Res 1989 -119 Extract of Minutes of a Meeting of the City Council of MH (10/17/1989).
c
541C RESOLUTION N0. 89-119
EXTRACT OF MINUTES OF A MEETING OF THE
CITY COUNCIL OF THE CITY OF
MENDOTA HEIGHTS, MINNESOTA
HELD: October 17, 1989
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 17th day of October, 1989, at
7:30 P.M., for the purpose in part of opening and considering
bids for, and awarding the sale of, $1,650,000 General
Obligation Improvement Bonds of 1989 of the City.
The following members were present : P�eY'tensotto
Blesener, Hartmann
and the following were absent: Cummins
The Clerk presented affidavits showing publication
of notice of call for bids on $1,650,000 General Obligation
Improvement Bonds of 1989 of the City, for which bids were to
be received at this meeting, in accordance with the resolution
adopted by the City Council on August 15, 1989. The
affidavits were examined, were found to comply with the
provisions of Minnesota Statutes, Chapter 475, and were
approved and ordered placed on file.
The Council then pr.oceeded to receive and open bids
for the sale of the Bonds. The following bids were received:
Bidder Interest Rate Net Interest Cost
CITY OF MEP�DOTA HEIGHTS, MINNESOTA
BIDS RECEIVED
$1,650,000 IP�PROVE��ENT BONDS OF 1989
ACCOUNT RATES DISCOUNT $ COST % RATE
NORWE NVE TMENT SERV E IN . .9 X 991 1,8 . 20
h?ERRILL LYNCH CAPITAL MARKETS 6 1992 �833,837.20
American National Bank St. Paul 6.05 1993 • 6.585�
Marquette Bank Minneapolis 6.10 1994
6.15 1995
6.25 1996
6.30 1997
6,40 1998-99
6.50 2000-01
6.60 2002-04
6.10 200•5-06
PRUDENTIAL BACHE CAPITAL FUNDING
Shearson Lehman Hutton
Oean Witter Reynolds Inc.
PIPER JAFFRAY d� HOPWOOD INC.
Allison Williams Co. Inc.
Robert W. Baird & Co.
Surt�nitt Investments Inc.
DAIN BOSWORTH INC.
Croin b Company Inc.
Miller Johnson Kuhln
Mo�re Juran Inc.
J
FIRST BANK NATIONAL ASSN.
Douglierty Dawkins Strand & Yost
M.H.Novick Co.
BLUNT ELLIS 6 LOEWI INC.
6
6.10
6.20
6.25
6.30
6.40
6.50
6.60
6.70
6.80
1991
1992-93
1994
1995
1996-97
1998
1999
2000
2001-02
2003-06
14,478.80
841,281.30
6.643%
6 '1991-93 15,543
6.10 1994 842,409.25
6.15 1995 6.652
6.25 1996
6.35 1997
6.40 1998
6.50 1999 ..__
6.60 2000
6.70 2001
6.75 2002
6.80 2003-04
6.90 2005-06
5.90
6.0
6.10
6.15
6.20
6.25
6.30
6.40
6.50
6.60
6.70
6.75
6.80
6.85
6.90
1991
1992
1993
1994
1995
1996
1997
1998
1999
2000
2001-02
2003
2004
2005
2006
6.00 1991-92
6.10 1993
6.15 1994
6.20 1995
6.25 1996
6.30 1997
6.40 1998
6.50 1999
6.60 2000
6.70 2001
6.75 2002
6.80 2003
_ __.�,�4�.2004-06
6.20
6.40
6.50
6.60
6.70
6.80
6.90
7.00
17,325.00
16,087.50
1991 19,800.00
1992-96
1997
1998
1999
2000
2001
2002-2006
843,425.00
844,552.50
6.660X
6.669X
.. . *,
a12,401.25
6.889X
,, .
��
.
The Council then proceeded to consider and discuss
the bids, after which member Blesener introduced
the following resolution and moved its adoption: �
RESOLUTION ACCEPTING BID ON SALE OF
$1,650,000 GENERAL OBLIGATION IMPROVEMENT
BONDS OF 1989,
PROVIDING FOR THEIR ISSUANCE AND LEVYING
A TAX FOR THE PAYMENT THEREOF
A. WHEREAS, the City has heretofore issued
$2,270,000 General Obligation Improvement Bonds of 1980, dated
November 1, 1980 (the "Prior Bonds"); and
B. WHEREAS, $500,000 in principal amount of the
Prior Bonds which mature in the years 1991 and thereafter are
subject to redemption and prepayment at the option of the City
on February 1, 1990 at a price of par plus accrued interest as
provided in the resolution of the City Council, dated
March 17, 1981 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 all of the Prior Bonds which mature on February 1,
1991 and thereafter on February 1, 1990 in accordance with the
Prior Resolution in order to reduce the debt service costs to
the City; and
D. WHEREAS, in addition to refunding the Prior
Bonds, the City Council has previously authorized the
construction of various public improvements (the "Improve-
ments") and must obtain the necessary funds to finance the
same; and
E. WHEREAS, the City Council has heretofore
determined and declared that it is necessary and expedient to
issue $1,650,000 General Obligation Improvement Bonds of 1989
of the City, pursuant to Minnesota Statutes, Chapters 429 and
475, to finance the construction of the Improvements and to
provide funds to pay on February 1, 1990, all of the City's
Prior Bonds which then remain outstanding (the "Refunding");
and
F. WHEREAS, the Improvements and the Refunding are
hereinafter collectively referred to�as the "Project"; and
�►:
�
G. WHEREAS, the Improvements and all their
components have been ordered prior to the date hereof, aft-Pr 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:
l. Acceptance of Bid. The bid of ���est Investment
Services Inc. ' ( the "Purchaser" ) , to
purchase $1,650,000 General Obligation Improvement Bonds of
1989 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
$ i.��n _�R� _ Rp plus interest accrued to settlement, is hereby
found, determined and declared to be the most favorable bid
received and is hereby accepted, and the Bonds are hereby
awarded to said bidder. The Clerk is directed to retain the
deposit of said bidder and to forthwith return to the
unsuccessful bidders their good faith checks or drafts.
2. Title; Original Issue Date; Denominations;
Maturities. The Bonds shall be titled "General Obligation
Improvement Bonds of 1989", shall be dated November l, 1989,
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:
Year Amount
1991 $ 75,000
1992-1993 140,000
1994-2000 130,000
All dates are inclusive.
Year Amount
2001 $75,000
2002-2004 70,000
2005-2006 50,000
3. Refunding Portion of the Bonds . $��n,�nn of
the Bonds are being issued to refund the Prior Bonds and to
pay a pro rata share of the issuance expenses of the Bonds
(the "Refunding Portion"). The following principal amounts
set.forth in paragraph 2 hereof maturing in the years set
forth below•are allocated to the Refunding Portion of the
Bonds:
3
�'
Year
1991/2000
Amount
$50,000
The average maturity date of the Refunding Portion of the
Bonds is 5. 79 years .
4. Purpose. The Bonds shall provide funds to
finance the Project. The total cost of the Project, which
shall include all costs enumerated in Minnesota Statutes,
Section 475.65, is estimated to be at least equal to the
amount of the Bonds. Work on the Improvements shall proceed
with due diligence to completion. The City covenants that it
shall do all things and perform all acts required of it to
assure that work on the Improvements proceeds with due
diligence to completion and that any and all permits and
studies required under law for the Improvements are obtained.
It is hereby found, determined and declared that the Refunding
is pursuant to Minnesota Statutes, Section 475.67 and shall
result in a reduction of debt service cost to the City.
5. 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, 1990,
calculated on the basis of a 360-day year of twelve 30-day
months, at the respective rates per annum set forth opposite
the maturity years as follows:
Maturity Interest
Year Rate
1991
1992
1993
1994
1995
1996
1997
1998
5.9 �
6
6.05
6.10
6.15
6.25
6. 30
6.4
Maturity Interest
Year Rate
1999
2000
2001
2002
2003
2004
2005
2006
6.40 �
6.50
6.50
6.60
6.60
6. 60
6.70
6.70
6. Redemption. All Bonds maturing in the years
2-000 to 2006, both inclusive, shall be subject to redemption
and prepayment at the option of the City on February 1, 1999,
and on any Interest Payment Date thereafter at a price of par
plus accrued interest. Redemption may be in whole or in part
4
of the Bonds subject to prepayment. If redemption is in part,
those Bonds remaining unpaid which have the latest maturity
date shall be prepaid first; and if only part of the Bonds
having a common maturity date are called for prepayment, the
specific Bonds to be prepaid shall be chosen by lot by the
Bond Registrar. Bonds or portions thereof called for
redemption shall be due and payable on the redemption date,
and interest thereon shall cease to accrue from and after the
redemption date. Published notice of redemption shall in each
case be given in accordance with law, and mailed notice of
redemption shall be given to the paying agent and to each
affected registered holder of the Bonds.
- To effect a partial redemption of Bonds having a
common maturity date, the Bond Registrar prior to giving
notice of redemption shall assign to each Bond having a common
maturity date a distinctive number for each $5,000 of the
principal amount of such Bond. The Bond Registrar shall then
select by lot, using such method of selection as it shall deem
proper in its discretion, from the numbers so assigned to such
Bonds, as many numbers as, at $5,000 for each number, shall
equal the principal amount of such Bonds to be redeemed. The
Bonds to be redeemed shall be the Bonds to which were assigned
numbers so selected; provided, however, that only so much of
the principal amount of each such Bond of a denomination of
more than $5,000 shall be redeemed as shall equal $5,000 for
each number assigned to it and so selected. If a Bond is to
be redeemed only in part, it shall be surrendered to the Bond
Registrar (with, if the City or Bond Registrar so requires, a
written instrument of transfer in form satisfactory to the
City and Bond Registrar duly executed by the holder thereof or
his, her or its attorney duly authorized in writing) and the
City shall execute (if necessary) and the Bond Registrar shall
authenticate and deliver to the Holder of such Bond, without
service charge, a new Bond or Bonds of the same series having
the same stated maturity and interest rate and of any author-
ized 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. sond Registrar. Norwest Bank Trust Qepartment ,
in Minne olis , Minnesota, 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
5
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:
�
UNITED STATES OF AMERICA
STATE OF MINNESOTA
DAKOTA COUNTY
CITY OF MENDOTA HEIGHTS
C�
GENERAL OBLIGATION IMPROVEMENT
BOND OF 1989
INTEREST MATURITY DATE OF
RATE DATE ORIGINAL ISSUE CUSIP
NOVEMBER 1, 1989
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 February 1,
1990, at the rate per annum specified above (calculated on the
basis of a 360-day year of twelve 30-day months) until the
principal sum is paid or has been provided for. This Bond
will bear interest from the most recent Interest Payment Date
to which interest has been paid or, if no interest has been
paid, from the date of original issue hereof. The principal
of and premium, if any,_on this Bond are payable upon
presentation and surrender hereof at the principal office of
, in , Minnesota (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
on a date (the "Special Record Date") fixed by the Bond
Registrar whenever money becomes available for payment of the
defaulted interest. Notice of the Special Record Date shall
be given to Bondholders not less than ten days prior to the
Special Record Date. The principal of and premium, if any,
and interest on this Bond are payable in lawful money of the
United States of America.
REFERENCE IS HEREBY MADE TO THE FURTHER PROVISIONS
OF THIS BOND SET FORTH ON THE REVERSE HEREOF, WHICH PROVISIONS
SHALL FOR ALL PURPOSES HAVE THE SAME EFFECT AS IF SET FORTH
HERE.
IT IS HEREBY CERTIFIED AND RECITED that all acts,
conditions and things required by the Constitution and laws of
the State of Minnesota to be done, to happen and to be .
performed, precedent to and in the issuance of this Bond, have
been done, have happened and have been performed, in regular
and due form, time and manner as required by law, and that
this Bond, together with all other debts of the Issuer
outstanding on the date of original issue hereof and the date
of its issuance and delivery to the original purchaser, does
not exceed any constitutional or statutory limitation of
indebtedness.
IN WITNESS WHEREOF, the City of 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.
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
ON REVERSE OF BOND
Redemption. All Bonds of this issue (the "Bonds")
maturing in the years 2000 to 2006, both inclusive, are
subject to redemption and prepayment at the option of the
Issuer on February l, 1999, and on any Interest Payment Date
thereafter at a price of par plus accrued interest.
Redemption may be in whole or in part of the Bonds subject to
prepayment. If redemption is in part, those Bonds remaining
unpaid which have the latest maturity date shall be prepaid
first; and if only part of the Bonds having a common maturity
date are called for prepayment, the specific Bonds to be
prepaid shall be chosen by lot by the Bond Registrar. Bonds
or portions thereof called for redemption shall be due a�d
payable on the redemption date, and interest thereon shall
cease to accrue from and after the redemption date. Published
notice of redemption shall in each case be given in accordance
with law, and 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.
10
Is�uance; Purpose� General Obligation. This Bond is
ane af an issue in �he total principal amount of $1,550,000,
all af like date of original issue and tenar, except as ta
number, maturity, interest rate, denamination and redemption
privilege, which Bond has been issued pursuant to and in iull
conformity with the Constitution and laws of the S�ate of
Minnesota and pursuant to a resalution adapted by the City
Cauncil af the Issuer on October 17, 1989 (the "Resolution"),
for the purpose of praviding money to finance �he construction
of various irnprovements within �he jurisdiction of the Issuer
and ta redeem on February 1, 1990, all of the outs�anding
General Obligation Tmpravement Sonds o� 1980, dated
November 1, 198Q of the Issuer, Thzs Bond is payable out of
the General Obligatian Impravement Bonds of 1989 Fund of the
Issuer. This Bond constitu�es a general obligation of the
Issuer, and �o provide monegs for the promgt and full payment
af its principal, premium, if any, and interes� when the same
become due, the full faith and credit and taxing pawers af the
Issuer have been and are hereby irrevocably pledged.
Denominations; Exchanqe; Resolution. The Bands are
issuable salely as fully registered bonds in the denominations
af $5,000 and integral multiples thereof of a single maturity
and are exchangeable for fully registered Bonds of other
autharized 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 �he
Resolution. Reference i� hereby made to the Resolution for a
description af the rights and duties of the Bond Regis�rar.
Copies of the Resolution are on file in the principal office
of the Bond Registrar.
Transfer. This Bond is transferable by �he Holder
in person ar by his, her or its attorney duly authorized in
writing at the principal office of the Bond Registrar upon
presenta�ion and surrender hereof to the Band Registrar, all
subject to the terms and conditions provided in the Resolution
and to reasonable regulations o� the Issuer contained in any
agreement with the Bond Registrar. Thereupan �he Issuer shall
execute and �he Bond Registrar shall authenticate and deliver,
in exchange for this Bond, ane or more new fully regis�ered
Bonds in the name of the transferee (but not registered in
blank or to "bearer" or similar designation}t of an authorized
denomination or denominations, in aggregate principal amount
egual to the principal amount af this Bond, af the same
maturity and bearing interest at the same rate.
11
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.
Qualified 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.
12
C
ASSIGNMENT
For value received, the undersigned hereby sells,
assigns and transfers unto �
the within Bond and does
hereby irrevocably constitute and appoint
attorney to transfer the Bond on the books kept for the
registration thereof, with full power of substitution in the
premises.
Dated:
Notice: The assignor's signature to this
assignment must correspond with the
name as it appears upon the face of
tYie 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.
The Bond Registrar will not effect transfer of this Bond
unless the information concerning the transferee requested
below is provided.
Name and Address:
0
(Include information for all joint owners
if the Bond is held by joint account.)
13
9. Execution; Temporary Bonds. The Bonds shall be
executed on behalf of the City by the signatures of its Mayor
and Clerk and be sealed with the seal of the City; provided,
however, that the seal of the City may be a printed facsimile;
and provided further that both of such signatures may be
printed facsimiles and the corporate seal may be omitted on
the Bonds as permitted by law. In the event of disability or
resignation or other absence of either such officer, the Bonds
may be signed by the manual or facsimile signature of that
officer who may act on behalf of such absent or disabled
officer. In case either such officer whose signature or
facsimile of whose signature shall appear on the Bonds shall
cease to be such officer before the delivery of the Bonds,
such signature or facsimile shall nevertheless be valid and
sufficient for all purposes, the same as if he or she had
remained in office until delivery. The City may elect to
deliver, in lieu of printed definitive bonds, one or more
typewritten temporary bonds in substantially the form set
forth above, with such changes as may be necessary to reflect
more than one maturity in a single temporary bond. Such
temporary bonds may be executed with photocopied facsimile
signatures of the Mayor and Clerk. Such temporary bonds
shall, upon the printing of the definitive bonds and the
execution thereof, be exchanged therefor and cancelled.
10. Authentication. No Bond shall be valid or
obligatory for any purpose or be entitled to any security or
benefit under this resolution unless a Certificate of
Authentication on such Bond, substantially in the form
hereinabove set forth, shall have been duly executed by an
authorized representative of the Bond Registrar. Certificates
of Authentication on different Bonds need not be signed by the
same person. The Bond Registrar shall authenticate the
signatures of officers of the City on each Bond by execution
of the Certificate of Authentication on the Bond and by
inserting as the date of registration in the space provided
the date on which the Bond is authenticated, except that for
purposes of delivering the original Bonds to the Purchaser,
the Bond Registrar shall insert"as a date of registration the
date of original issue, which date is November 1, 1989. The
Certificate of Authentication so executed on each Bond shall
be conclusive evidence that it has been authenticated and
delivered under this resolution.
11. Registration; 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
14
Registrar shall provide for the registration of Bonds and the
registration of transfers of Bonds entitled to be registered
or transferred as herein provided.
Upon surrender for transfer of any Bond at the
principal office of the Bond Registrar, the City shall execute
(if necessary), and the Bond Registrar shall authenticate,
insert the date of registration (as provided in paragraph 10)
of, and deliver, in the name of the designated transferee or
transferees, one or more new Bonds of any authorized
denomination or denominations of a like aggregate principal
amount, having the same stated maturity and interest rate, as
requested by the transferor; provided, however, that no Bond
may be registered in blank or in the name of "bearer" or
similar designation.
At the option of the Holder, Bonds may be exchanged
for Bonds of any authorized denomination or denominations of a
like aggregate principal amount and stated maturity, upon
surrender of the Bonds to be exchanged at the principal office
of the Bond Registrar. Whenever any Bonds are so surrendered
for exchange, the City shall execute (if necessary), and the
Bond Registrar shall authenticate, insert the date of
registration of, and deliver the Bonds which the Holder making
the exchange is entitled to receive.
All Bonds surrendered upon any exchange or transfer
provided for in this resolution shall be promptly 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 general obligations of the City
evidencing the same debt, and entitled to the same benefits
under this resolution, as the Bonds surrendered for such
exchange or transfer.
Every Bond presented or surrendered for transfer or
exchange shall be duly`endorsed or be accompanied by a written
instrument of transfer, in form satisfactory to the Bond
Registrar, duly executed by the Holder thereof or his, her or
its attorney duly authorized in writing.
The Bond Registrar may require payment of a sum
�ufficient 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.
15
Transfers shall also be subject to reasonable
regulations of the City contained in any agreement with the
Bond Registrar, including regulations which permit the Bond
Registrar to close its transfer books between record dates and
payment dates. The Clerk is hereby authorized to negotiate
and execute the terms of said agreement.
12. Riqhts Upon Transfer or Exchange. Each,Bond
delivered upon transfer of or in exchange for or in lieu of
any other Bond shall carry all the rights to interest accrued
and unpaid, and to accrue, which were carried by such other
Bond. �
13. 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.
14. 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 premium, if any, and
interest (subject to the payment provisions in paragraph 13
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.
15. Delivery; Application of Proceeds. The Bonds
when so prepared and executed shall be delivered by the
Treasurer to the Purchaser upon receipt of the purchase price,
and the Purchaser shall not be obliged to see to the proper
application thereof.
�
16. Fund and Accounts.
{a) $ SpQ�p00 of the proceed� of the Bonds shall
be deposa.ted in the Deb�. Service Account of the General
Qbligatian Zmprovement Bonds af 298Q Fund heretofore created
by the Prior Resolution for the Prior Bonds, which amaunt,
together with all o�her funds held therein is sufficient to
prepay the outstanding Prior Bonds an February l, 1990.
{b} There is hereby created a special fund to be
designated the "General Obligation Improvement Bonds o� 1989
Fund" {the "Fund"} to be admini�tered and maintained by the
Treasurer as a bookkeepa.ng account separate and apart £rom a11
other funds maintained in the offica.al iinancial records of
�.he City. The Fund shall. be maintaa.ned in the manner herein
specified until all of the Bond� and the interest thereon have
been fully paid. There shall be maintained in the Fund two
(2) separate accounts, t�o be designated the "Canstruction
Account" and ""Debt Service Account", respectively,
{i) Construction Accaunt. To the Canstruction Account
there shall be credited the proceeds of the sale of the Bonds,
less accrusd interest received �hereon, less an� amoun�t paid
for the Bonds in excess of $1,630,000, less capitalized
interest in �he amount af $����Q (together with interest
earni.ngs thereon and subject ta such other adjustments as are
appropriate to provide �ufficient funds to pay interest due on
the Bonds an or before February i, 2990}, and I.ess any sums
deposited in the Debt Service Account far �.he Prior Bonds
pursuant to subparagraph {a} above, plus any special
assessments levied with respect to the Improvements and
collected prior to completian of the Improvements and payment
of the costs thereof. Fram the Construction Account there
shall be paid all costs and expenses oi mal�ing the �
Impravements listed in paragraph 17, including the cost of any
cons�ruction contracts heretofore let and all other costs
incurred and to be ineurred of the kind autharized in
Minnesota Statutes, Section 475.65; and the moneys in said
account shall be used far na other purpose except as otherwise
provided by law; provided that the proceeds of the Bands may
also be used to �he extent necessary to pay in�ere�t on the
Bands due pri.or �o the anticipated date of cammencement of the
collectian o£ taxes ar special assessments herein levied or
covenanted to be levied; and provided further that if upan
completian of the Improvements there shall remain any
unexpended balance in the Constructa,on Accaunt, the balance
(other than any special assessments) may be transferred by the
Council to the fund of any other improvement instituted
� 17
�
pursuant to Minnesota Statutes, Chapter 429, and provided
further that any special assessments credited to the
Construction Account shall only be applied towards payment of
the costs of the Improvements upon adoption of a resolution by
the City Council determining that the application of the
special assessments for such purpose will not cause the City
to no longer be in compliance with Minnesota Statutes, Section
475.61, Subdivision 1. �
(ii)- Debt Service Account. There are hereby irrevocably
appropriated and pledged to, and there shall be credited to,
the Debt Service Account: (a) all collections of special
assessments herein covenanted to be levied with respect to the
Improvements and either initially credited to the Construction
Account and not already spent as permitted above and required
to pay any principal and interest due on the Bonds or
collected subsequent to the completion of the Improvements and
payment of the costs thereof; (b) all collections of special
assessments levied in connection with the issuance of the
Prior Bonds which are not needed to pay the Prior Bonds as a
result of the Refunding; (c) all accrued interest received
upon delivery of the Bonds; (d) all funds paid for the Bonds
in excess of $1,630,000; (e) capitalized interest in the
amount of $�����_ (together with interest earnings thereon
and subject to such other adjustments as are appropriate to
provide sufficient funds to pay interest due on the Bonds on
or before February 1, 1990); (f) any collections of all taxes
herein or hereafter levied for the payment of the Bonds and
interest thereori; (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 Debt
Service Account established for the Prior Bonds 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 Service Account.
The Debt Service Account sllall 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 (5g) of the proceeds of the Bonds or $100,000.
To this effect, any proceeds of the Bonds and any sums from
time to time held in the Construction Account or Debt Service
Account (or any other City account which will be used to pay
principal or interest to become due on the bonds payable
therefrom) in excess of amounts which under then-applicable
federal arbitrage regulations may be invested without regard
to yield shall not be invested at a yield in excess of the
applicable yield restrictions imposed by said arbitrage
regulations on such investments after taking into account any
applicable "temporary periods" or "minor portion" made
available under the federal arbitrage regulations. Money in
the Fund shall not be invested in obligations or deposits
issued by, guaranteed by or insured by the United States or
any agency or instrumentality thereof if and to the extent
that such investment would cause the Bonds to be "federally
guaranteed" within the meaning of Section 149(b) of the
Internal Revenue Code of 1986, as amended (the "Code").
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
special assessments to be levied against every assessable lot,
piece and parcel of land benefited by any of the Improvements.
The City hereby covenants and agrees that it will let all
construction contracts not heretofore let within one (1) year
after ordering each Improvement financed hereunder unless the
resolution ordering the Improvement specifies a different time
limit for the letting of construction contracts. The City
hereby further covenants and agrees that it will do and
perform as soon as they may be done all acts and things
necessary for the final and valid levy of such special
assessments, and in the event that any such assessment be at
any time held invalid with respect to any lot, piece or parcel
of land due to any error, defect, or irregularity in any
action or proceedings t�ken 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 valid and binding lien upon such property. The special
19
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 S� per annum:
Improvement
Designation
.
:.
.
..
..
.. ,
..
,. .
..
,. .
.
,•
.
,.
.
Amount
$185,000
265,000
165,000
190,000
150,000
part of 88-6
114,400
90,000
Levy Years
1990
1989
1989
1989
1990
1989
1990
Collection
Years
1991-2010
1990-2009
1990-2009
1990-2009
1991-2010
1990-1999
1991-2010
At the time the assessments are in fact levied the
City Council shall, based on the then-current estimated col-
lections of the assessments, make any adjustments in any ad
valorem taxes required to be levied in order to assure that
the City continues to be in compliance with Minnesota
Statutes, Section 475.61, 5ubdivision 1.
18. Tax Levy; Coveraqe Test; Cancellation 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:
Year of Tax
Levy
1998
2000
2001
2002
2003
2004
2005
Year of Tax
Collection
1999
2001
2002
2003
2004
2005
2006
�
Amount
$ 1,500
26,900
37,100
35,600
32,300
11,300
10,000
The tax levies are such that if callected in full
they, together with estintated collections of special asses�-
ments and other revenues herein pledged for the payment of the
Bonds, wi11 produce at least five percent (5�) in excess of
the amaunt needed to meet when due the principal and interest
payments on the Bonds. The tax levies �ha�l be irrepealable
so long as any of the Bonds are outstanding and unpaid,
provided that the City reserves the right and gower to reduce
the levies in the manner and to the extent permitted by
Minnesata Statutes, Section 475.61, Subdivision 3.
Upon payment of the Prior Bondsr the taxes levied in
paragraph 12 of the Prior Resolution au�horizing the issuance
of the Priar Bonds, in the years 199Q through 1997 far
callection in 1991 through 1998 shall be cancelled.
29. General Obligation Pledge. For the prampt and
full payment of the principal and interest on the Bonds, as
the same respectively became due, the full faith, credit and
taxing pawers o£ the Ci�y shall be and are her�by irrevocably
pledged. If the baiance in the Deb� Service Accaunt 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 wi�h or without interest �rom the Debt Service
Account when a sufficient balance is available therein.
20. Notice of Call for Redemptian. The Clerk is
hereby authorized and directed to cause notice of the
redemption of the Prior Bonds to be published in the
Northwes�ern Financial Review prior to February 1, 199Q and to
give mailed natice of redemption priar to said redemption date
to American National Bank and Trust Company, in St. Paul,
Minnesota, the paying agent for the Prior Bonds, and ta all
holders af the Prior Bonds, if any, who have regis�ered their
names, addresses and serial numbers with the Clerk, bu�
published notice shall be effective without mailed notice.
Said notice shall be in substan�ially the form attached hereto
as Exhibit A.
21. Prior Bonds; Security. Until retiremen� af the
Prior Bonds,• all provisians theretoiore made far the security
thereof shall ba abserved b� the City a�d all of i�s officers
and agents.
21
22. 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.
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, 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 represen-
tations of the City as to the facts recited therein.
24. 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 Project, 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.
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.
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
22
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)(C) 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 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(0)(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
23
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
Bonds has a maturity date
date which is thirty (30)
Prior Bonds were issued.
Refunding Portion of the
which is later than the
years after the dates the
26. Designation of Qualified Tax-Exempt Obliga-
tions; Issuance Limit for Current Refunding 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, 1986;
(b) the Bonds are not "private activity bonds"
as defined in Section 141 of the Code;
(c) the City hereby designates the Bonds as
"qualified tax-exempt obligations" for purposes of
Section 265(b)(3) of the Code;
(d) the reasonably anticipated amount of
tax-exempt obligations (other than private activity
bonds, treating qualified 501(c)(3) bonds as not
being private activity bonds) which will be issued
by the City (and all entities treated as one issuer
with the City, and all subordinate entities whose
obligations are treated as issued by the City)
during this calendar year 1989 will not exceed
$10,000,000;
(e) not more than $10,000,000 of obligations
issued by the City during this calendar year 1989
have been designated for purposes of Section
265(b)(3) of the Code;
(f) the aggregate face amount of the
Bonds does not exceed $10,000,000; and •
(g) the Refunding Portion of the Bonds
are issued to refund, and not to "advance refund"
24
�
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.
27. 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.
28. 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 Hartmann and,
after a full discussion thereof and upon a vote being taken
thereon, the following voted in favor thereof:
All Yea
and the following voted against the same: None
Whereupon said resolution was declared duly passed
and adopted.
25
e
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 fore-
going 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 opening and considering bids
for and awarding the sale of, $1,650,000 General Obligation
Improvement Bonds of 1989 of said City.
WITNESS my hand and the seal of said City this �_
day of ������ , 1989.
�x��
Clerk
� (SEAL)
26
�
EXHIBIT A
NOTICE OF CALL FOR REDEMPTION
GENERAL OBLIGATION IMPROVEMENT
BONDS OF 1980
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, 1990
those outstanding bonds of the City designated as General
Obligation Improvement Bonds of 1980, dated November 1, 1980,
bearing serial numbers 355 through 4�54 having stated maturity
dates in the years 1991 through 1998, and totalling $500,000
in principal amount. The bonds are being called at a price of
par plus accrued interest to February 1, 1990, 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 with February 1, 1990, and
subsequently maturing interest coupons attached, at American
National Bank and Trust Company, in St. Paul, Minnesota, on
February 1, 1990.
Dated: October 17, 1989.
Additional information
may be obtained from:
THE SHAUGHNESSY COMPANY
596 Endicott on Robert Street
St. Paul, Minnesota 55101
Telephone No.: (612) 227-6691
'<�
BY ORDER OF THE CITY
COUNCIL
/s/ xathleen Swanson
Clerk