5.2. SR 04-05-1993
ITEM 5.2.
TO:
FROM:
MAYOR AND CITY COUNCIL
LORI JOHNSON, FINANCE DIRECTOR ~
APRIL 1, 1993
DATE:
SUBJECT:
GENERAL OBLIGATION REFUNDING BONDS
SERIES 1993A
..
Attached is a copy of a resolution awarding the sale of the
City's General Obligation Refunding Bonds Series 1993A and
providing for their issuance. The Council approved a
resolution authorizing refunding of 1985A and 1985B Tax
Increment Financing Bonds in March. Also attached is a copy of
the Official Statement for this bond issue. The Official
Statement provides some valuable information regarding the
City's current financial status, current developments, and
other pertinent demographic statistics. This document is used
by Moody's when the City requests a rating on a bond issue.
Moody's has confirmed the City's rating for this issue at
Baal. In speaking with our representative at Moody's, he was
encouraged with the City's financial progress. Although no
upgrade in our rating was made at this time, he was very
encouraging that an upgrade would take place some time in the
future.
Bids on this issue are being accepted by Springsted,
Incorporated and will be opened and tabulated on Monday, April
5. David Drown of Springsted will be present at Monday night's
meeting to present the bid information and recommend the award
of the sale of the 1993A Refunding Bonds.
.
720 Dodge Avenue N.W., Elk River, Minnesota 55330 (612) 441-7420
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EXTRACT OF MINUTES OF A MEETING OF THE
CITY COUNCIL OF THE CITY OF
ELK RIVER, MINNESOTA
Pursuant to due call and notice thereof, a regular or
special meeting of the City Council of the City of Elk River,
Minnesota, was duly called and held at the Elk River City Hall on
April 5, 1993, beginning at 11:30 A.M., C.T., for the purpose in
part of considering the offers received for the purchase of the
City's General Obligation Refunding Bonds, Series 1993A.
The following members of the Council were present:
and the following were absent:
There was then presented a tabulation of the offers which had
been received in the manner specified in the Terms of Proposal for
the Bonds. The' offers were as follows:
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then
following Resolution and moved its adoption:
introduced
the
RESOLUTION NO.
RESOLUTION AWARDING THE SALE OF THE
CITY'S GENERAL OBLIGATION
REFUNDING BONDS, SERIES 1993A
AND PROVIDING FOR THEIR ISSUANCE
A. WHEREAS, the Council believes it to be in the City's best
interest to consider a refunding of the callable bonds of (i) the
City's General Obligation Tax Increment Bonds, Series 1985A, dated
September 1, 1985, issued in the original principal amount of
$850,000 (the "1985A Bonds"), and (ii) the City's General
Obligation Tax Increment Bonds, Series 1985B, dated September 1,
1985, issued in the original principal amount of $130,000 (the
"1985B Bonds"), and the 1985A Bonds and the 1985B Bonds are
sometimes collectively referred to herein as the "Prior Bonds"; and
B. WHEREAS, the 1985A Bonds which mature after February 1,
1994, being in the aggregate principal amount of $415,000, are
subject to prepaYment on said date at the option of the City at the
redemption price of par plus accrued interest; and
C. WHEREAS, the 1985B Bonds which mature after February 1,
1994, being in the aggregate principal amount of $65,000, are
subject to prepaYment on said date at the option of the City at the
redemption price of par plus accrued interest; and
D. WHEREAS, the refunding of the callable Prior Bonds is
consistent with covenants made with the holders thereof and is
necessary and desirable for and will result in the reduction of
debt service cost to the City; and
E. WHEREAS, it is necessary and expedient to issue the
City's General Obligation Refunding Bonds, Series 1993A (the
"Bonds"), to provide moneys for a refunding of the callable 1985A
Bonds and the callable 1985B Bonds (which callable Prior Bonds are
referred to herein individually as the "1985A Refunded Bonds" and
the "1985B Refunded Bonds" and collectively as the "Refunded
Bonds"); and
F. WHEREAS, as provided in paragraph 2 of this Resolution,
the principal maturities of the Bonds are allocated between (i)
those portions thereof issued to refund the 1985A Refunded Bonds
(the "1985A Refunding Bonds") and (ii) those portions thereof
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issued to refund the 1985B Refunded Bonds (the "1985B Refunding
Bonds"), respectively; and
G. WHEREAS, there has been presented to the City the form of
a certain Escrow Agreement, dated as of May 1, 1993 (the "Escrow
Agreement"), which is to be executed and delivered by and between
the City and the Escrow Agent thereunder in connection with the
issuance of the Bonds and which provides, in accordance with its
terms and the terms of this Resolution, for the deposit and
investment within the Escrow Account thereunder of proceeds of the
Bonds for subsequent disbursement by the Escrow Agent thereunder:
NOW, THEREFORE, BE IT RESOLVED by the City Council (the
"Council") of the City of Elk River, Minnesota (the "City"), as
follows:
1. AcceDtance of Offer. The offer of
(the "Purchaser"), to purchase the city's
$ General Obligation Refunding Bonds, Series 1993A
(the "Bonds", or individually a "Bond"), at the rates of interest
and upon the other terms set forth in this Resolution, and to pay
therefor the sum of $ plus interest accrued to
settlement, is hereby accepted.
2. Title: Oriainal Issue Date: Maturities: Denominations.
The Bonds shall be titled "General Obligation Refunding Bonds,
Series 1993A," shall be dated May 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 integral multiple thereof
of a single maturity. The Bonds shall mature on February 1 in the
years and amounts (which are hereby allocated to and between the
1985A Refunding Bonds and the 1985B Refunding Bonds, respectively)
as follows:
Year
1985A
Refundina Bonds
1985B
Refunding Bonds
Amount
1995
1996
1997
1998
$
$
$
3. PurDose: Refundina Findings. The Bonds shall provide
moneys for a refunding of the City's 1985A Refunded Bonds and its
1985B Refunded Bonds. It is hereby found, determined and declared
that each such refunding is a crossover refunding pursuant to
Minnesota Statutes, Section 475.67, Subdivisions 3 and 13, is
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necessary or desirable for the reduction of debt service cost to
the City and/or the adjustment of the maturities of the applicable
issue of the Prior Bonds in relation to the sources for its
repaYment, and will result in a reduction of debt service cost to
the City. All of the proceeds, including all investment earnings
thereon, of the Prior Bonds have heretofore been expended by the
City for the uses and purposes for which the City issued said Prior
Bonds. The current and anticipated balances in the separate debt
service account heretofore established by the City for the payment
of the principal of and interest on the 1985A Bonds do not exceed
and are not expected to exceed the aggregate amount of regularly
scheduled debt service on the 1985A Bonds which is payable on or
before February 1, 1994. The current and anticipated balances in
the separate debt service account heretofore established by the
City for the paYment of the principal of and interest on the 1985B
Bonds do not exceed and are not expected to exceed the aggregate
amount of regularly scheduled debt service on the 1985B Bonds which
is payable on or before February 1, 1994. The City has observed
and complied with all of its obligations and covenants made by the
City in connection with the issuance of the Prior Bonds.
4. Interest. The Bonds shall bear interest payable
semiannually on February 1 and August 1 of each year (each, an
"Interest PaYment Date"), commencing February 1, 1994, calculated
on the basis of a 360-day year consisting of twelve 30-day months,
at the respective rates per annum set forth opposite the maturity
years as follows:
Maturity
Year
Interest
Rate
1995
1996
1997
1998
%
5. RedemDtion. The Bonds shall not be subject to
redemption and prepaYment prior to their respective stated maturity
dates.
6. Bond Reqistrar.
, , , is
appointed to act as bond registrar and transfer agent with respect
to the Bonds (as used in this ReSOlution, 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 with this Resolution. The Bond
Registrar shall also serve as paying agent unless and until a
successor paying agent is duly appointed. Principal of and
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interest on the Bonds shall be paid to the registered owners of the
Bonds in the manner set forth in the form of Bond and paragraph 12
of this Resolution.
7 . Form of Bond. The Bonds, together wi th the Bond
Registrar's Certificate of Authentication, the form of Assignment
and the registration information thereon, sha~l be in substantially
the following form:
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UNITED STATES OF AMERICA
STATE OF MINNESOTA
COUNTY OF SHERBURNE
CITY OF ELK RIVER
R-
GENERAL OBLIGATION
REFUNDING BOND, SERIES 1993A
INTEREST
RATE
MATURITY
DATE
DATE OF
ORIGINAL ISSUE
CUSIP
February 1,
May 1, 1993
REGISTERED OWNER:
PRINCIPAL AMOUNT:
DOLLARS
KNOW ALL BY THESE PRESENTS that the ci ty of Elk Ri ver ,
Sherburne County, Minnesota (the "City"), acknowledges that it is
indebted and, for value received, hereby 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, without option of prior
redemption, and to pay interest thereon semiannually on February 1
and August 1 of each year (each, an "Interest PaYment Date"),
commencing February 1, 1994, at the per annum rate of interest
specif ied above (calculated on the basis of a 360 day year
consisting 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 this Bond is payable upon presentation
and surrender hereof at the principal office of
, in
(the "Bond Registrar"), acting as paying agent, or
any successor paying agent duly appointed by the City. 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
City 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 instead be payable to the person
who is the Holder hereof at the close of business on a date (the
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"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
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 have happened 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 indebtedness of the City outstanding on the date of original
issue hereof and on the date of its actual issuance and delivery to
the original purchaser, does not exceed any constitutional or
statutory limitation of indebtedness.
IN WITNESS WHEREOF, the City of Elk River, Sherburne 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 City
Administrator; has caused the official seal of the City to be
omitted herefrom, as permitted by law; and has caused this Bond to
be executed manually by the Bond Registrar, acting as the City's
duly appointed authenticating agent for the Bonds.
Date of Registration:
Registrable by:
Payable at:
Bond Registrar'S
CERTIFICATE OF
AUTHENTICATION
This Bond is one of the
Bonds described in the
Resolution mentioned
within.
CITY OF ELK RIVER,
SHERBURNE COUNTY, MINNESOTA
/s/ Facsimile
Mayor
/s/ Facsimile
City Administrator
Bond Registrar
By
Authorized Signature
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ON REVERSE OF BOND
I hereby certify that the foregoing is a full, true, and
correct copy of the legal opinion executed by the above-named
attorneys, except as to the dating thereof, which opinion has been
handed to me for filing in my office prior to the time of delivery
of the Bonds.
(facsimile siqnature)
City Clerk-Treasurer
City of Elk River, Minnesota
Issuance: PurDose: General Obliqation. This Bond is one of an
issue in the total principal amount of $ , all of like
date of original issue and tenor, except as to registration number,
maturity, interest rate and denomination, which Bonds have been
issued pursuant to and in full conformity with the Constitution and
laws of the State of Minnesota, including Minnesota Statutes,
Section 475.67 , Subdivision 13, and pursuant to a resolution
adopted by the City Council, the governing body of the City, on
April 5, 1993 (the "Resolution"), for the primary purpose of
providing moneys, together with other available funds of the City,
sufficient (1) to prepay on February 1, 1994, those bonds of the
City's General Obligation Tax Increment Bonds, Series 1985A, dated
September 1, 1985, which mature on February 1, 1995, and thereafter
and (2) to prepay on February 1, 1994, those bonds of the City's
General Obligation Tax Increment Bonds, Series 1985B, dated
September 1, 1985, which mature on February 1, 1995, and
thereafter. This Bond constitutes a general obligation of the
City, and to provide moneys for the prompt and full paYment of the
principal of and interest on all of the Bonds, when the same become
due, the full faith and credit and taxing powers of the City 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 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.
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Transfer. This Bond is transferable by the Holder in person
or by 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 City contained in any agreement with the Bond
Registrar. Thereupon the City 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 City and Bond Registrar
may treat the person in whose name this Bond is registered as the
owner hereof for the purpose of receiving payment as herein
provided (except as otherwise provided on the reverse side hereof
with respect to the Record Date) and for all other purposes,
whether or not this Bond shall be overdue, and neither the City 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 manually
executed by the Bond Registrar.
Desiqnation as Qualified Tax-Exempt Obliqation. This Bond has
been designated by the City as a "qualified tax-exempt obligation"
for purposes of Section 265(b) (3) of the Internal Revenue Code of
1986, as amended.
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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
(Minor)
Uniform
(Cust)
under the
(State)
Transfers to Minors Act
Additional abbreviations may also be used
though not in the above list.
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ASSIGNMENT
For value received, the undersigned hereby sells, assigns and
transfers unto .
the within Bond and does hereby irrevocably constitute and appoint
as 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, wi thout
alteration or any change whatever.
Signature Guaranteed:
Signature(s) must be guaranteed by a national bank or trust company
or by a brokerage firm having a membership in one of the major
stock exchanges or any other "Eligible Guarantor Institution" as
defined in 17 CFR 240.17 Ad-15(a) (2).
The Bond Registrar will not effect transfer of this Bond
unless the information concerning the transferee requested below is
provided.
Name and Address:
(Include information for all joint owners
if the Bond is held by joint account.)
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8. Execution: TemDorary Bonds. The Bonds shall be executed
on behalf of the City by the signatures of its Mayor and City
Administrator, and the official seal of the City shall be omitted
from the Bonds, as permitted by law; provided that both of such
signatures may be printed facsimiles. 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 neverthe-
less 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 type-
written 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 or manual signatures of the
Mayor and City Administrator. Such temporary bonds shall, upon the
printing of the definitive bonds and the execution thereof, be
exchanged therefor and cancelled.
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 and manually 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 May 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: 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.
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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 of (as provided in paragraph 9) 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 registered owner, 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 registered owner making the exchange is entitled to
receive.
All Bonds surrendered upon any exchange or transfer provided
for in this Resolution shall be promptly cancelled 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 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 registered owner thereof or the registered owner's 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.
11. Riqhts UDon Transfer or Exchange. 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.
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12. Interest Payment: Record Date. Interest on any Bond
shall be paid on each Interest Payment Date by check or draft
mailed to the person in whose name the Bond is registered (the
"Holder") on the registration books of the City maintained by the
Bond Registrar and at the address appearing thereon at the close of
business on the fifteenth (15th) day of the calendar month next
preceding such Interest Payment Date (the "Regular Record Date").
Any such interest not so timely paid shall cease to be payable to
the person who is the Holder thereof as of the Regular Record Date
and shall be payable to the person who is the Holder thereof at the
close of business on a date (the "Special Record Date") fixed by
the Bond Registrar whenever money becomes available for payment of
the defaulted interest. Notice of the Special Record Date shall be
given by the Bond Registrar to the Holders not less than ten (10)
days prior to the Special Record Date.
13. Treatment of Registered Owner. The City and Bond
Registrar may treat the person in whose name any Bond is registered
as the owner of such Bond for the purpose of receiving payment of
principal of and 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: ADDlication of Proceeds. The Bonds when so
prepared and executed shall be delivered by the City 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. For the convenience and proper
administration of the moneys to be borrowed and repaid on the Bonds
and the Refunded Bonds, and to make adequate and specific security
to the Purchaser and registered owners from time to time of the
Bonds and the Refunded Bonds, there is hereby created a special
fund to be designated the General Obligation Refunding Bonds ,
Series 1993A, Fund" (the "Fund") to be administered and maintained
by the City 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 Refunded Bonds and the Bonds
herein authorized and the interest thereon shall have been fully
paid. There shall be maintained in the Fund two separate accounts,
to be designated the "Escrow Account" and the "Debt Service
Account," respectively.
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(i) Escrow Account. The proceeds of the sale of the
Bonds, less such proceeds of the Bonds (if any) as may be used
to pay issuance expenses or hereinafter directed for deposit
into the Debt Service Account, plus any other available
municipal funds ("Other Funds"), if any, as may be required to
adequately fund the Escrow Account (under the Escrow
Agreement) to accomplish its purposes, are hereby pledged and
appropriated and shall be credited to the Escrow Account. The
Escrow Account shall be maintained as an escrow account with
the Escrow Agent which is and shall be a suitable financial
institution within the state of Minnesota whose deposits are
insured by the Federal Deposit Insurance Corporation and whose
combined capital and surplus is at least $500,000. All
proceeds of the sale of the Bonds to be received by the Escrow
Agent shall be applied to fund the Escrow Account or to pay
costs of issuing the Bonds. Such proceeds of the Bonds
(together with the Other Funds, if any) which are not used by
the Escrow Agent to pay costs of issuance of the Bonds are
hereby irrevocably pledged and appropriated to the Escrow
Account, together with all investment earnings thereon. The
Escrow Account shall be invested in securities maturing or
callable at the option of the holder thereof on such dates and
bearing interest at such rates as shall be required to provide
funds sufficient, together with any cash or other funds
retained in the Escrow Account, to pay (1) when called for
redemption on February 1, 1994, the principal amount of each
of the 1985A Refunded Bonds, (2) when called for redemption on
February 1, 1994, the principal amount of each of the 1985B
Refunded Bonds, (3) all interest which accrues on the 1985A
Refunding Bonds prior to February 1, 1994, and (4) all
interest which accrues on the 1985B Refunding Bonds prior to
February 1, 1994. The moneys in the Escrow Account shall be
used solely for the purposes herein set forth and for no other
purpose, except that any surplus in the Escrow Account shall
be remitted to the City, all in accordance with the terms of
the Escrow Agreement. Such Other Funds, if any, as may be
required to fully fund the Escrow Account as described above
are hereby appropriated for said purpose and their investment
and disbursement provided in the Escrow Agreement are hereby
authorized and approved.
(ii) Debt Service Account. To the Debt Service Account
there are hereby pledged and irrevocably appropriated and
there shall be credited: (1) all accrued interest received
upon delivery of the Bonds which is not then deposited into
the Escrow Account; (2) the amounts required to be paid to the
Bond Registrar by the Escrow Agent from the Escrow Account
pursuant to the Escrow Agreement to provide prompt and full
paYment of the interest which accrues on the 1985A Refunding
Bonds prior to February 1, 1994; (3) the amounts required to
be paid to the Bond Registrar by the Escrow Agent from the
Escrow Account pursuant to the Escrow Agreement to provide
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prompt and full payment of the interest which accrues on the
1985B Refunding Bonds prior to February 1, 1994; (4) any
balance remaining on February 1, 1994, in the Debt Service
Account created for the 1985A Bonds pursuant to Section 4.01
of the Council's Resolution No. 85-39, adopted on August 12,
1985, in connection with the issuance of the 1985A Bonds,
provided that all of the principal of and interest due on the
1985A Bonds shall have been paid on or before said date; (5)
any balance remaining on February 1, 1994, in the Debt Service
Account created for the 1985B Bonds pursuant to section 4.01
of the Council's Resolution No. 85-40, adopted on August 12,
1985, in connection with the issuance of the 1985B Bonds,
provided that all of the principal and interest due on the
1985B Bonds shall have been paid on or before said date; (6)
the "Available Tax Increments" (as hereinafter defined),
provided that the amounts thereof so pledged to the payment of
the Bonds shall not exceed amounts necessary, when combined
with other funds available for such purposes in the Debt
Service Account, to pay the principal of and interest on the
Bonds, when due; (7) all collections of any ad valorem taxes
hereafter levied for the payment of the Bonds; (8) all
investment earnings on funds held in the Debt Service Account;
and (9) any amounts received by the City upon termination of
the Escrow Account. The foregoing funds are hereby pledged to
the Debt Service Account, but only in such amounts and at such
times as may be necessary, together with other available funds
therein (and the same shall be used solely), to pay the
principal of and interest on the Bonds, when due.
As used in this paragraph 15 (ii), the term "Available Tax
Increments" means those tax increments that are derived by the
City from its Tax Increment Financing District Nos. 1, 2 and
3, all within the City's Development District NO.1, subject,
however, to the following stipulations: (1) tax increments
from Tax Increment Financing District Nos. 1 and 3 shall be
used to pay debt service on the 1985A Refunding Bonds and
shall not be used to pay debt service on the 1985B Refunding
Bonds; (2) tax increments from Tax Increment Financing
District No. 2 shall be used to pay debt service on the 1985B
Refunding Bonds and shall not be used to pay debt service on
the 1985A Refunding Bonds; (3) in discharging its obligations
with respect to the application of any of such tax increments
pursuant to this Resolution, the City expressly reserves the
right to pledge or otherwise dedicate the Available Tax
Increments to purposes other than the discharge of the
obligations described herein upon a finding by the City that
the estimated Available Tax Increments then remaining will be
sufficient from year to year for such purposes; and {4} the
pledge of Available Tax Increments made in this Resolution is
in all cases subject and junior in lien to all unpaid pledges
or other outstanding commitments heretofore made by the City
wi th respect to the expenditure or dedication of such tax
increments.
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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 for an available and reasonable
"temporary period" until such proceeds are needed for the purpose
for which the Bonds were issued, and for any available "minor
portion." To this effect, any proceeds of the Bonds and any sums
from time to time held in the Escrow Account and Debt Service
Account (or any other ci ty account which will be used to pay
principal and interest to become due on the Bonds) 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. In addition,
the proceeds of the Bonds and 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 federal Internal Revenue Code of 1986, as amended
(the "Code").
16. Coveraqe Test: Certificate of Reqistration. It is hereby
found and determined that the revenues pledged herein for the
paYment of the Bonds will be available in amounts sufficient to
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 City Clerk is hereby directed to file a certified copy of
this Resolution with the County Auditor Sherburne County and to
obtain the certificate of said official required by Minnesota
Statutes, Section 475.63.
17. Cancellation or Adiustment of Tax Levies Made for Prior
Bonds. Pursuant to Section 4.03 of the Council's Resolution No.
85-39, adopted on August 12, 1985, in authorizing the issuance of
the 1985A Bonds, the City imposed certain tax levies (the "1985A
Bond Levies") to provide debt service for the 1985A Bonds. In
consideration of the issuance of the Bonds and the provisions made
pursuant to this Resolution and the Escrow Agreement for the
paYment on February 1, 1994, of all principal of the 1985A Bonds
which matures after said date, the 1985A Bond Levies are hereby
cancelled.
18. General Obliqation Pledge. For the prompt and full
paYment of the principal of and interest on the Bonds, as the same
respectively become due, the full faith and 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, the deficiency
shall be promptly paid out of any other funds of the City which are
available for such purpose, and such other funds maybe reimbursed
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with or without interest from the Debt Service Account when a
sufficient balance is available therein. To the extent that it
shall ever be necessary to provide full and timely paYment of the
debt service on the Bonds, the City shall levy an ad valorem tax
upon all taxable property within the City sufficient for such
purposes.
19. Refunded Bonds: Security. until retirement and full
payment of the 1985A Refunded Bonds and the 1985B Refunded Bonds,
as the case may be, all provisions theretofore made for the
security of said issue of the Prior Bonds shall be observed by the
city. However, the Council hereby finds, determines that the
proceeds of the sale of the Bonds to be used to refund the Refunded
Bonds, together with other funds available and appropriated to the
Escrow Account for said purpose, will be sufficient, together with
the earnings on the investment of such funds in the Escrow Account,
to pay when called for redemption as herein provided all of the
principal of the Refunded Bonds.
20. RedemDtion of Refunded Bonds. The 1985A Bonds which
mature in 1995 and thereafter shall be redeemed and prepaid on
February 1, 1994, and, at least 30 and not more than 60 days prior
to said date, the paying agent/registrar for the 1985A Bonds is
hereby authorized and directed to cause notice of said redemption
to be given to the owners of the 1985A Bonds in the manner required
by law and by the terms of the 1985A Bonds.
The 1985B Bonds which mature in 1995 and thereafter shall be
redeemed and prepaid on February 1, 1994, and, at least 30 and not
more than 60 days prior to said date, the paying agent/registrar
for the 1985B Bonds is hereby authorized and directed to cause
notice of said redemption to be given to the owners of the 1985B
Bonds in the manner required by law and by the terms of the 1985B
Bonds.
21. Escrow Aqreement. On or prior to the date of delivery of
the Bonds the Mayor and City Administrator shall, and are hereby
authorized and directed to, execute on behalf of the City the
Escrow Agreement substantially in the form heretofore presented to
the City but with such insertions and modifications as shall be
deemed by them to be necessary to accomplish its purposes, as
evidenced by their execution and delivery thereof. All terms and
conditions of such Escrow Agreement, as so executed and delivered,
are hereby approved and adopted and made a part of this Resolution.
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22. Purchase of Securities.> Springsted Incorporated, the
City's public finance advisor for the Bonds, is hereby authorized
and directed to purchase or cause to be purchased for and on behalf
of the City and/or the Escrow Agent the appropriate securities
(including United States Treasury Securities) to be placed in the
Escrow Account and to execute all such documents (including the
appropriate subscription form, if applicable) required to effect
such purchase.
23. Records and Certificates. The officers of the City are
hereby authorized and directed to prepare and furnish to the
Purchaser, and to the attorneys approving the legality of the
issuance of the Bonds, certified copies of all proceedings and
records of the City relating to the Bonds and to the financial
condition and affairs of the City, and such other affidavits,
certif icates and information as are required to show the facts
relating to the Bonds as the same appear from the books and records
under their custody and control or as otherwise known to them, and
all such certified copies, certificates and affidavits, including
any heretofore furnished, shall be deemed representations of the
City as to the facts recited therein.
.
24. Neqative Covenant as to Use of Proceeds and Improvements.
The City hereby represents that it has not used, and hereby
covenants that it will not use, and that it has not permitted and
will not permit any such uses, the proceeds of the Bonds or the
improvements financed by the Prior Bonds 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 or either issue of
the Prior Bonds to be "industrial development bonds" or "private
loan bonds" under Sections 103(b) (2) or 103(0) (2) (A), respectively,
of the Internal Revenue Code of 1954.
.
25. Tax-Exempt Status of the Bonds: Rebate. The City shall
comply with requirements necessary under the Code to establish and
maintain the exclusion from gross income under section 103 of the
Code of the interest on the Bonds, including without limitation (1)
requirements relating to temporary periods for investments, (2)
limitations on amounts invested at a yield greater than the yield
on the Bonds, and (3) the rebate of excess investment earnings to
the United States if the Bonds (together with other obligations
reasonably expected to be issued and outstanding at one time in
this calendar year) exceed the small-issuer exception amount of
$5,000,000, or do not otherwise qualify for available exceptions.
For purposes of qualifying for the small-issuer exception to the
federal arbitrage rebate requirements, 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)
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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
1993 calendar year is not reasonably expected to exceed $5,000,000,
all within the meaning of Section 148(f) (4) (D) of the Code.
For purposes of substantiating the determination that the
Bonds, being refunding bonds, are eligible for exception from
rebate pursuant to the above, in particular because they meet the
applicable requirements set out in section 148(f) (4) (D) (v) and (vi)
of the Code, the City hereby represents and determines that (1) the
Prior Bonds were issued in 1985 by the City, which was at the time
and is now a governmental unit with general taxing powers, (2) none
of the Prior Bonds were industrial development bonds or private
loan bonds under the Internal Revenue Code of 1954, (3) the
aggregate face amount of all tax-exempt bonds (other than bonds
described in Section 148(f) (4) (D) (vi) (II) of the Code) issued in
calendar year 1985 by the City, or by all entities subordinate to
or treated as one issuer with the City, did not exceed $5,000,000,
(4) the average maturity date of the Bonds is not later than the
average maturity date of the Refunded Bonds (both taken as a whole
and when comparing the 1985A Refunding Bonds with the 1985A
Refunded Bonds and the 1985B Refunding Bonds with the 1985B
Refunded Bonds), and (5) none of the Bonds has a maturity date
which is later than 30 years after the earlier date the Prior Bonds
were issued.
26. Desianation of Qualified Tax-Exempt Obliaations. 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 subordinate
to, or treated as one issuer with, the City) during calendar
year 1993 is not reasonably anticipated to exceed $10,000,000;
and
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(e) not more than $10,000,000 of obligations issued by
the City (or any entity subordinate to, or treated as one
issuer with, the City) during 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.
27. SupDlemental Resolution. The August 12, 1985,
resolutions of the Council authorizing the issuance of the 1985A
Bonds and the 1985B Bonds, respectively, Resolution Nos. 85-39 and
85-40, are hereby supplemented to the extent necessary to give
effect to the provisions of this Resolution.
28. Defeasance. When any obligation of a Bond has been
discharged as provided in this paragraph, all pledges, covenants
and other rights granted by this Resolution to the registered owner
of that Bond (with respect to the obligation thereof so defeased)
shall, to the extent permitted by law, cease. The City may at any
time discharge any or all of such obligation(s) with respect to any
Bond, subject to the provisions of law now or hereafter authorizing
or regulating such action, by depositing irrevocably in escrow,
with a suitable "institution qualified by law as an escrow agent for
this purpose, cash or securities which are backed by the full faith
and credit of the United States of America, bearing interest
payable at such times and at such rates and maturing on such dates
and in such amounts as shall be required and sufficient, subject to
sale and/or reinvestment in like securities, to pay said
obligation(s), which may include any interest paYment on such Bond
and/or principal amount due thereon at a stated maturity (or if
irrevocable provision shall have been made for permitted prior
redemption of such principal amount, at such earlier redemption
date).
29. 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.
30. 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.
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Adopted by the City Council of the City of Elk River,
Minnesota, on April 5, 1993.
The motion for the adoption of
duly seconded by Councilmember
discussion thereof and upon a vote
following voted in favor thereof:
and the following voted against the same:
the foregoing resolution was
, and, after a full
being taken thereon, the
Whereupon said resolution was declared to have been duly
passed and adopted.
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City Clerk's Certificate
I, the undersigned, being the duly qualified and acting
City Clerk of the City of Elk River, 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 an excerpt of the
official minutes of a meeting of the City Council of said City,
duly called and regularly held on the date therein indicated,
insofar as such minutes relate to authorizing the issuance and
awarding the sale of the City'S General Obligation Refunding Bonds,
Series 1993A.
WITNESS my hand as such City Clerk and the seal of said
City this ____ day of
, 1993.
City Clerk
City of Elk River, Minnesota
(SEAL)
235883
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STATE OF MINNESOTA
COUNTY AUDITOR'S CERTIFICATE
AS TO REGISTRATION
COUNTY OF SHERBURNE
I, the undersigned, being the duly qualified and acting County
Auditor of Sherburne County, Minnesota, DO HEREBY CERTIFY that on
the date hereof there was filed in my office a certified copy of a
resolution adopted on April 5, 1993, by the City Council of the
City of Elk River, Minnesota, authorizing the issuance of the
City's General Obligation Refunding Bonds, Series 1993A, dated May
1, 1993, together with full information regarding said Bonds; and
said Bonds have been entered in my Bond Register.
WITNESS my hand and the seal of my office this
day of
, 1993.
County Auditor
(SEAL)
235883
,... ~ SPRINGSTED
~ ~ PUBLIC FINANCE ADVISORS
.
Home Office
85 East Seventh Place
Suite 100
Saint Paul. MN 55101-2143
(612) 223-3000
Fax: (612) 223-3002
t//~
~~ ..s.:?
222 South Ninth Street
SUite 2825
Minneapolis, MN 55402-3368
(612) 333-9177
Fax: (612) 333-2363
16655 West Bluemound Road
Suite 290
Brookfield. WI 53005-5935
(414) 782-8222
Fax: (414) 782-2904
6800 College Boulevard
Suite 600
Overland Park, KS 66211-1533
(913) 345-8062
Fax: (913) 345-1770
1800 K Street NW
Suite 831
washington. DC 20006-2200
(202) 466-3344
Fax: (202) 223-1362
$510,000*
CITY OF ELK RIVER, MINNESOTA
GENERAL OBUGATION REFUNDING BONDS, SERIES 1993A
AWARD:
SALE:
DAIN BOSWORTH INCORPORATED
April 5, 1993
Interest
Rates
3.10% 1995
3.40% 1996
3.80% 1997
4.00% 1998
3.00% 1995
3.35% 1996
3.70% 1997
4.00% 1998
3.00% 1995
3.35% 1996
3.70% 1997
4.00% 1998
3.00% 1995
3.40% 1996
3.80% 1997
4.00% 1.998
3.20% 1995
3.50% 1996
3.75% 1997
4.00% 1998
3.00% 1995
3.40% 1996
3.80% 1997
4.10% 1998
Moody's Rating: Baa1
Price
Net Interest True Interest
Cost Rate
Bidder
. DAIN BOSWORTH INCORPORATED
JOHN G. KINNARD & COMPANY
INCORPORATED
PARK INVESTMENT CORPORATION
MOORE, JURAN AND COMPANY,
INCORPORATED
AMERICAN NATIONAL BANK SAINT PAUL
. FBS INVESTMENT SERVICES, INC.
$507,450.00
$64,636.25
3.8553%
$506,430.00 $64,781.88 3.8685%
$506,430.00 $64,781.88 3.8685%
$506,858.40 $65,026.60 3.8811 %
$506,486.00 $65,929.00 3.9380%
$506,430.00 $66,072.50 3.9448%
(Continued)