Res 1995 - 58 Extract of Minutes of a Meeting of the City Council og MH (11/7/95);.
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RESOLUTION N0. 95-58
EXTRACT OF MINU'TES OF A MEETING OF THE
CITY COUNCIL OF THE CITY OF
MENDOTA HEIGHTS, MINNESOTA
HELD: November 7, 1995
Pursuant to due call and notice thereof, a regular
meeting of the City Council of the City of Mendota Heights,
Dakota County, Minnesota, was�duly held at the City Hall in said
City on Tuesday, the 7th day of November, 1995, at 8:00 P.M., for
the purpose, in part, of opening, considering bids for, and
awarding the sale of, $2,170,000 General Obligation Refunding and
Improvement Bonds of 1995 of the City.
The following members were present : Mertensotto, Huber, Smi tn
Krebsbach, Koch
and the following were absent: none
The City Clerk presented affidavits showing publication of
notice of call for bids on $2,170,000 General Obligation
Refunding and Improvement Bonds of 1995 of the City, for which
bids were to be received at this meeting, in accordance with the
resolution adopted by the City Council on September 5, 1995. The
affidavits were examined, found to comply with the provisions of
Minnesota Statutes, Chapter 475, and were approved and ordered
placed on file.
The Council proceeded to receive and open bids for the sale
of the Bonds. The following bids were received:
303299.1
Bidder Interest Rate Net Interest Cost
0
Bids Received
� $2;17Q,000 t��iendota Heights Improvement Refunding Bonds of 1995' '
ACCOUNT RATES . DISC0�INT
PIPER JAFFRAY & HOPWOOD.INC. 4.00� 1997
Minneapolis, t�1n.' 4.10 1998 $14,023.48'
.. 4.20 1999
.•
r
CRONIN & C0.
Minneapolis, r9n.
Smith Barney Co.
DAIN BOSWORTH INC.
Minneapolis, Mn.
;••IORk'EST INVEST�tENT SERVICES
_ hii nneapol i s, M,N. .
Amexican Bank
FBS Investment Services
MILLER SCHRODER MUNICIPALS INC.
Minneapol is, ?�1n.
�
4.25 2000
4.35 Z001
4.45 2002
4.55 2003
4.65 2004
4.70 2005
4.85 2006
5.00 2007/12
4.15% 1997/99
4.2 2000
4.25 2001
4.35 20Q2
4.45 2003
4.55 2004
4.625 2005
4.80 2006
5.00 2007/12
4.30% 1997/O1
4.40 200Y
4.50 2003
�4.60 2004
4.75 2005
4.90 2006
5.00 2007/12
4.125% 1997/99
4.20 2000
4.30 2001
4.40 2002
4.50 2003
4.60 2004
4.70 2005
4.80 2006
4.90 2007
5.00 2008/12
4.50� 1997/04
4.60 2405
4.70 2006
4.875 2007
5.00 2008/12
21,386.00
12,763.26
$21,700.00
17,360.00
Bonds awarded to Piper Jaffray & i�opwood Inc. Minneapolis, MN
$ COST %
�' ��
698,708.48
4.7652�
699,192.�25
4.7685�
699,305.76
4.7693�
$701,659.38
� 4.785�
702,061.87
4.788�
�
The Council then proceeded to consider and discuss the bids,
after which member H�iher introduced the following
resolution and moved its adoption:
RESOLUTION ACCEPTING BID ON THE �g5-58
SALE OF $2,170,000 GENERAL OBLIGATION
REFUNDING AND IMPROVEMENT BONDS OF 1995,
PROVIDING FOR THEIR ISSUANCE, PLEDGING
FOR THE SECURITY THEREOF SPECIAL ASSESSMENTS,
AND LEVYING A TAX FOR THE PAYMENT THEREOF
A. WHEREAS, the City of Mendota Heights, Minnesota
(the "City"), has heretofore issued $1,275,000 General Obligation
Improvement Bonds of 1985, dated February 1, 1985 (the "Prior
Bonds"); and
.
B. WHEREAS, $320,000 in principal amount of the Prior
Bonds which mature in the years 1996 and thereafter are subject
to redemption and prepayment at the option of the City on
February 1, 1995, and on any interest payment date thereafter, at
a price of par plus accrued interest as provided in the
resolution of the City Council, dated March 19, 1985 authorizing
the issuance of the Prior Bonds (the "Prior Resolution��); and
C. WHEREAS, the City Council deems it desirable and in
the best interests of the City to call for redemption and
prepayment on February 1, 1996 all of the Prior Bonds which
mature thereafter, in order to reduce debt service costs to the
City; and
D. WHEREAS, the City Council has previously authorized
the construction of various improvements (the "Improvements") and
has determined it is necessary and desirable to issue general
obligation improvement bonds to finance the same; and
E. WHEREAS, the City Council has heretofore determined
and declared that it is necessary and expedient to issue
$2,170,000 General Obligation Refunding and Improvement Bonds of
1995 of the City, pursuant to Minnesota Statutes, Chapters 429
and 475, to finance the construction of the Improvements and to
refund the outstanding Prior Bonds (the "Refunding"); and
F. WHEREAS, the Improvements and the Refunding are
hereinafter collectively referred to as the "Project"; and
303299.1
�
G. 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 Mendota Heights, Minnesota, as follows:
1. Acceptance of Bid. The bid of � d Inc.
Mi nnaa n1; �, mn (the "Purchaser" ), to p rchase�Z,1 �`��, 0
General Obligation Refunding and Improvement Bonds of 1995 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, etermined and declared
to be the most favorable bid received and is hereby accepted, and
the Bonds are hereby awarded to said bidder. The City Clerk is
directed to retain the deposit of said bidder and to forthwith
return to the unsuccessful bidders their good faith checks and
drafts .
2. Title: Oriqinal Issue Date: Denominations;
Maturities. The Bonds shall be titled "General Obligation
Refunding and Improvement Bonds of 1995", shall be dated November
1, 1995, 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 as follows:
Bonds are
rata share
Portion").
paragraph
allocated
303299.1
�
Year
1997
1998-2002
2003-2006
Amount
$190,000
200,000
160,000
All dates are inclusive.
Year
2007
2008-2012
Amount
$90,000
50,000
3. Refunding Portion of the Bonds. $250,000 of the
being issued to refund the Prior Bonds and to pay a pro
of the issuance expenses of the Bonds (the "Refunding
The following principal amounts set forth in
2 hereof maturing in the years set forth below are
to the Refunding Portion of the Bonds:
Year
1997
1998
1999
2000
2001
zooz
Amount
$45,000
45,000
40,000
40,OU0
40,U00
3 40,000
The average maturi�y of the Refunding Por�ion of the Bands is
3, �� , years .
4. Purpose. The Bonds sha11 provide funds to finance
the Prajec�.. The �.otal cost of the Project, which shall anclude
all costs enumerated in Minnesota Sta�utes, Section 475.65, is
estimated to be at least equa�. to the amount af the Bonds. Work
on �he Improvements shall proceed with due diligence to
completion. The City covenants that it shall do all things and
per�arm a�.l ac�.s required of it to assure that work on the
Improvements proceeds with due diligence �o completion and that
any and all permits and studies reguired under law for the
I'mprovemen�.s are obtained. I� is hereby found, determined and
decl.ared that �he Refunding is gursuant to Minnesota Sta�.ute�,
Section 475.67 and shaZl result in a reduction of debt service
cos�. to the City.
5. Tnterest, The Bonds shall bear interest payable
semiannuall� on February 1 and August � o� each year {each, an
"Interest Payment Date"), commencing August 1, 1996, calculated
on �he basis of a 36Q-day year of twelve 30-day months, at the
respec�ive rates per annum set forth oppo�ite the ma�uri�.y years
as �ollows:
Maturity
Year
1997
1998
1999
200Q
2401
2002
2003
2004
Interest
Rate
�,0 �
4.1
� . `L
4.25
4.35
4.45
4.55
4.65
Maturity
Year
2fl05
2006
244?
2008
2009
zozo
2011
2012
Interest
Rate
�+.70 �
4.85
5.0
5.0
5.0
5.0
5,0
5.0
6. Redemption. All Bonds maturing in the years 2005
to 2012, both inclusive, shall be subject to redemption and
prepayment at �.he option of the City on February 1, 2004, and on
any In�.erest Payment Date thereaf�er at a price a� par plus
accrued in�erest. Redemption may be in whole or in part of �.he
Bonds subject to prepayment. If redemption i� in gart, those
Bonds remaining unpaid which have the latest maturity da�e shall
be prepaid first; and if only gart of the Bands having a cammon
maturity date are called for prepayment, �he specific Bonds to be
prepaid shall be chosen by lot by the Bond Registrar. Bonds ar
portions thereof called for redemption shall be due and payable
303299.1 4
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 b� 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.
7. Bond Registrar. Firct Tr��St C,nmrBn;� , in
St. Pauti, MinnPsota , 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 13 of this
resolution.
8. 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:
303299.1 5
�
UNITED STATES OF AMERICA
STATE OF MINNESOTA
DAKOTA COUNTY
CITY OF MENDOTA HEIGHTS
�
GENER.AL OBLIGATION REFUNDING AND IMPROVEMENT
BOND OF 1995
INTEREST MATURITY DATE OF
RATE DATE ORIGINAL ISSUE C SIP
NOVEMBER 1, 1995
REGISTERED OWNER:
PRINCIPAL AMOUNT:
DOLLARS
KNOW ALL PERSONS BY THESE PRESENTS that the City of
Mendota Heights, Dakota 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 February 1 and August 1 of each year (each, an
'�Interest Payment Date"), commencing'August 1, 1996, 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
of f ice of , in ,
(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 the close of business
303299.1 6
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 PUR.POSES 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,
Ytave 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 Mendota Heights, Dakota
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 Clerk, the corporate seal of the Issuer having been
intentionally omitted as permitted by law.
303299.1 7
Date of Registration:
BOND REGISTRAR'S
CERTIFICATE OF
AUTHENTICATION
This Bond is one of the
Bonds described in the
Resolution mentioned
within.
Bond Registrar
By
Authorized Signature
Registrable by:
Payable at:
CITY OF MENDOTA HEIGHTS,
DAKOTA COUNTY, MINNESOTA
/s/ Facsimile
Mayor
/s/ Facsimile
Clerk
303299.1 8
ON REVERSE OF BOND
Redemption. All Bonds of this issue (the "Bonds")
maturing in the years 2005 to 2012, both inclusive, are subject
to redemption and prepayment at the option of the Issuer on
February 1, 2004, 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
srhall 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 Redemption; Partial Redemption.
To effect a partial redemption of Bonds having a common maturity
date, the Bond Registrar shall assign to each Bond having a
common maturity date a distinctive number for each $5,000 of the
principal amount of such Bond. The Bond Registrar shall then
select by lot, using such method of selection as it shall deem
proper in its discretion, from the numbers assigned to the Bonds,
as many numbers as, at $5,000 for each number, shall equal the
principal amount of such Bonds to be redeemed. The Bonds to be
redeemed shall be the Bonds to which were assigned numbers so
selected; provided, however, that only so much of the principal
amount of such Bond of a denomination of more than $5,000 shall
be redeemed as shall equal $5,000 for each number assigned to it
and so selected. If a Bond is to be redeemed only in part, it
shall be surrendered to the Bond Registrar (with, if the Issuer
or Bond Registrar so requires, a written instrument of transfer
in form satisfactory to the Issuer and Bond Registrar duly
executed by the Holder thereof or 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.
303299.1 9
Issuance; Purpose; General Obligation. This Bond is
one of an issue in the total principal amount of $2,170,000, all
of like date of original issue and tenor, except as to number,
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 November 7, 1995 (the "Resolution"), for the purpose of
providing money to finance the construction of various improve-
ments within the jurisdiction of the Issuer and to redeem on
February 1, 1996, all of the outstanding General Obligation
Improvement Bonds of 1985, dated February 1, 1985 of the Issuer.
This Bond is payable out of the General Obligation Refunding and
Improvement Bonds of 1995 Fund of the Issuer. This Bond
constitutes a general obligation of the Issuer, and to provide
moneys for the prompt and full payment of its principal, premium,
if any, and interest when the same become due, the full faith and
credit and taxing powers of the Issuer have been and are hereby
irrevocably pledged.
Denominations: Exchange; Resolution. The Bonds are
issuable solely 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.
303299.1 1 0
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
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-Exempt Obligation. This Bond has been
designated by the Issuer as a"qualified tax-exempt obligation"
for purposes of Section 265(b)(3) of the Internal Revenue Code of
1986, as amended.
ABBREVIATIONS
The following abbreviations, when used in the inscription on
the face of this Bond, shall be construed as though they were
written out in full according to applicable laws or regulations:
TEN COM - as tenants in common
TEN ENT - as tenants by the entireties
JT TEN - as joint tenants with right of survivorship
and not as tenants in common
UTMA - as custodian for
(Cust) (Minor)
under the Uniform
(State)
Transfers to Minors Act
Additional abbreviations may also be used
though not in the above list.
303299.1 1 1
. __ AS S IGNMENT
t • ,
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 sigriature 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:
303299.1
(Include information for all joint owners
if the Bond is held by joint account.)
12
agart .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. '
(ij Construction Accaunt. To the'Construction Account
there shall be credited the proceeds of the sale of the Bonds,
les`s accrued interest received thereon, l.ess any amount paid for
the�Bontis in excess of $2,148,300, less capitalizedrinterest in
the amount of $ credited to the Debt Service Account.,
and less any sums eposited in the Debt Service Account for the
Prior Bonds pursuant to subparagraph (a) above, 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
17, 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
S�tatutes, 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
ai3option 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 Accaunt. 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) capitalized interest in the amount of $151.O15. u0 ;
(c) all collections of special assessments levied for the
improvements financed by the Prior Bonds which are not needed to'
303299.1 1 6
pay the Prior Bonds as a result of the Refunding; (d) all accrued
interest received upon delivery of the Bonds; (e) all funds paid
for the Bonds in excess of $2,148,300; (f) any collections of all
taxes herein or hereafter levied for the payment of the Bonds and
interest thereon; (g) any collections of all taxes heretofore
levied for the payment of the Prior Bonds and interest thereon
which are not needed to pay the Prior Bonds as a result of the
Refunding; (h) all funds 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; (i) any funds remaining on deposit in the Redemption
Fund after the same have been paid and discharged; (j) all
investment earnings on funds held in the Debt Service Account;
and (k) any and all other moneys which are properly available and
are appropriated by the governing body of the City to the Debt
3ervice 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 (5s) 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
inves.tment 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").
17. 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
303299.1 1 7
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 agre.es 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
asrthey 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 witrh 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 Council or 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 vaiid 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 7 � per annum:
Improvement
Designation
Improvement
Proj ect No .
Improvement
Project No.
Improvement
Project No.
Improvement
Proj ect No .
TOTAL
No.
6
No.
1
No.
2
No.
3
92,
95,
95,
95,
Amount
$750,U00
250,000
Z00,000
260;000
$ 1 .4�
Levy Years
1995
1996
1996
�I 996
Collection
Years
1996/ZO11
1997/.2U06 -
1997/2006
1997/2006
The special assessments for the Prior Bonds have heretofore been
levied, and the installments that remain payable are payable in
equal, consecutive, annual installments including both principal
and interest, with interest at the respective rates per annum
shown below:
303299.1
18
I�provement
Designation
(i) 81-6
(ii) 81-8
(iii) 83-4
(iv) 84-3
Am un
� 168,386
9,190
50,780
au �a?
Levy Years
1995-2001
1995-2001
1995-2003
1995-2003
Collection
Years
1996-2002
,
1996-2002
1996-2004
1996-2004
r '
Rate
11.50�
11.50
10.00
10.00
TOTAL: S '� :
At the time the assessments are in fact levied the City
Council shall, based on the then current estimated collections of
tlie 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.
18. Tax Levy; Caverage Test: Cancellatio� of Certain
Tax Levies. 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 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:
ear of
L� Collection
1996/97
1997/98
1998/99
1999/2000
2000/01
Am4�at
30,000
36,000
30,000
38,400
43,000
Year of
L� Collection
2001 /02
2002/03
2003/04
2004/05
2005/06
AoOQunr
40,700
50,000
42,000
47,500
0
Year of
L� Collection
2006/07
2007/08
2008/09
2009/10
2010/11
�
Am.�at
2,000
3,000
3,500
4,000
55,125
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 (Sg) 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.
303299.1 1 9
Upon payment of the Prior Bonds, the taxes levied in
� paragraph 19 of the Prior Resolution authorizing the issuance of
the Prior Bonds, in the year 1996 for collection in 1997 shall be
cancelled.
19. 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
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.
20. Compliance With Reimbursement Bond Regulations.
The provisions of this paragraph are intended to establish and
provide for the City's compliance with United States Treasury
Regulations Section 1.150-2 (the "Reimbursement Regulations")
applicable to the "reimbursement proceeds" of the Bonds, being
those portions thereof which will be used by the City to
reimburse itself for any expenditure which the City paid or will
have paid prior to the Closing Date (a "Reimbursement
Expenditure").
The City hereby certifies and/or covenants as follows:
(a) Not later than 60 days after the date of payment of a
Reimbursement Expenditure, the City (or person
designated to do so on behalf of the City) has made or
will have made a written declaration of the City's
�
�J 303299.1 2 0
within 30 days after the Bonds are issued, shall be
treated as made on the day the Bonds are issued.
Provided, however, that the City may take action contrary to any
of the foregoing covenants in this paragraph 20 upon receipt of
an opinion of its Bond Counsel for the Bonds stating in effect
that such action will not impair the tax-exempt status of the
Bonds.
21. Continuing Disclosure. The City is the sole
obligated person with respect to the Bonds. The City hereby
agrees, in accordance with the provisions of Rule 15c2-12 (the
"Rule"), promulgated by the Securities and Exchange Commission
(the "Commission") pursuant to the Securities Exchange Act of
1934, as amended, and a Continuing Disclosure Undertaking (the
'"Undertaking") hereinafter described to:
A. Provide or cause to be provided to each nationally
recognized municipal securities information repository ("NRMSIR")
and to the appropriate state information depository ("SID"), if
any, for the State of Minnesota, in each case as designated by
the Commission in accordance with the Rule, certain annual
financial information and operating data in accordance with the
Undertaking. The City reserves the right to modify from time to
time the terms of the Undertaking as provided therein.
B. Provide or cause to be provided, in a timely manner, to
(i) each NRMSIR or to the Municipal Securities Rulemaking Board
("MSRB") and (ii) the SID, notice of the occurrence of certain
material events with respect to the Bonds in accordance with the
Undertaking.
C. Provide or cause to be provided, in a timely manner, to
(i) each NRMSIR or to the MSRB and (ii) the SID, notice of a
failure by the City to provide the annual financial information
with respect to the City described in the Undertaking.
D. The City agrees that its covenants pursuant to the Rule
set forth in this paragraph 21 and in the Undertaking is intended
to be for the benefit of the Holders of the Bonds and shall be
enforceable on behalf of such Holders; provided that the right to
enforce the provisions of these covenants shall be limited to a
right to obtain specific enforcement of the City's obligations
under the covenants.
The Mayor and Clerk of the City, or any other officer of the
City authorized to act in their place with ��Officers" are hereby
authorized and directed to execute on behalf of the City the
Undertaking in substantially the form presented to the City
Council subject to such modifications thereof or additions
303299.1 2 2
thereto as are (i) consistent with the requirements under the
Rule, (ii) required by the Purchaser of the Bonds, and (iii)
acceptable to the Officers.
22. General Obligation Pledae. 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.
,
23. Notice of Call for Redemption. The Clerk is
hereby authorized and directed to give notice of redemption to
First Trust National Association (as agent for, The First
National Bank of Saint Paul), in Saint Paul, Minnesota, the
paying agent for the Prior Bonds. Said notice shall be in
substantially the form attached hereto as Exhibit A.
24. Prior Bonds: Securitv. Until retirement of the
Prior Bonds, all provisions theretofore made for the security
thereof shall be observed by the City and all of its officers and
agents.
25. Certificate of Registration. The Clerk is hereby
directed to file a certified copy of this resolution with the
County Auditor of Dakota 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, that the tax levy for the
Prior Bonds has been cancelled, and that the tax levy required by
law for the Bonds has been made.
26. 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.
303299.1 2 3
27. NeQative Covenant as to Use of Proceeds and
Project. 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 Project, in such a manner as to cause the
Bonds to be "private activity bonds" within the meaning of
Sections 103 and 141 through 150 of the Code.
28. 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.
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.
Furthermore:
(i) there shall not be taken into account for
purposes of said $5,000,000 limit any bond issued to
refund (other than to advance refund) any bond to the
extent the amount of the refunding bond does not exceed
the outstanding amount of the refunded bond;
(ii) the aggregate face amount of the Bonds does
not exceed $5,000,000;
(iii) each of the Prior Bonds was issued as part
of an issue which was treated as meeting the rebate
303299.1 2 4
requirements by reason of the exception for
governmental units issuing $5,000,000 or less of bonds
because the Prior Bonds were issued prior to August 8,
1986; and
(a) the Prior Bonds were issued by a
governmental unit with general taxing powers,
(b) no part of the Prior Bonds was an
industrial development bond (as described in
Section 103(b)(2) of the Internal Revenue Code of
1954, as amended, but without regard to
subparagraph (B) of Section 103(b)(3) or a private
loan bond (as defined in Section 103(0)(2)(A) of
such Code, but without regard to any exception
from such definition other than Section
103 (o) (2) (C) , and
(c) the aggregate face amount of all tax-
exempt bonds (other than bonds described in the
immediately preceding clause of this sentence)
issued by the City during the calendar year in
which the Prior Bonds were issued did not exceed
$5,000,000;
(iv) the average maturity of the Refunding
Portion of the Bonds does not exceed the average
maturity of the Prior Bonds; and
(v) no part of the Refunding Portion of the Bonds
has a maturity date which is later than the date which
is thirty (30) years after the dates the Prior Bonds
were issued.
, 29. Designation of Oualified Tax-Exempt Obligations;
Issuance Limit for Current Refundinq Portion. 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,
�
(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;
303299.1 2 5
(d) the reasonably anticipated amount of
tax-exempt obligations (other than priva�e 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
City, and all subordinate entities whose obligations
are treated as issued by the City) during this calendar
year 1995 will not exceed $10,000�,000;
(e) not more than $10,000,000 of obligations
issued by the City during this calendar y�ar 1995 have
been designated for purposes of Section 265(b)(3) o�
the Code; �
(f) the aggregate face amount of the Bonds
does not exceed $10,000,000; anci
(g) the Refunding Port•ion of the Bonds are
issued to refund, and not to "advance refund" the Prior
Bonds within the meaning of Section 149(d)(5) of the
Code, and shall not be taken into account under the
$10,000,000 issuance limit to the extent the Refunding
Portion of the Bonds does not exceed the outstanding
amount of the Prior Bonds.
The City shall use its best efforts to comply with any federal
procedural requirements which may apply in order to effectuate
the designation made by this paragraph.
30. Severabil�,ty. 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.
31. Headings. Headings in this resolution are
included for convenience of reference only and are not a part
hereof, and shall not limit or define the meaning of any
provision hereof.
The motion for the adoption of the foregoing resolution
was duly seconded by member Krebsbach and, after a full
discussion thereof and upon a.vote being taken thereon, the
following voted in favor thereof : Al l Yea
and the following voted against the same: none
303249.1 2 6
adopted.
303299.1
Whereupon said resolution was declared duly passed and
27
STATE OF MINNESOTA
' COUNTY OF DAKOTA
CITY OF MENDOTA HEIGHTS
I, the undersigned, being the duly qualified and acting
Clerk of the City of Mendota Heights, 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,
$2,170,000 General Obligation Refunding and Improvement Bonds of
1995 of said City.
WITNESS my hand this 7th day of November, 1995.
C rk
303299.1 2 8
EXHIBIT A
NOTICE OF CALL FOR REDEMPTION
GENER.AL OBLIGATION IMPROVEMENT
BONDS OF 1985
CITY OF MENDOTA HEIGHTS,
DAKOTA COUNTY, MINNESOTA
NOTICE IS HEREBY GIVEN that by order of the City Council of the
City of Mendota Heights, Dakota County, Minnesota, there have
been called for redemption and prepayment on
February 1, 1996
those outstanding bonds of the City designated as General
Obligation Improvement Bonds of 1985, dated February 1, 1985,
having stated maturity dates in the years 1997 through 2002, and
totalling $250,000 in principal amount. The bonds are being
called at a price of par plus accrued interest to February 1,
1996, on which date all interest on said bonds will cease to
accrue. Holders of the bonds hereby called for redemption are
requested to present their bonds for payment, at First Trust
National Association (as agent for, The First National Bank of
Saint Paul), 180 East Fifth Street, 3rd Floor-Bond Drop Window,
or if by mail, to P.O. Box 64111, in Saint Paul, Minnesota 55164-
0111, on or before February 1, 1996.
Dated: November 7, 1995.
BY ORDER OF THE CITY COUNCIL
/s/ Kathleen Swanson
Clerk
Importaat Notice: Under the Interest and Dividend Compliance Act
of 1983, 31a will be withheld if tax identification is not
properly certified.
Additional information
may be obtained from:
THE SHAUGHNESSY COMPANY
596 Endicott on Robert Building
P.O. Box 1470
St. Paul, Minnesota 55101
Telephone No.: (612) 227-6691
303299.1