2. ERMUSR AGENDA 06-12-2012 REGULAR MEETING OF THE
Elk River UTILITIES COMMISSION
June 12, 2012,3:30 P.M.
Municipal Utilities Utilities Conference Room
Mission Statement: 7o provide our. crr.storncr.s with .t crjc, reliable, cost effective (uhf qualify lung
term electric. and water utility service. 1(1 communicate and educate our customers in the rrse
trtilih services. programs. policies. and firtrrre plans. These producl.e and services will he
provider'irr crn environmentally oral financially rc'slrontiihlc' nrunncr.
AGENDA ITEM ACTION TAKEN
1.0 CALL MEETING TO ORDER
1.1 Pledge of Allegiance
1.2 Consider the Agenda
2.0 CONSENT AGENDA (Approved by one motion.)
2.1 Check Register
2.2 Previous Regular Meeting Minutes
2.3 Financial Statements
2.4 Wellhead Protection Plan
2.5 Video Security System
2.6 CMMPA CAPX2020 Project Revenue Bonds Disclosure Acknowledgement
Letter and Exhibit E to Bonds Purchase Agreement
2.7 Annual Water Quality Report
2.8 Capacity Credit Agreement Notice of Termination Extension
2.9 Pay Equity Compliance
2.10 Policy for Returned Un-Paid Items Revision
3.0 OPEN MIC (Non-agenda items from guests, no action taken.)
4.0 OLD BUSINESS
4.1 Conflicts of Interest Policy
5.0 NEW BUSINESS
5.1 Year-End Reserves Balances
5.2 Jackson Street Water Tower Repairs—Verbal
5.3 Electric Service Territory Acquisition Options
6.0 OTHER BUSINESS
6.1 Staff Updates
6.2 Set Date for Next Meeting
6.3 Closing of Meeting: "Meeting to be Closed pursuant to MN Statute
13D.05, Subd. 3(c)(3)to develop or consider offers or counteroffers for
the purchase or sale of real or personal property."
a Call Closed Session to Order
b Discussion
c Adjourn Closed Session
6.4 Adjourn Regular Meeting
13069 Orono Parkway, P.O. Box 430, Elk River, MN 55330-0430 • 763-441-2020 • www.elkriverutilities.com
ACTION REQUESTED:
Staff recommends the Commission receive the executed Central Minnesota Municipal Power Agency
CAPX2020 Project Revenue Bonds Disclosure Acknowledgement Letter and the executed Exhibit E to
Bond Purchase Agreement.
ATTACHMENTS:
• Disclosure Acknowledgement Letter
• Exhibit E to Bond Purchase Agreement
POWERED 81
3 ® NATURE
Reliable Public
Power Provider POWERED T O S E 0.v E
Pink CENTRAL MINNESOTA MUNICIPAL POWER AGENCY
459 South Grove Street Blue Earth,Minnesota 56013 507-526-2193
May 21, 2012
Troy Adams
ELK RIVER MUNICIPAL UTILITIES
P.O. Box 430
13069 Orono Parkway
Elk River, MN 55330-0430
Re: Disclosure Acknowledgement Letter
Dear Mr. Adams:
As discussed, Central Minnesota Municipal Power Agency ("CMMPA"), is issuing
$34,535,000.00 of Brookings — Southeast Twin Cities Transmission Project Revenue Bonds,
Series 2012 (the "Bonds") to finance the construction of CMMPA's 3.6 Percentage Interest in
the CapX Brookings — Southeast Twin Cities Transmission Project. In order to meet its
obligations and to enable CMMPA to satisfy the mandatory disclosure requirements of Rule
15c2-12 of the federal Securities and Exchange Commission ("SEC") (the "Rule") CMMPA
requests your utility's cooperation.
CMMPA is required by the Rule to enter into a"Continuing Disclosure Agreement"with
CMMPA's trustee ("Trustee"), which will obligate CMMPA to provide the same type of
financial information about your utility which was included in the Official Statement (the
"Official Statement") for the Bonds, to an SEC-approved repository, until the Bonds have been
paid off. According to the language of the Rule, your municipality becomes an "obligated
person" subject to the continuing disclosure requirements by virtue of the use of this information
in CMMPA's Official Statement.
The information requested includes your utility's audited financial statements and
updated information contained in Appendix A of the Official Statement. CMMPA currently has
the right to request such information under Section 703 of the Brookings — Twin Cities
Transmission Project Agreement dated February 14, 2011 (the "Transmission Project
Agreement"). CMMPA will be requesting updates of this information and audited financial
statements each year hereafter.
It is the understanding of CMMPA that your municipality's current fiscal year is
January 1 to December 31. If it is incorrect, please notify CMMPA immediately. Promptly
notify CMMPA of any change in this fiscal year, together with details about how the change will
be implemented for financial reporting purposes.
Finally, the Continuing Disclosure Agreement and the Rule also require CMMPA to
express its understanding that your municipality currently prepares its financial statements in
accordance with generally accept accounting principles for governmental units as prescribed by
the Governmental Accounting Standards Board. If your municipality modifies the accounting
principles to be followed in preparing its financial statements, as required by federal or state
legal requirements,please provide notice of such modification promptly to CMMPA, including a
reference to the specific federal or state law or regulation describing such accounting principles,
or other description thereof, together with a comparison between the financial statements or
information prepared on the basis of the new accounting principles and those prepared on the
basis of the former accounting principles. Such comparison should include a qualitative and, to
the extent reasonably feasible, quantitative discussion of the differences in the accounting
principles and the impact of the change in accounting principles on the presentation of financial
information.
CMMPA requests your utility to confirm, by acknowledgment of this letter, that your
utility will supply the information described above to CMMPA annually through the term of the
Transmission Project Agreement. By acknowledgment of this letter, your municipality also
confirms that since July 3, 1995, it has not failed to comply with a similar continuing disclosure
obligation that your municipality might have entered into in connection with a separate
financing.
Please acknowledge receipt of this letter by executing the acknowledgment in the
signature box indicated below and return to CMMPA as soon as possible. Thank you for your
cooperation.
Sincerely,
Steven M. Thompson
Chief Executive Officer
Central Minnesota Municipal Power Agency
Receipt of the foregoing is acknowledged:
ELK RIVER MUNICIPAL UTILITIES
By:
Title: t t . I .„ e,-
Dated: 44 , 2012
590097.DOCX
EXHIBIT E TO BOND
PURCHASE AGREEMENT
Certificate of Utility System Employee
and Other City Employee of City of Elk River
We, the undersigned, Calvin Portner and Troy Adams, do hereby certify as follows:
(a) We are on the date hereof duly qualified employees of the City of Elk River,
Minnesota (the "City") and the electric utility system of the City, as indicated
under our signatures appearing below.
(b) We have reviewed certain portions of the Official Statement dated May 23, 2012
(the "Official Statement"), relating to the Brookings — Southeast Twin Cities
Transmission Project Revenue Bonds, Series 2012 of Central Minnesota
Municipal Power Agency (the "Agency"), as follows. The information contained
in the Official Statement relating to the City and the City's electric utility system
under the captions "INTRODUCTION," "CENTRAL MINNESOTA
MUNICIPAL POWER AGENCY," "CMMPA BROOKINGS PARTICIPANTS"
and in Appendix A to the Official Statement, did not as of the date thereof, and
does not as of the date hereof, contain any untrue statement of a material fact or
omit to state any material fact necessary to make the statements contained therein
relating to the City and the City's electric utility system, in the light of the
circumstances under which they were made, not misleading.
(c) Except as described in or contemplated by those portions of the Official Statement
which we have reviewed as described above, since the date of the Official
Statement, the City has not incurred any material financial liabilities, direct or
contingent, and there has not been any change in the condition, financial or
otherwise, or operations of the City or its electric utility system or any material
development, nor has the City entered into any transaction, in each case that
would, or is likely to, materially and adversely affect the ability of the City to
meet its obligations under the Transmission Project Agreement dated
February 14, 2011, and the Transmission Owner Services and Asset Assignment
Agreement, dated April 20, 2011, each between the Agency and the City
(collectively, the "CMMPA Brookings Participant Agreements").
(d) Except as described in these portions of the Official Statement which we have
reviewed as described above, there is no action, suit, proceeding or investigation,
at law or in equity, or before or by any court, public agency, board or body,
pending or, to the best of our knowledge, threatened against or affecting the City
or its electric utility system wherein an unfavorable decision, ruling or finding
would in any way affect the validity or enforceability of the CMMPA Brookings
E-1
Participant Agreements or that would materially and adversely affect the ability of
the City to perform its obligations under the CMMPA Brookings Participant
Agreements.
(e) As of the date hereof there are no bonds, notes or other evidences of indebtedness
of the City or any agency, board, commission, or department thereof, or any
agreement by any of the foregoing to take or pay for power or energy, payable
from the revenues of the electric utility system of the City, superior to payments
under the CMMPA Brookings Participant Agreements. Inasmuch as the
obligations of the City under the CMMPA Brookings Participant Agreements
constitute operating expenses of the City's electric utility system, such obligations
will have a right to payment prior to the right to payment on any bonds, notes, or
other evidences of indebtedness of the City now outstanding that are payable out
of the revenues derived from the City's electric utility system.
(f) To the best of our knowledge, the Agency Agreement (as defined in the Official
Statement) and the CMMPA Brookings Participant Agreements each constitutes a
valid and binding obligation of the City, enforceable in accordance with its terms.
< t
By:
Troy Adams
Title: General Manager
As to matters relating to the [electric] [integrated] utility
system
By: `�
Calvin Portner
Title: City Administrator
As to matters relating to the City
"Dated: June 7, 2012
GP:3183859 v 1
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