the purpose of giving notices of
redemption and other matters with respect to the Bonds, for the purpose of
obtaining any consent or other action to be taken by Holders for the purpose of
registering transfers with respect to such Bonds, and for all purpose whatsoever.
The Bond Registrar, as paying agent hereunder, shall pay all principal of and
premium, if any, and interest on the Bonds only to the Holder or the Holders of
the Bonds as shown on the bond register, and all such payments shall be valid and
effective to fully satisfy and discharge the City's obligations with respect to the
principal of and premium, if any, and interest on the Bonds to the extent of the
sum or sums so paid.
(v)Upon delivery by the Depository to the Bond Registrar of written notice to the
effect that the Depository has determined to substitute a new Nominee in place of
the existing Nominee, and subject to the transfer provisions in paragraph 10,
references to the Nominee hereunder shall refer to such new Nominee.
(vi)So long as any Bond is registered in the name of a Nominee, all payments with
respect to the principal of and premium, if any, and interest on such Bond and all
notices with respect to such Bond shall be made and given, respectively, by the
Bond Registrar or City, as the case may be, to the Depository as provided in the
Letter of Representations to the Depository required by the Depository as a
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condition to its acting as book-entry Depository for the Bonds (said Letter of
Representations, together with any replacement thereof or amendment or
substitute thereto, including any standard procedures or policies referenced
therein or applicable thereto respecting the procedures and other matters relating
to the Depository's role as book-entry Depository for the Bonds, collectively
hereinafter referred to as the "Letter of Representations").
(vii)All transfers of beneficial ownership interests in each Bond issued in book-entry
form shall be limited in principal amount to Authorized Denominations and shall
be effected by procedures by the Depository with the Participants for recording
and transferring the ownership of beneficial interests in such Bonds.
(viii)In connection with any notice or other communication to be provided to the
Holders pursuant to this Resolution by the City or Bond Registrar with respect to
any consent or other action to be taken by Holders, the Depository shall consider
the date of receipt of notice requesting such consent or other action as the record
date for such consent or other action; provided, that the City or the Bond Registrar
may establish a special record date for such consent or other action. The City or
the Bond Registrar shall, to the extent possible, give the Depository notice of such
special record date not less than fifteen calendar days in advance of such special
record date to the extent possible.
(ix)Any successor Bond Registrar in its written acceptance of its duties under this
Resolution and any paying agency/bond registrar agreement, shall agree to take
any actions necessary from time to time to comply with the requirements of the
Letter of Representations.
(x)In the case of a partial prepayment of a Bond, the Holder may, in lieu of
surrendering the Bonds for a Bond of a lesser denomination as provided in
paragraph 5, make a notation of the reduction in principal amount on the panel
provided on the Bond stating the amount so redeemed.
(d)Termination of Book-Entry Only System. Discontinuance of a particular
Depository's services and termination of the book-entry only system may be effected as follows:
(i)The Depository may determine to discontinue providing its services with respect
to the Bonds at any time by giving written notice to the City and discharging its
responsibilities with respect thereto under applicable law. The City may
terminate the services of the Depository with respect to the Bond if it determines
that the Depository is no longer able to carry out its functions as securities
depository or the continuation of the system of book-entry transfers through the
Depository is not in the best interests of the City or the Beneficial Owners.
(ii)Upon termination of the services of the Depository as provided in the preceding
paragraph, and if no substitute securities depository is willing to undertake the
functions of the Depository hereunder can be found which, in the opinion of the
City, is willing and able to assume such functions upon reasonable or customary
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terms, or if the City determines that it is in the best interests of the City or the
Beneficial Owners of the Bond that the Beneficial Owners be able to obtain
certificates for the Bonds, the Bonds shall no longer be registered as being
registered in the bond register in the name of the Nominee, but may be registered
in whatever name or names the Holder of the Bonds shall designate at that time,
in accordance with paragraph 10. To the extent that the Beneficial Owners are
designated as the transferee by the Holders, in accordance with paragraph 10, the
Bonds will be delivered to the Beneficial Owners.
(iii)Nothing in this subparagraph (d) shall limit or restrict the provisions of paragraph
10.
(e)Letter of Representations. The provisions in the Letter of Representations are
incorporated herein by reference and made a part of the resolution, and if and to the extent any
such provisions are inconsistent with the other provisions of this resolution, the provisions in the
Letter of Representations shall control.
3.Purpose; Findings. The Bonds shall provide funds to finance the Street
Reconstruction Improvements and for a current refunding of the Refunded Bonds (the
"Refunding"). The Street Reconstruction Improvements and the Refunding may herein be
referred to as the “Project”. The total cost of the Street Reconstruction 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 Street Reconstruction Portion of the Bonds. Work on the Street
Reconstruction 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
Street Reconstruction Improvements proceeds with due diligence to completion and that any and
all permits and studies required under law for the Street Reconstruction Improvements are
obtained. It is hereby found, determined and declared that the Refunding is pursuant to
Minnesota Statutes, Section 475.67, and shall result in a reduction of debt service cost to the
City.
4.Interest. The Bonds shall bear interest payable semiannually on June 15 and
December 15 of each year (each, an "Interest Payment Date"), commencing June 15, 2015,
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 Year Interest Rate Maturity Year Interest Rate
2015 2.00% 2020 2.00%
2016 2.00 2021 2.00
2017 2.00 2022 2.00
2018 2.00 2023 2.50
2019 2.00 2024 2.50
5.Redemption. All Bonds maturing on December 15, 2021, and thereafter, shall be
subject to redemption and prepayment at the option of the City on December 15, 2020, and on
any date thereafter at a price of par plus accrued interest. Redemption may be in whole or in part
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of the Bonds subject to prepayment. If redemption is in part, the maturities and the principal
amounts within each maturity to be redeemed shall be determined by the City; 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 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 Holder thereof or the Holder's attorney duly
authorized in writing) and the City shall execute (if necessary) and the Bond Registrar shall
authenticate and deliver to the Holder of the Bond, without service charge, a new Bond or Bonds
having the same stated maturity and interest rate and of any Authorized Denomination or
Denominations, as requested by the 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. Northland Trust Services, Inc., in Minneapolis, 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 in paragraph 12.
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 BOND, SERIES 2014A
Interest Rate Maturity Date Date of Original Issue CUSIP
___% December 15, ____ September 15, 2014
REGISTERED OWNER: CEDE & CO.
PRINCIPAL AMOUNT:
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, unless called for earlier redemption, in the manner hereinafter set forth, the
principal amount specified above, on the maturity date specified above, and to pay interest
thereon semiannually on June 15 and December 15 of each year (each, an "Interest Payment
Date"), commencing June 15, 2015, at the rate per annum specified above (calculated on the
basis of a 360-day year of twelve thirty-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 Northland Trust Services Inc., in Minneapolis, Minnesota (the "Bond Registrar"),
acting as paying agent, or any successor paying agent duly appointed by the Issuer (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 first day of the calendar month of 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 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. So long as this Bond is registered in
the name of the Depository or its Nominee as provided in the Resolution hereinafter described,
and as those terms are defined therein, payment of principal of, premium, if any, and interest on
this Bond and notice with respect thereto shall be made as provided in the Letter of
Representations, as defined in the Resolution, and surrender of this Bond shall not be required
for payment of the redemption price upon a partial redemption of this Bond. Until termination of
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the book-entry only system pursuant to the Resolution, Bonds may only be registered in the
name of the Depository or its Nominee.
Optional Redemption. All Bonds of this issue (the "Bonds") maturing on December 15,
2021, and thereafter, are subject to redemption and prepayment at the option of the Issuer on
December 15, 2020, and on any 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, the maturities and the principal amounts within each maturity to be redeemed shall be
determined by the Issuer; 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 days prior to the date fixed for redemption.
Prior to the date on which any Bond or Bonds are directed by the Issuer to be redeemed
in advance of maturity, the Issuer will cause notice of the call thereof for redemption identifying
the Bonds to be redeemed to be mailed to the Bond Registrar and all Bondholders, at the
addresses shown on the Bond Register. All Bonds so called for redemption will cease to bear
interest on the specified redemption date, provided funds for their redemption have been duly
deposited.
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 the Holder's
attorney duly authorized in writing) and the Issuer shall execute (if necessary) and the Bond
Registrar shall authenticate and deliver to the Holder of the Bond, without service charge, a new
Bond or Bonds having the same stated maturity and interest rate and of any Authorized
Denomination or Denominations, as requested by the Holder, in aggregate principal amount
equal to and in exchange for the unredeemed portion of the principal of the Bond so surrendered.
Issuance; Purpose; General Obligation. This Bond is one of an issue in the total principal
amount of $2,665,000, all of like date of original issue and tenor, except as to number, maturity,
interest rate, denomination and redemption privilege, issued pursuant to and in full conformity
with the Constitution and laws of the State of Minnesota and pursuant to a resolution adopted by
the City Council of the Issuer on August 25, 2014 (the "Resolution"), for the purpose of
providing money to finance street reconstruction improvements within the jurisdiction of the
Issuer and for a current refunding of certain outstanding general obligation bonds of the Issuer.
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This Bond is payable out of the General Obligation Bonds, Series 2014A 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; Exchange; Resolution. The Bonds are issuable solely in fully registered
form in Authorized Denominations (as defined in the Resolution) 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 the Holder's 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 herein 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.
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.
Qualified Tax-Exempt Obligation. 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.
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
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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: NORTHLAND TRUST
SERVICES, INC.
Payable at: NORTHLAND TRUST
SERVICES, INC.
BOND REGISTRAR'S
CITY OF PRIOR LAKE,
CERTIFICATE OF
SCOTT COUNTY, MINNESOTA
AUTHENTICATION
/s/ Facsimile
This Bond is one of the
Mayor
Bonds described in the
Resolution mentioned
within. /s/ Facsimile
Manager
Northland Trust Services, Inc.
Minneapolis, Minnesota
Bond Registrar
By:
Authorized Signature
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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.
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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PREPAYMENT SCHEDULE
This Bond has been prepaid in part on the date(s) and in the amount(s) as follows:
AUTHORIZED
SIGNATURE
DATE AMOUNT OF HOLDER
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8.Execution. The Bonds shall be in typewritten form, shall be executed on behalf of
the City by the signatures of its Mayor and City Manager and be sealed with the seal of the City;
provided, as permitted by law, both signatures may be photocopied facsimiles and the corporate
seal has been omitted. In the event of disability or resignation or other absence of either officer,
the Bonds may be signed by the manual or facsimile signature of the officer who may act on
behalf of the absent or disabled officer. In case either 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, the signature or facsimile shall nevertheless be valid and sufficient for all purposes,
the same as if the officer had remained in office until delivery.
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
the 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 of
September 15, 2014. 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 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.
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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 Acting City Manager is
hereby authorized to negotiate and execute the terms of said agreement.
11.Rights Upon Transfer or Exchange. 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.
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 first day of the calendar
month of 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 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) 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.Delivery; Application of Proceeds. The Bonds when so prepared and executed
shall be delivered by the Manager 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 Bonds, Series 2014A 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
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manner herein specified until all of the Bonds and the interest thereon have been fully paid.
There shall be maintained in the Fund the following accounts:
(a)Construction Account. To the Construction Account shall be credited the
proceeds of the sale of the Street Reconstruction Portion of the Bonds, less accrued interest and
capitalized interest. From the Construction Account there shall be paid all costs and expenses of
making the Street Reconstruction Improvements, 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 the Construction Account shall be used for no other
purpose except as otherwise provided by law; provided that the proceeds of the Street
Reconstruction Portion of the Bonds may also be used to the extent necessary to pay interest on
the Street Reconstruction Portion of the Bonds due prior to the anticipated date of
commencement of the receipt of the collection of taxes herein levied or covenanted to be levied;
and provided further that if upon completion of the Street Reconstruction Improvements there
shall remain any unexpended balance in the Construction Account, the balance may be
transferred by the Council to the Debt Service Account.
(b)Payment Account. To the Payment Account there shall be credited the proceeds
of the sale of the Refunding Portion of the Bonds. From the Payment Account, on or prior to the
Call Date, the Finance Director shall transfer, from the Refunding Portion of the Bonds to the
paying agent for the Prior Bonds, the amount of $540,000. The proceeds are sufficient, together
with other funds on deposit in debt service fund for the Refunded Bonds, to pay the principal and
interest due on the Refunded Bonds on the Call Date, including the principal of the Refunded
Bonds called for redemption on the Call Date. The remainder of the monies in the Payment
Account shall be used to pay a pro rata share of the costs of issuance of the Bonds. Any monies
remaining in the Payment Account after payment of all costs of issuance and payment of the
Refunded Bonds shall be transferred to the Debt Service Account.
(c)Debt Service Account. There are hereby irrevocably appropriated and pledged to,
and there shall be credited to, the Debt Service Account: (i) all funds remaining in the
Construction Account after completion of the Street Reconstruction Improvements and payment
of the costs thereof; (ii) any balance remaining after the Call Date in the Debt Service Account of
the General Obligation Street Improvements Bonds, Series 2008B Fund created by the Prior
Resolution; (iv) all uncollected special assessments which were heretofore pledged to the
payment of the Prior Bonds and are herein pledged to the payment of the Refunding Portion of
the Bonds; (v) any collection of all taxes herein or hereafter levied for the payment of the Bonds;
(vi) any funds remaining in the Payment Account after the cost of issuing the Refunding Portion
of the Bonds have been paid, (vii) all investment earnings on funds held in the Debt Service
Account; and (viii) any and all other moneys which are properly available and are appropriated
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 hereafter issued by the City and made payable
from the 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 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
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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 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 the 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.Covenants Relating to the Street Reconstruction Portion of the Bonds. To provide
moneys for payment of the principal and interest on the Street Reconstruction Portion of 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:
Years of Tax Levy Years of Tax Collection Amount
See Attached Schedule
The tax levies are such that if collected in full they, together with other revenues herein
pledged for the payment of the Street Reconstruction Portion of the Bonds, will produce at least
five percent in excess of the amount needed to meet when due the principal and interest
payments on the Street Reconstruction Portion of the Bonds. The tax levies shall be irrepealable
so long as any of the Street Reconstruction Portion 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.
17.Covenants Relating to the Refunding Portion of the Bonds.
(a)Pursuant to the Prior Resolution, the City has heretofore levied special
assessments for the Prior Bonds and all uncollected special assessments are now pledged to the
payment of the principal and interest on the Refunding Portion of the Bonds. The special
assessments are such that if collected in full they, together with the ad valorem taxes herein
levied, will produce at least five percent in excess of the amount needed to meet when due the
principal and interest payments on the Refunding Portion of the Bonds. The special assessments
were levied as provided below, payable in equal, consecutive, annual installments, with general
taxes for the years shown below and with interest on the declining balance of all such
assessments at the rate shown opposite such years:
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Collection
Improvement Designation Levy Years Years Amount Rate
2014 Street Reconstruction Improvements 2014-2023 2015-2024 $75,000 4.00%
(b)Tax Levy; Coverage Test. To provide moneys for payment of the principal and
interest on the Refunding Portion of 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 Levy Year of Tax Collection Amount
2014-2023 2015-2024 See Attached Exhibit B
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 Refunding Portion
of the Bonds, will produce at least five percent in excess of the amount needed to meet when due
the principal and interest payments on the Refunding Portion of the Bonds. The tax levies shall
be irrepealable so long as any of the Refunding Portion 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.
Upon payment of the Refunded Bonds, the taxes levied by the Prior Resolution shall be
canceled
18.General Obligation Pledge. 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 without interest from the Debt Service Account when a sufficient balance is available therein.
19.Prior Bonds; Security and Prepayment. Until retirement of the Prior Bonds, all
provisions for the security thereof shall be observed by the City and all of its officers and agents.
The Refunded Bonds shall be redeemed and prepaid on the Call Date in accordance with the
terms and conditions set forth in the Notice of Call for Redemption attached hereto as Exhibit A,
which terms and conditions are hereby approved and incorporated herein by reference.
20.Supplemental Resolution. The Prior Resolution authorizing the issuance of the
Prior Bonds is hereby supplemented to the extent necessary to give effect to the provisions
hereof.
21.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
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Bonds shall, to the extent 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.
22.Compliance With Reimbursement Bond Regulations. 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 sixty 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 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 twenty percent 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 five percent of
the proceeds of the Bonds.
(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.
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(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 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.
23. Continuing Disclosure. The City is the sole obligated person with respect to the
Bonds. The City hereby agrees, in accordance with the provisions 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 the Municipal Securities Rulemaking Board
(the “MSRB”) by filing at www.emma.msrb.org 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 to the MSRB notice of the occurrence of certain
events with respect to the Bonds in not more than ten (10) business days after the occurrence of
the event, in accordance with the Undertaking.
(c)Provide or cause to be provided to the MSRB notice of a failure by the City to
provide the annual financial information with respect to the City described in the Undertaking, in
not more than ten (10) business days following such amendment.
(d)The City agrees that its covenants pursuant to the Rule set forth in this paragraph
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 (the “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.
24.Certificate of Registration. A certified copy of this resolution is hereby directed
to be filed in the offices of the County Auditor of Scott County, Minnesota, together with such
other information as the County Auditor shall require and to obtain the County Auditor’s
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Certificate that the Bonds have been entered in the County Auditor’s Bond Register and tax levy
required by law has been made.
25.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.
26.Negative Covenant as to Use of Bond Proceeds and Project. The City hereby
covenants not to use the proceeds of the Bonds or to use the Project, or to cause or permit them
to be used, or to enter into any deferred payment arrangements for the cost of the Project, 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.
27.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
(i) requirements relating to temporary periods for investments, (ii) limitations on amounts
invested at a yield greater than the yield on the Bonds, and (iii) 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 small issuer 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
(a)the Bonds are issued by a governmental unit with general taxing powers;
(b)no Bond is a private activity bond;
(c)ninety five percent 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 the jurisdiction of which is
entirely within the jurisdiction of the City); and
(d)the aggregate face amount of all tax exempt bonds (other than private activity
bonds) issued by the City (and all entities subordinate to, or 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.
28.Designation of Qualified Tax-Exempt 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:
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(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 501I(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 2014 will not
exceed $10,000,000;
(e)not more than $10,000,000 of obligations issued by the City during this calendar
year 2014 have been designated for purposes of Section 265(b)(3) of the Code; and
(f)the aggregate face amount of the Bonds does not exceed $10,000,000.
Furthermore, with respect to the Refunding Portion of the Bonds:
(g)each of the Refunded Bonds was designated as a “qualified tax exempt
obligation” for purposes of Section 265(b)(3) of the Code;
(h)the average maturity of the Refunding Portion of the Bonds does not exceed the
remaining average maturity of the Refunded Bonds;
(i)no part of the Refunding Portion of the Bonds has a maturity date which is later
than the date which is thirty years after the date the Refunded Bonds were issued; and
(j)the Refunding Portion of the Bonds are issued to refund, and not to “advance
refund” the Prior Bonds within the meaning of Section 149(d)(5) of the Code, and shall not be
taken into account under the $10,000,000 issuance limit to the extent the Bonds do not exceed
the outstanding amount of the Prior Bonds.
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.
29.Official Statement. The Official Statement relating to the Bonds prepared and
distributed by Northland Securities, Inc. is hereby approved and the officers of the City are
authorized in connection with the delivery of the Bonds to sign such certificates as may be
necessary with respect to the completeness and accuracy of the Official Statement.
30.Payment of Issuance Expenses. The City authorizes the Purchaser to forward the
amount of Bond proceeds allocable to the payment of issuance expenses to the Bond Registrar,
Minnesota, on the closing date for further distribution as directed by the Purchaser.
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31.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.
32.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.
The motion for the adoption of the foregoing resolution was duly seconded by member
Keeney and, after a full discussion thereof and upon a vote being taken thereon, the following
voted in favor thereof: Hedberg, McGuire and Keeney;
and the following voted against the same: none.
Whereupon the resolution was declared duly passed and adopted.
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STATE OF MINNESOTA
COUNTY OF SCOTT
CITY OF PRIOR LAKE
I, the undersigned, being the duly qualified and acting City 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 the City, duly called and
held on the date therein indicated, insofar as such minutes relate to considering proposals and
awarding the sale of $2,665,000 General Obligation Bonds, Series 2014A.
WITNESS my hand on August 25, 2014.
_______________________________________
City Manager
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EXHIBIT A
NOTICE OF CALL FOR REDEMPTION
GENERAL OBLIGATION STREET IMPROVEMENT BONDS, SERIES 2008B
CITY OF PRIOR LAKE, SCOTT COUNTY, MINNESOTA
NOTICE IS HEREBY GIVEN that by order of the City Council of the City of Prior
Lake, Scott County, Minnesota, there have been called for redemption and prepayment on
December 15, 2014
those outstanding bonds of the City designated as General Obligation Street Improvement
Bonds, Series 2008B, dated as of May 15, 2008, having stated maturity dates in the years 2015
through 2018, inclusive, and totaling $540,000 in principal in principal amount and having
CUSIP numbers listed below:
Year CUSIP AMOUNT
2016 7426166A8 $265,000
2018 7426166C4 275,000
The bonds are being called at a price of par plus accrued interest to December 15, 2014, on
which date all interest on the bonds will cease to accrue. Holders of the bonds hereby called for
redemption are requested to present their bonds for payment, at the office of the Finance Director
of the City of Prior Lake, Minnesota.
Dated: August 25, 2014 BY ORDER OF THE CITY COUNCIL
/s/ Frank Boyles, City Manager
*The City shall not be responsible for the selection of or use of the CUSIP numbers, nor is any
representation made as to their correctness indicated in the notice. They are included solely for
the convenience of the holders.
A-1
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EXHIBIT B
Debt Service Tax Levy Cycle
Year Year
CertifiedCollectedTax Levy
20142015241,000.00
20152016242,000.00
20162017243,000.00
20172018244,000.00
20182019245,000.00
20192020246,000.00
20202021247,000.00
20212022247,000.00
20222023248,000.00
20232024249,000.00
20242025-
20252026-
$2,452,000.00
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