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HomeMy WebLinkAboutGeneral Obligation Improvement Bonds of 1993 )1- ,) u b ~ J I- C/TABULATIONOFBIDS ,? jJ ~~J/. r/ :t ~ t P ~ OF PRIOR LAKE, MlNNESaf A U Lt :IW 7 $3,000,000 (iY' GENERAL OBUGATION IMPROVEMENf BONDS OF 1993 AWARD: CLA YI'ON BROWN & ASSOCIATES, INC. DATE OF SALE: MONDAY, JUNE 21, 1993 MOODY'S RATING: A BIDDER INfEREST RATE NEf INTEREST COST (RATE) CLAYI'ON BROWN & ASSOCIATES, INC. GRIFFIN, KUBIK, STEPHENS & THOMPSON PIPER JAFFRA Y INC. NORWEST INVESTMENT SERVICES) T. MGR. American National Bank, St. Paul Craig-Hallum, Inc. Dougherty, Dawkins, Strand & Bigelow Moore, Jruran & Company, Inc. 4.250% - 1994 4.300% - 199512003 4.375% - 200412008 PURCHASE PRICE: $2,941,222.10 $965,434.78 (4.5907%) 3.000% - 1994 3.250% - 1995 3.500% - 1996 3.700% - 1997 3.900% - 1998 4.000% - 1999 4.200% - 2000 4.400% - 2001 4.600% - 2002 4.800% - 2003 5.000% - 2004 5.125% - 2005 5.250% - 200612008 PURCHASE PRICE: $2,957,537.10 $972,413.94 (4.6239%) 2.75% - 1994 3.15% - 1995 3.50% - 1996 3.80% - 1997 4.00% - 1998 4.20% - 1999 4.40% - 2000 4.60% - 200 1 4.80% - 2002 5.00% - 200312004 5.10% - 2005 5.20% - 2006 5.25% - 2007 5.30% - 2008 PURCHASE PRICE: $2,972,855.00 $985,346.67 (4.6854%) CITY OF PRIOR LAKE, MlNNESaf A $3,000,000 GENERAL OBUGATION IMPROVEMENT BONDS OF 1993 PAGE 2 DEAN wrITER REYNOLDS INC. PRUDENTIAL SECURITIES) JOINT PAINEWEBBERINC.) MANAGERS R.W. BAIRD & CO.) FRS INVESTMENf SERVICES, INC. Miller & Schroeder Financial, Inc. Peterson Financial Corporation DAIN BOSWORTH. INC. MERRIL LYNCH) JOINT CRONIN & CO, INC.) MANAGERS MIlLER, JOHNSON & KUEHN, INC.) 2.80% - 1994 3.20% - 1995 3.50% - 1996 3.80% - 1997 4.00% - 1998 4.10% - 1999 4.30% - 2000 4.50% - 2001 4.70% - 2002 4.90% - 2003 5.00% - 2004 5.10% - 2005 5.20% - 2006 5.30% - 200712008 PURCHASE PRICE: 3.00% - 1994 3.25% - 1995 3.50% - 1996 3.75% - 1997 4.00% - 1998 4.20% - 1999 4.40% - 2000 4.60% - 200 1 4.80% - 2002 5.00% - 2003 5.10% - 2004 5.20% - 2005 5.30% - 2006 5.40% - 2007 5.50% - 2008 PURCHASE PRICE: 3.00% - 1994 3.30% - 1995 3.55% - 1996 3.80% - 1997 4.00% - 1998 4.20% - 1999 4.40% - 2000 4.60% - 2001 4.80% - 2002 5.00% - 2003 5.10% - 2004 5.20% - 2005 5.30% - 2006 5.40% - 2007 5.50% - 2008 PURCHASE PRICE: $2,959,385.80 $986,120.45 (4.6891%) $2,971,500.00 991,921.46 (4.7166%) $2,970,000.00 $994,621.25 (4.7243%) ;(fi))J u R~~TM~T ~gS!,2X~ INC. SAINT PAUL, MN 55101-2091 MINNESOTA MUTUAL LIFE CENTER 400 NORTH ROBERT - SUITE 800 (612) 224-1500 1-800-950-4666 FAX: (612) 224-5124 MINNEAPOLIS, MN 55402-3300 #130 INTERNATIONAL CENTRE 900 - 2ND AVENUE SOUTH (612) 339-8100 1-800-950-4666 FAX: (612) 339-2019 HOUSTON, TX 77027-9008 1177 WEST lOOP SO - SUITE 1850 (713) 961-1882 1-800-950-5444 FAX: (713) 961-0962 CLEARWATER, FL 34624-3102 ARBOR OFFICE CENTER - SUITE 205 19321 U.S. HIGHWAY 19 NORTH (813) 535-0584 1-800-950-2055 FAX: (813) 535-3271 CITY OF PRIOR LAKE, MINNESar A $3,000,000 GENERAL OBUGATION IMPROVEMENT BONDS OF 1993 PAGE 3 SMTIH BARNEY, HARRIS UPHAM & CO. 3.10% - 1994 3.30% - 1995 3.60% - 1996 3.85% - 1997 4.00% - 1998 4.20% - 1999 4.40% - 2000 4.60% - 2001 4.80% - 2002 5.00% - 2003 5.10% - 2004 5.20% - 2005 5.25% - 2006 5.30% - 2007 5.35% - 2008 PURCHASE PRICE: $2,954,695.10 $963,640.21 (4.7976%) D"-\ TE OF AKAL YSIS: Jun-21- 1993 Kame of Issuer CITY OF PRIOR LAKE, MINNESOTA FINAL DA TED DATE OF BOND ISSlJE: JuI-I-1993 Type of Bond GENERAL OBLIGA TION IMPROVEMENT BONDS OF 1993 ALE: PRIOR LA.KE 429 - A PAR AMOUNT: $3,000,000 RESIDE!'o.'TIAL HOMESTEAD ANNUAL TAX MARKEr VALUE ANAL TOTAL STATUATORY CAPITALIZED ASSESSME:I'-.'TS (SCHEDULE A) ANNUAL TAX CAPACITY CAPACITY $85,000 $100,000 $125,000 $150.000 (12-1) [r-, 'TEREST DEBT COVERAGE Ir-.'TEREST ASSESSMENT ASSESSMENT TAX SURPLUS :DMULA TIVI VALUE INCR RATE NET TAX CAPACITY YEAR PRINCIPAL RATES I!'\'TEREST SERVICE @ 105.00% 5 MOt-.'THS PRINCIPAL INTEREST INCOME LEVY /DEFlClT BALANCE 1.00% INCREASE $980 $1, 280 $1.780 $2.280 1993 53,784.38 53,784.38 53,784.38 $53.784.38 $0.00 $0.00 6,800,000 1994 $210.000.00 4.250% 129,082.50 339,082.50 356,036.63 $74,433.33 $67,211.66 $141,644.99 240,000.00 25.~.36 25.~.36 6,868,000 3.49% $34.20 $44.67 $62.12 W.57 1995 220,000.00 4.300% 120,157.50 340,157.50 357,165.38 74.433.33 53,299.16 127,732.49 244,000.00 14,567.11 40,175.47 6,936,680 3.52% 34.50 45.06 62.66 80.26 1996 230,000.00 4.300% 110,697.50 340,697.50 357,732.38 74,433.33 48,988.33 123,421.66 248,000.00 13,689.28 53,864.75 7,006,047 3.54% 34.69 45.31 63.01 80.71 1997 245,000.00 4.300% 100.807.50 345,807.50 363,097.88 74,433.33 44,677.50 119,110.83 252,000.00 8,012.95 61,877.70 7,076,107 3.56% 34.89 45.57 63.37 81.17 1998 260,000.00 4.300% 90,272.50 350,272.50 367,786.13 74,433.33 40,366.66 114,799.99 257,000.00 4,013.86 65,891.56 7,146,868 3.60% 35.28 46.08 64.08 82.08 1999 275,000.00 4.300% 79,092.50 354,092.50 371,797.13 74,433.33 36,055.83 110,489.16 262,000.00 692.03 66,583.59 7,218,337 3.63% 35.57 46.46 64.61 82.76 2000 295,000.00 4.300% 67,267.50 362,267.50 380,380.88 74,433.33 31,745.00 106,178.33 268,000.00 (6,202.55) 60,381.04 7,290,520 3.68% 36.06 47.10 65.50 83.90 2001 310,000.00 4.300% 54,582.50 364,582.50 382,811.63 74,433.33 27,434.17 101,867.50 274,000.00 (6,944.13) 53,436.91 7,363,425 3.72% 36.46 47.62 66.22 84.82 2002 335,000.00 4.300% 41,252.50 376,252.50 395,065.13 74,433.33 23,123.33 97,556.66 280,000.00 (17,508.47) 35,928.44 7,437,059 3.76% 36.85 48.13 66.93 85.73 2003 370,000.00 4.300% 26,847.50 396,847.50 416,689.88 74,433.33 18,812.50 93,245.83 288,000.00 (35,444.05) 484.39 7,511,430 3.83% 37.53 49.02 68.17 87.32 2004 50,000.00 4.375% 10,937.50 60,937.50 63,984.38 52,733.33 14,501.67 67,235.00 0.00 3,250.62 3,735.01 7,586,S44 0.00% 0.00 0.00 0.00 0.00 2005 50,000.00 4.375% 8,750.00 58,750.00 61,687.50 52.733.33 11,601.33 64,334.66 0.00 2.647.16 6,382. 17 7,662,409 0.00% 0.00 0.00 0.00 0.00 2006 50,000.00 4.375% 6,562.50 56,562.50 59,390.63 52,733.33 8,701.00 61,434.33 0.00 2,043.70 8,425.87 7,739,033 0.00% 0.00 0.00 0.00 0.00 2007 50,000.00 4.375% 4,375.00 54,375.00 57,093.75 52.733.33 5,800.67 58,534.00 0.00 1,440.25 9,866.12 7,816,423 0.00% 0.00 0.00 0.00 0.00 2008 50,000.00 4.375% 2,187.50 52.187.50 54,796.88 52,733.33 2,900.33 55,633.66 0.00 836.78 10,702.90 7,894,587 0.00% 0.00 0.00 0.00 0.00 2009 0.00 0.000% 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 10,702.90 7,973,533 0.00% 0.00 0.00 0.00 0.00 2010 0.00 0.000% 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 10,702.90 8,053,268 0.00% 0.00 0.00 0.00 0.00 2011 0.00 0.000% 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 10,702.90 8,133,801 0.00% 0.00 0.00 0.00 0.00 2012 0.00 0.000% 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 10,702.90 8,215, 139 0.00% 0.00 0.00 0.00 0.00 2013 0.00 0.000% 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 10,702.90 8,297,290 0.00% 0.00 0.00 0.00 0.00 3,000,000.00 906.656.88 3,906,656.88 4,099,300.57 53,784.38 1,007,999.95 435,219.14 1,443,219.09 $2,613,000.00 $10,702.90 A VG. ANNUAL INCR $35.60 $46.50 $64.67 $82.83 (-) (+) (+) (+) MO!\'THL Y INCR. $2.97 $3.88 $5.39 $6.90 PREPARED BY: ij ~ JURAN & MOODY, INC. ~~ STEVEN J. MATTSON V.P. ~NC 612-224-1500 APPUCATION OF FUNDS (COSTS PER CITY) CONSTRUCfION BIDS lESS: CITY CASH <X>NT RIB Uf ION ESTIMATED ENGINEERING CONTINGENCY TOTAL PROJECT HARD COSTS ADD: (SOFr COSTS) ESTIMATED LEGAL OPINION ESTIMATED BOND PRI!'>.'TING & PUBLICATION ESTIMATED REGISTRATION (ONETIME- UPFROl\'T) CAPITAL Il\'TEREST (5 MONTHS) ESTIMATED ASCAL FEE ESTIMATED BOND RATING FEE MISC COSTS (pLUG NUMBER) ACTUAL DISCOU!'>.'T UNUSED DISCOU:I'-.'T TOT AL SOFr COSTS OF ISSUANCE SUBTOTAL GRAND TOTAL HARD COSTS ROUNDED FOR ISSUE PREPARED BY: ~ ~ JURAN & MOODY, INC. !1fiV;l STEVEN J. MATTSON V.P. I ~NC 612-224-1500 2,750,000.00 (380,000.00) 470,000.00 10,000.00 4,500.00 1,000.00 3,500.00 53,784.38 17,500.00 4,500.00 6,500.00 58,777.90 22.10 2,850,000.00 150,084.38 3,000,084.38 $3,000,000.00 CITY OF PRIOR LAKE, MINNESOTA GENERAL OBLIGATION IMPROVEMEl\l BONDS OF 1993 PAR AMOUNT: $3,000,000 YEAR 1993 1994 1995 1996 1997 1998 1999 2000 2001 2002 2003 2004 2005 2006 20CJ7 2008 2009 2010 2011 2012 2013 TOTALS AMOU:I'-.'T o $210,000 220,000 230,000 245,000 260,000 275,000 295,000 310,000 335,000 370,000 50,000 50,000 50,000 50,000 50,000 o o o o o $3,000,000 BONDS DATED: BONDS MATURE: Il\'TEREST: OPTION: PURCHASE PRICE: EST. AVERAGE COUPON RATE: EST. NET EFFECrIVE RATE: PAYING AGENT & REGISTRAR: BOND SALE DA TE: BOND SALE OPENING: BOND SALE AWARD: EST. BOND CLOSING DATE: JULY 1, 1993 DECEMBER I, 1994 THROUGH 2008 DECEMBER 1,1993 A.."1D SEMIANNUALLY THEREAFTER ON EACH JUNE 1 AND DECEMBER 1. ALL BONDS MATURING IN THE YEARS 1999 THROUGH 2008, ARE CALLABLE AT THE OPTION OF THE aTY ON DECEMBER 1, 1998 OR ANY PAYMENT DATE THEREAFrER AT PAR $2,941,222.10 4.311 % 4.591 % FIRST AR TRUST CO. JUNE 21, 1993 11:00 AM@THEST.PAULOFFICEOFJURAN&MOODY 7:30P.M. @ CITY HALL JULY 8,1993 ASSESSMENT INFORMATION (SCHEDULE A) 10 YEAR ASSESSMENTS 15 YEAR ASSESSMENTS AMOU:I'-.'T OF ASSESSMENTS: $217,000.00 AMOUNT OF ASSESSMENTS: $791,000.00 PERCE'" AGE OF ISSUE ASSESSED: 7.23% PERffi"-'T AGE OF ISSUE ASSESSED: 26.37% INTEREST RATE ON ASSESSME~'TS: 6.50% I:I'-.'TEREST RATE ON ASSESSME)\j'TS: 5.50% FIRST INSTALLME.JoIT COI..LECl'ION: 1994 FIRST INSTALLMENT COLLECTION: 1994 # OF ANNUAL INSTALLMENTS: 10 # OF ANNUAL INST ALLMa.'TS: 15 START DATE OF ASSESSMENTS: 11/1193 START DATE OF ASSESSMENTS: 11/ 1/93 ASSESSMENTS (10 YEAR) ASSESSME)\j'TS (15 YEAR) ASSESSMENT INTEREST @ ASSESSMENT ASSESSMENT INTEREST @ ASSESSMENT GRAND TOT AL OF YEAR PRINCIPAL 6.50% INCOME YEAR PRINCIPAL 5.50% INCOME ASSESSMENTS 1993 1993 1994 $21,700.00 $16,455.83 $38,155.83 1994 $52,733.33 $50,755.83 $103,489.16 $141,644.99 1995 21,700.00 12,694.50 34,394.50 1995 52,733.33 40,604.66 93,337.99 $127,732.49 1996 21,700.00 11,284.00 32,984.00 1996 52,733.33 37,7<>>.33 90,437.66 $123,421.66 1997 21,700.00 9,873.50 31,573.50 1997 52,733.33 34,8<>>.00 87,537.33 $119,110.83 1998 21,700.00 8,463.00 30,163.00 1998 52,733.33 31,903.66 84,636.99 $114,799.99 1999 21,700.00 7,052.50 28,752.50 1999 52,733.33 29,003.33 81,736.66 $110,489.16 2000 21,700.00 5,642.00 27,342.00 2000 52,733.33 26,103.00 78,836.33 $106,178.33 2001 21,700.00 4,231.50 25,931.50 2001 52,733.33 23,202.67 75,936.00 $101.867.50 2002 21,700.00 2,821.00 24,521.00 2002 52,733.33 20,302.33 73,035.66 $97,556.66 2003 21,700.00 1,410.50 23,110.50 2003 52,733.33 17,402.00 70, 135.33 $93,245.83 2004 0.00 0.00 0.00 2004 52,733.33 14,501.67 67,235.00 $67,235.00 2005 0.00 0.00 0.00 2005 52,733.33 11,601.33 64,334.66 $64,334.66 2006 0.00 0.00 0.00 2006 52,733.33 8,701.00 61,434.33 $61,434.33 2007 0.00 0.00 0.00 2007 52,733.33 5,800.67 58.534.00 $58,534.00 2008 0.00 0.00 0.00 2008 52,733.33 2,900.33 55,633.66 $55.633.66 2009 0.00 0.00 0.00 2009 0.00 0.00 0.00 $0.00 2010 0.00 0.00 0.00 2010 0.00 0.00 0.00 $0.00 2011 0.00 0.00 0.00 2011 0.00 0.00 0.00 $0.00 2012 0.00 0.00 0.00 2012 0.00 0.00 0.00 $0.00 2013 0.00 0.00 0.00 2013 0.00 0.00 0.00 $0.00 217,000.00 79,928.33 296,928.33 790,999.95 355,290.81 1,146,290.76 1,443,219.09 EXTRACT OF MINUTES OF A MEETING OF THE CITY COUNCIL OF THE CITY OF PRIOR LAKE, MINNESOTA HELD: June 21, 1993 Pursuant to due call and notice thereof, a regular meeting of the City Council of the city of Prior Lake, Scott County, Minnesota, was duly held at the City Hall in said City on Monday, the 21st day of June, 1993, at 7:30 P.M., for the purpose, in part, of considering bids for, and awarding the sale of, $3,000,000 General Obligation Improvement Bonds of 1993 of the city. The following members were present: and the following were absent: The Manager presented affidavits showing publication of notice of call for bids on $3,000,000 General Obligation Improvement Bonds of 1993 of the City, for which bids were to be received this same day, in accordance with the resolution adopted by the city Council on May 17, 1993. The affidavits were examined, were found to comply with the provisions of Minnesota Statutes, Chapter 475, and were approved and ordered placed on file. The following bids were received, opened and recorded at 11:00 A.M., Central Time, at the offices of Juran & Moody, Inc., in the presence of the Manager, or designee, on this same day: Bidder Interest Rate Net Interest Cost 241363 The Council then proceeded to consider and discuss the bids, after which member introduced the following resolution and moved its adoption: Resolution Number 93- RESOLUTION ACCEPTING BID ON SALE OF $3,000,000 GENERAL OBLIGATION IMPROVEMENT BONDS OF 1993, PROVIDING FOR THEIR ISSUANCE 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 $3,000,000 General Obligation Improvement Bonds of 1993 of the City, pursuant to Minnesota Statutes, Chapters 429 and 475, to finance the construction of various improvements in the City (the "Improvements"): and B. 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. AcceDtance of Bid. The bid of (the "Purchaser"), to purchase $3,000,000 General Obligation Improvement Bonds of 1993 of the City (the "Bonds", or individually a "Bond"), in accordance with the notice 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 bid received and is hereby accepted, and the Bonds are hereby awarded to said bidder. The Manager is directed to retain the deposit of said bidder and to forthwith return to the unsuccessful bidders their good faith checks or drafts. 2. Title: Original Issue Date: Denominations: Maturities. The Bonds shall be titled "General Obligation Improvement Bonds of 1993", shall be dated July 1, 1993, 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 241363 2 integral multiple thereof of a single maturity. The Bonds shall mature on December 1 in the years and amounts as follows: Year Amount Year Amount 1994 $210,000 2000 $295,000 1995 220,000 2001 310,000 1996 230,000 2002 335,000 1997 245,000 2003 370,000 1998 260,000 2004-2008 50,000 1999 275,000 All dates are inclusive. 3. Purpose. 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 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 December 1, 1993, 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: Interest Rate Maturity Year Interest Rate Maturity Year 1994 1995 1996 1997 1998 1999 2000 2001 % 2002 2003 2004 2005 2006 2007 2008 % 5. Redemption. All Bonds maturing in the years 1999 to 2008, both inclusive, shall be subject to redemption and prepayment at the option of the city on December 1, 1998, 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 241363 3 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 b~ 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. 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 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 Reqistrar. Firstar Trust Company, in Milwaukee, Wisconsin, 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. 241363 4 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: 241363 5 UNITED STATES OF AMERICA STATE OF MINNESOTA SCOTT COUNTY CITY OF PRIOR LAKE R- $ GENERAL OBLIGATION IMPROVEMENT BOND OF 1993 INTEREST RATE MATURITY DATE DATE OF ORIGINAL ISSUE CUSIP JULY 1, 1993 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 December 1, 1993, 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 Firstar Trust Company, in Milwaukee, Wisconsin (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 241363 6 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. 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. 241363 7 Date of Registration: BOND REGISTRAR'S CERTIFICATE OF AUTHENTICATION This Bond is one of the Bonds described in the Resolution mentioned within. FIRSTAR TRUST COMPANY Milwaukee, Wisconsin Bond Registrar By Authorized Signature 241363 Registrable by: FIRSTAR TRUST COMPANY Payable at: FIRSTAR TRUST COMPANY CITY OF PRIOR LAKE, SCOTT COUNTY, MINNESOTA /s/ Facsimile Mayor /s/ Facsimile Manager 8 ON REVERSE OF BOND Redem-ption. All Bonds of this issue (the "Bonds") maturing in the. years 1999 to 2008, both inclusive, are subject to redemption and prepayment at the option of the Issuer on December 1, 1998, 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. Selection of Bonds for RedemDtion: 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 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. Issuance: PurDose: General Obligation. This Bond is one of an issue in the total principal amount of $3,000,000, all of like date of original issue and tenor, except as to number, 241363 9 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 pursuant to a resolution adopted by the City Council of the Issuer on June 21, 1993 (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 1993 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: Exchanqe: 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 Reqistered 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 241363 10 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. 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-Exemot Obliqation. 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: UTMA - - as tenants in common - as tenants by the entireties as joint tenants with right of and not as tenants in common as custodian for survivorship TEN COM TEN ENT JT TEN - (Minor) Uniform (Cust) under the (State) Transfers to Minors Act Additional abbreviations may also be used though not in the above list. 241363 11 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.) 241363 12 8. Execution: Temoorarv 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 July 1, 1993. The certificate of Authentication so executed on each Bond shall be conclusive evidence that it has been authenticated and delivered under this resolution. 10. Reqistration: Transfer: Exchanqe. 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. 241363 13 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. 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. 241363 14 11. Riqhts Upon Transfer or Exchanqe. Each Bond delivered upon transfer of or in exchange for or in lieu of any other Bond shall carryall 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 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 Reqistered 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. Deliverv: Apolication 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 1993 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. 241363 15 (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 $2,941,200 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, 1993), plus any special assessments levied with respect to the Improvements and collected 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 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 as 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 $2,941,200; (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, 1993); (e) any collections of all taxes herein or hereafter levied for the payment of the Bonds and interest thereon; (f) all funds 241363 16 remaining in the Construction Account after completion of the Improvements and payment of the costs thereof, not so transferred to the account of another improvement; (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 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 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 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 241363 17 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 adjustments 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 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: Levv Years Collection Years Improvement Desiqnation Amount (i) Project 93-11 $ (Business Office Park) (ii) Project 93-12 (Lime Road and Center Road) (iii) project 93-13 (Forest Oaks sewer, water and paving) TOTAL: $1,007,999.95 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 241363 18 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 Levv Collection Amount 1993 1994 $ 1994 1995 1995 1996 1996 1997 1997 1998 1998 1999 1999 2000 2000 2001 2001 2002 2002 2003 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. 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 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 241363 19 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, subject 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 Requlations. The provisions of this paragraph are intended to establish and provide for the City's compliance with united states Treasury Regulations section 1.103-18 (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 (an "Expenditure"). The City hereby certifies and/or covenants as follows: (a) On or before the date of payment of each Expenditure, the City (or person designated to do so on behalf of the City) made or will have made a written declaration of the City's official intent (a "DeClaration") which effectively (i) states the City's intention and reasonable expectation to reimburse itself for the payment of the 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/or identifies a specific fund or account of the City and the general functional purpose thereof from which the Expenditure was to be paid (collectively the "Project"); (iii) states the maximum principal amount of debt expected to be issued by the City for the purpose of financing the Project; and (iv) states specifically that the Declaration is a declaration of official intent under Treasury Regulations Section 1.103-18; provided, however, that no such Declaration shall necessarily have been made with respect to "preliminary expenditures" for the Project, defined in the Reimbursement Regulations to include engineering or architectural expenses and similar prefatory expenses, which in the aggregate do not exceed 20% of the "issue price" of the Bonds. Notwithstanding the foregoing, with respect to Expenditures made by the City prior to March 2, 1992, the city hereby represents that there exists objective evidence, within the meaning of the Reimbursement Regulations, that at the time the 241363 20 Expenditure was paid the City expected to reimburse the cost thereof with the proceeds of a borrowing. (b) As of the date of each Declaration, there were not and were not thereafter expected to become available sources of City funds which were or were expected to be dedicated or otherwise available on a long-term basis to provide financing for the Expenditure or Project. (c) Each Declaration was made a part of the publicly available official books, records or proceedings of the City and was continuously available for inspection by the general public at city Hall during regular City hours beginning not later than 30 days after the making of the Declaration and continuing through the date of issuance of the Bonds, as required by the Reimbursement Regulations. (d) Each Expenditure, other than the costs of issuing the Bonds, is a capital expenditure, that is, a cost of a type that is properly chargeable to a capital account (or would be with a proper election) under general federal income tax principles. (e) The "reimbursement allocation" described in the Reimbursement Regulations for each 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 one year after payment of the Expenditure or one year after the date on which the Project to which the Expenditure relates is first placed in service. (f) Each such reimbursement allocation will be evidenced by an entry on the official books or records of the City maintained for and in connection with the Bonds and will specifically identify the actual prior Expenditure or Project or, in the case of the reimbursement of a particular fund or account described in the applicable Declaration, the fund or account from which the Expenditure was paid. (g) The City is unaware of any facts or circumstances which would cause it to question the reasonability or accuracy of the content of this paragraph or of any of the Declarations, or its compliance with any of the covenants herein or therein, including without limitation the City's failure to issue qualifying reimbursement bonds for costs for which it has made 241363 21 declarations of official intent, absent extraordinary and unforeseeable circumstances of the kind described in the Reimbursement Regulations. 20. General Obliqation 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. 21. certificate of Reqistration. 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. 22. 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. 23. Neqative Covenant as to Use of Proceeds and Imorovements. 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. 241363 22 24. Tax-ExemDt 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 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. 25. Designation of Qualified Tax-ExemDt Obliqations. 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 241363 23 City, and all subordinate entities whose obligations are treated as issued by the city) during this calendar year 1993 will not exceed $10,000,000; and (e) not more than $10,000,000 of obligations issued by the City during this calendar year 1993 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. 26. Severability. If any section, paragraph or prov1s1on 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. 27. Headinqs. 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 was duly seconded by member discussion thereof and upon a vote following voted in favor thereof: the foregoing resolution and, after a full being taken thereon, the and the following voted against the same: Whereupon said resolution was declared duly passed and adopted. 241363 24 STATE OF MINNESOTA COUNTY OF SCOTT 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 bids for, and awarding the sale of, $3,000,000 General Obligation Improvement Bonds of 1993 of said City. WITNESS my hand and the seal of said City this 21st day of June, 1993. Manager (SEAL) 241363 25