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90-006 RES . . . i.,' EXTRACT OF MINUTES OF MEETING RESOLUTION OF CITY COUNCIL OF THE CITY OF ELK RIVER Pursuant to due call and notice thereof, a regular meeting of the City Council of the City of Elk River, Sherburne County, Minnesota was held at the Elk River City Library in the City on Monday, February 12, 1990, at 7:00 P.M.. The following members were present: Mayor Tralle, Councilmembers Dobel, Kropuenske, Schuldt and Holmgren " and the following were absent: None The following resolution was presented by Councilmember Holmgren who moved its adoption: RESOLUTION NO. 90-6 RESOLUTION PROVIDING FOR THE NEGOTIATED SALE OF $400,000 GENERAL OBLIGATION TAXABLE TAX INCREMENT BONDS, SERIES 1990A BE IT RESOLVED by City Council of the City of Elk River, Sherburne County, Minnesota (City) as follows: Section 1. Findings: Costs. 1.01 The City has duly established Development District No.1 (District) and it is anticipated that the City's Economic Development Authority will, at its meeting to be held this date, adopt resolutions establishing Tax Increment Financing District No.7 (TIF District), and adopting a Tax Increment Financing Plan (TIF Plan) for the TIF District, all pursuant to Minnesota Statutes, Chapters 469 and 475 (collectively, the Act). 1.02 The purpose of the TIF Plan is to provide financing for the public development costs (Costs) of various public improvements (Project) to be constructed in the District. 1.03 It is necessary and desirable to the sound financial management of the City and its orderly economic development that the City issue and sell its General Obligation Taxable Tax Increment Bonds, Series 1990A (the Bonds) pursuant to the Act to provide financing for the Costs. . Section 2. Sale of Bonds. . . 2.01 In order to provide financing for the Project, the City shall issue and sell the Bonds in the face amount of $400,000. The Bonds shall be issued and sold in accordance with the statement of terms stated in the terms of offering (Terms of Offering), a copy of which, marked Exhibit A, is attached hereto and made a part hereof. 2.02 This Council has determined that under the provisions of Section 475.60 of the Minnesota Statutes, the public sale of the Bonds is not required. The City's fiscal consultant, Springsted Incorporated, has recommended that the Bonds be offered for sale by means of seeking proposals from prospective purchasers of the Bonds as described in the Terms of Offering. " Springsted Incorporated is hereby authorized, on behalf of the City, to seek proposals for the purchase of the Bonds in accord with the Terms of Offering. The motion for the adoption of the foregoing duly seconded by Councilmember Dobel vote being taken thereon, the following voted in motion: resolution was and upon favor of the Mayor Tralle, Councilmembers Dobel, Schuldt, Holmgren and Kropuenske and the following voted against: NONE whereupon said resolution was declared duly passed and adopted. 2. . . . EXHIBIT A THE CITY HAS AUTHORIZED SPRINGSTED INCORPORATED TO NEGOTIATE THIS ISSUE ON THEIR BEHALF. PROPOSALS WILL BE RECEIVED ON THE FOLLOWING BASIS: $400,000 CITY OF ELK RIVER, MINNESOTA GENERAL OBUGATlON TAXABLE TAX INCREMENT BONDS, SERIES 1990A Proposals for the Bonds will be received by SPRINGSTED Incorporated on behalf of the City on Monday, March 12, 1990, until 4:30 P.M., Central Time, at the offices of SPRINGSTED Incorporated, 85 East Seventh Place, Suite 100, Saint Paul, MN 55101-2143. Consideration for award of the Bonds will be by the City Council at 7:30 P.M., Central Time, of the same day. DETAILS OF THE BONDS The Bonds will be dated April 1, 1990, as the date of original issue, and will bear interest payable on February 1 and August 1 of each year, commencing February 1, 1991. Interest will be computed on the basis of a 360-day year of twelve 3O-day months and will be rounded pursuant to rules of the MSRB. The Bonds will be issued in the denomination of $5,000 each, or in integral multiples thereof, as requested by the purchaser, and fully registered as to principal and interest. Principal will be payable at the main corporate office of the registrar and interest on each Bond will be payable by check or draft of the registrar mailed to the registered holder thereof at the holder's address as it appears on the books of the registrar as of the close of business on the 15th day of the immediately preceding month. The Bonds will mature February 1 in the years and amounts as follows: 1993 $10,000 1994 $10,000 1995 $10,000 1996 $10,000 1997 $15,000 1998 $15,000 1999 $15,000 2000 $15,000 2001 $20,000 2002 $20,000 2003 $25,000 2004 $25,000 OPTIONAL REDEMPTION 2005 $30,000 2006 $30,000 2007 $35,000 2008 $35,000 2009 $40,000 2010 $40,000 The City may elect on February 1, 1999, and on any day thereafter, to prepay Bonds due on or after February 1, 2000. Redemption may be in whole or in part and if in part, in inverse order of maturity and within a maturity by lot as selected by the registrar. All prepayments shall be at a price of par and accrued interest. SECURITY AND PURPOSE The Bonds will be general obligations of the City for which the City will pledge its full faith and credit and power to levy direct general ad valorem taxes. In addition the City will pledge tax increment income to be derived from the City's Tax Increment Financing District No.7. The proceeds will be used to finance the costs of site acquisition for improvements within Development District No.1. -i- . . . TAXABILITY OF INTEREST The interest to be paid on the Bonds is includable in gross income of the recipient for United States and State of Minnesota income tax purposes, and is subject to Minnesota Corporate and bank excise taxes measured by net income. TYPE OF PROPOSALS Proposals shall be for not less than $394,000 and accrued interest on the total principal amount of the Bonds. A certified or cashier's check in the amount of $4,000, payable to the order of the City, shall, within 24 hours after award, be delivered to SPRINGSTED Incorporated, the City's Financial Advisor. The City will deposit the check of the purchaser, the amount of which will be deducted at settlement and no interest will accrue to the purchaser. In the event the purchaser fails to comply with the accepted proposal, said amount will be retained by the City. No proposal can be withdrawn after the time set for receiving proposals unless the meeting of the City scheduled for award of the proposals is adjourned, recessed, or continued to another date without award of the Bonds having been made. Rates shall be in integral multiples of 5/1 00 or 1/8 of 1 %. Rates must be in ascending order. Bonds of the same maturity shall bear a single rate from the date of the Bonds to the date of maturity. No conditional proposals will be accepted. AWARD The Bonds will be awarded to the proposal providing the lowest dollar interest cost to be determined by the deduction of the premium, if any, from, or the addition of any amount less than par, to the total dollar interest on the Bonds from their date to their final scheduled maturity. The City's computation of the total net dollar interest cost of each proposal, in accordance with customary practice, will be controlling. REGISTRAR The City will name the registrar which shall be subject to applicable SEC regulations. The City will pay for the services of the registrar. CUSIP NUMBERS If the Bonds qualify for assignment of CUSIP numbers such numbers will be printed on the Bonds, but neither the failure to print. such numbers on any Bond nor any error with respect thereto will constitute cause for failure or refusal by the purchaser to accept delivery of the Bonds. The CUSIP Service Bureau charge for the assignment of CUSIP identification numbers shall be paid by the purchaser. SETTLEMENT Within 40 days following the date of their award, the Bonds will be delivered without cost to the purchaser at a place mutually satisfactory to the City and the purchaser. Delivery will be subject to receipt by the purchaser of an approving legal opinion of Larkin, Hoffman, Daly & Undgren, Ltd., of Minneapolis, Minnesota, which opinion will be printed on the Bonds, and of customary closing papers, including a no-litigation certificate. On the date of settlement payment for the Bonds shall be made in federal, or equivalent, funds which shall be received at the offices of the City or its designee not later than 12:00 Noon, Central Time. Except as compliance with the terms of payment for the Bonds shall have been made impossible by action of the City, or its agents, the purchaser shall be liable to the City for any loss suffered by the City by reasons of the purchaser's non-compliance with said terms for payment. -2- . . . " J, ~ OFFICIAL STATEMENT The City has authorized the preparation of an OffIcial Statement containing pertinent information relative to the Bonds, and said OffIcial Statement will serve as a nearly-final OffIcial Statement as required by Rule 15c2-12 of the Securities and Exchange Commission. For copies of the OffIcial Statement and the Official Bid Form or for any additional information prior to sale, any prospective purchaser is referred to the Financial Advisor to the City, Springsted Incorporated, 85 East Seventh Place, Suite 100, Saint Paul, Minnesota 55101, telephone (612) 223-3000. The Official Statement, when further supplemented by an addendum or addenda specifying the maturity dates, principal amounts and interest rates of the Bonds, together with any other information required by law, shall constitute a MFinal OffIcial Statement" of the City with respect to the Bonds, as that term is defined in Rule 15c2-12. By awarding the Bonds to any underwriter or underwriting syndicate submitting an Official Bid Form therefor, the City agrees that, no more than seven business days after the date of such award, it shall provide without cost to the senior managing underwriter of the syndicate to which the Bonds are awarded 50 copies of the Official Statement and the addendum or addenda described above. The City designates the senior managing underwriter of the syndicate to which the Bonds are awarded as its agent for purposes of distributing copies of the Final Official Statement to each Participating Underwriter. Any underwriter executing and delivering an Official Bid Form with respect to the Bonds agrees thereby that if its bid is accepted by the City (i) it shall accept such designation and (ii) it shall enter into a contractual relationship with all Participating Underwriters of the Bonds for purposes of assuring the receipt by each such Participating Underwriter of the Final OffIcial Statement. -3- . . . " , STATE OF MINNESOTA ) COUNTY OF SHERBURNE ) SS CITY OF ELK RIVER ) I, the undersigned, being the duly qualified and acting City Clerk of the City of Elk River, Minnesota, do hereby certify that I have carefully compared the attached and foregoing Extract of Minutes of a regular meeting of the City Council of said City held on Monday, February 12, 1990, with the original thereof on file in my office and the same is a full, true, and complete transcript thereof, insofar as the same relates to the issuance and sale of $400,000 General Obligation Taxable Tax Increment Bonds, Series 1990A of the City. WITNESS my hand as such City Clerk and the corporate seal of the City this ~ day of February, 1990. ~~ {/ ~~~ City Clerk City of Elk River, Minnesota SBS : ID3s 3.