HomeMy WebLinkAbout1994 02-24 City Council Special Meeting PacketAGENDA
MAPLEWOOD CITY COUNCIL
4:00 P.M., Thursday, February 24, 1994
Council Chambers, Municipal Building
Meeting No. 94 -04
A. CALL TO ORDER
B. PLEDGE OF ALLEGIANCE
C. ROLL CALL
D. APPROVAL OF AGENDA
E. AWARD OF BIDS
1. 1994 Open Space Bonds
F. ADJOURNMENT
AGENDA NO*
AGENDA REPORT
TO Cit Mana
FROM: Finance Director lefl�ttz-�
RE: BID AWARD ON 1994 BONDS
DATE: Februar 14 , 1994
on Januar 10th the Council g ave preliminar approval for the sale
of $5,000,,000 Open Space Bonds,, Additional information is in the
attached report.
The bids on these bonds are scheduled to be o pened ened at 11*00 a,m. on
Thursda Februar 24th. The bid award b the Council is scheduled
for 4.*00 p.m. at a special Council meetin on Thursda y Februar
24 A recommendation re the bid award will be made at the
Council meetin b Dan Hartman of Sprin Incorpo At that
time, the attached resolution should be adopted.
W:\AGN\94BDS
AGENDA NO `=
1'O: City Manager
FROM:
RE:
DATE:
AGENDA REPORT
Finance Director
Xi d i - f ? F ��
RcJ ected..
D-t
P4M. LLMON PROVIDING FOR THE SALE OF OPEN SPACE1 NDS
January 3, 1994
PROPOSAL
It is proposed that (a) the City Council approve the attached resolution which ,provides that
Springsted Incorporated be authorized to solicit bids for the issuance of $5,000,000 Open Space
Bonds, (b) a rating on the bonds be obtained from Moody's Investors Service - but not Standard
and Poor's Incorporated and (c) a special Council meeting be scheduled for 4:30 p.m. on
Thursday, February 24 for the bid award on the bond sale.
BAC KGROUND
City voters authorized the issuance of these bonds at a referendum held on November 2, 1993.
It was anticipated that these bonds would require a property tax levy of $436,895 payable in
1995 with subsequent annual property tax levies of approximately the same amount until the
bonds are retired in the year 2014. The latest financial projections indicate that the property tax
levy payable in 1995 will be $429,435. The lower annual property tax levy is due primarily to
lower anticipated interest costs on the bonds.
Since 1983 city bond issues have been rated by Moody's Investors Service and Standard and
Poor's (S & P) Incorporated. Prior to 1983, city ond issues were rated o b Moo � �� Ci
staff requested a rating from S & P in 19.83 because Moody's unfairly reduced the . ci ' bond
rating in 1982 from Al to A. In 1983 Moody's again gave the city's bonds an A satin g but S
& P gave the city's bonds an AA- rating. In 1986 Moody's increased their rating on city bonds
to Al and in 1989 increased the rating to Aa. However, S & P has not increased the city bond
rating since 1983. Since the Moody's rating is higher than the S & P rating it's nonsensical
to pay S & P a fee of $5,900 to obtain a rating that is lower than Mood 's iall since most
Moody y
cities our .size only have a rating from Moody's. The S & P rating was beneficial in the past
because it was higher than Moody's rating. Springsted Incorporated concurs with the
recommendation that Maplewood discontinue the practice of obta g a rating from S & P.
a
r
Agenda Report - Resolution Providing for the Sale of Open Space Bonds
January 3, 1994
Page 2
The attached eight -page report prepared by Springsted Inc.. provides additional information. It
41sol a bid award on the bond sale at a special Council meeting t 4 :34 P.M. on
� P
Thursday, February 24th.
REC
It is recommended that (a) the City Council approve the attached resolution which provides that
Springsted Incorporated be authorized to solicit bids for the issuance of $5,000,000 Open Space
Bonds, (b) a rating on the bonds be obtained from Moody's Investors Service but not Standard
and Poor's Incorporated and (c) a special Council meeting be scheduled for 4:30 p.m. on
Thursday, February 24 for the bid award on the bond sale.
w: AGM9aBOxns
Recommendations
For
City of Maplewood, Minnesota
$5
General Obligation Open Space Bonds, Series 1994A
Study No. M740811
SPRINGSTED Incorporated
January 3,1994
,r SPRINGSTED
120 South Sixth Street
PUBLIC FINANCE ADVISORS
Suite 2507
Minneapolis, MN 55402.1800
(612) 333 -9177
Fax: (612) 349 -5230
Horne Office
85 East Seventh Place
Suite 100
16655 West Bluemound Road
Saint Paul, MN 55101 -2143
(612) 223 -3000
Suite 290
Brookfield, WI 53005 -5935
Fax: (612) 223 -3002
(414) 782 -8222
Fax: (414) 782 -2904
6800 College Boulevard
• Suite 600
Overland Park, KS 66211 -1533
(913) 345 -8062
Fax: (913) 345.1770
December 29, 1993 1800 K Street NW
Suite 831
Washington, DC 20006 -2200
(202) 466 -3344
Fax: (202) 223 -1362
.Mayor Gary Bastian
Members, City Council
Mr. Michael. McGuire, City Manager
Mr. Dan Faust, Finance Director
City of Maplewood
1830 East County Road B
Maplewood, MN 55109
Re: Recommendations for the Issuance of $5,000,000 General Obligation Open Space
Bonds, Series 1994A
introduction
We respectfully request your consideration of our recommendations for the issuance of these
obligations in accordance with the attached Terms of Proposal.
Authority and Purpose
The Series 1994A Bonds are authorized under provisions of Minnesota Statutes, Chapter 475,
and a referendum herd on November 2, 1993. City voters approved, by a vote of 2,344 (yes) to
1,992 (no), the issuance of $5,000,000 of Open Space Bonds. The Bonds are general
obligation of the City for which its full faith and credit and unlimited taxing power are pledged.
Proceeds of this issue will be used to finance the purchase of land for open space purposes.
Acquisition Costs $4 1 904,050
Allowance for Discount Bidding 85,000
Costs of Issuance 30,950
Total Bond Issue $5,000,000
The Series 1994A Bonds
Appendix 1 is the recommended maturity schedule for this issue. We recommend these bonds
be dated March 1, 1994, and mature each October 1, 1995 through 2014 for a 20 -year bond
issue. The maturity schedule has been developed to provide level debt service over the life of
the issue.
City of Maplewood, Minnesota
December 29, 1993
Columns 1 through 6 show the years, amounts of principal, estimated interest and total debt
service requirements. Columr 7 shows the estimated tax levy requirements, including the
State - required 5% over levy.
The City will commence paying interest on these bonds on April 1, 1995, and wii.i make a 1994
levy, for first collection in 1995, to cover this interest payment and the October 1 principal and
interest payment due that same year. This cycle will continue for the life of the bond issue.
The Bonds will be issued under Minnesota Laws 1991, Chapter 291, Article 1, Section 29,
which states that any levy approved at an election for taxes - payable a able in 1993 and thereafter shall
be levied against the market value of all taxable property within the City. Therefore, the certified
levy will be spread on the taxable market value of ali City taxable property. he ro e • x
rty p p rt ta
y
levy, based on the average annual debt service for this issue, is estimated to be .0318 % of the
1992 taxable market value of the City, or approximately $.32 for each $1,000 of market value.
Prepayment Option
We recommend the bonds maturing on or after October 1, 2004, be subject to payment in
advance of their stated maturity dates as early as October 1, 2003, and on any date thereafter,
at a price of par and accrued interest. This call feature will permit the refinancing or
prepayment of the bonds if future circumstances warrant.
credit Rating
A rating application will be made to Moody's Investors Service for this issue. We will provide
the rating agency with the necessary data upon which they will make their rating analysis. The
rating fee will be, billed directly to the City.
Federai Rebate • Arbitrage
All tax- exempt bonds are subject to federal arbitrage regulations, including rebating arbitrage
profits to the U.S. Treasury. Generally speaking, all arbitrage profits (the yield difference
between the earnings on the investments and the yield on the obligations) must be rebated to
the U.S. Treasury. There are some exemptions to this rebate requirement which include:
(i) A small issuer exemption if the obligations are for governmental purposes and the
issuer reasonably expects to issue not more than $5,000,000 tax - exempt obligations
during the calendar year.
(ii) A six -month exemption if all of the proceeds of the obligations are expended within six
months of issuance of the obligations.
(iii) An 18 -month expenditure test If at least 15% of proceeds are expended within 6 months,
609 within 12 months and 100% within 18 months.
(iv) A two -year expenditure test if at least 75% of the proceeds of the issue are used for
construction and if 10% is expended within six months, 45% within 12 months, 75%
within 18 months and 100% within two years.
For items (iii) and (iv), if it is reasonably required that a retainage be maintained to enforce the
completion of a contract, up to 5% of the proceeds may be retained for an additional 12
Page 2
City of Maplewood, Minnesota
December 29, 1993
months. Net proceeds subject to these expenditure tests include investment earnings. on the
original bond proceeds.
According to the Bond Counsel, the City will meet the small issuer requirement for this issue
item (r) above, remaining exempt from arbitrage reporting and rebate requirements for the
Bonds. It is our understanding the City will be issuing additional obligations in 1994; however,
those -Bonds will not be subject to rebate requirements.
A 1.993 change in the arbitrage regulations will require special attention be paid to the
accumulation and investment of monies in the debt service fund. Investments of funds which
exceed a bona fide fund level will have to be restricted to the yield of the bonds.
A bona fide debt service fund. is defined as a fund which is used to achieve a proper matching
of revenues with principal and interest payments within each bond year and is depleted at least
once each bond year except for a reasonable carryover amount which may not exceed the
greater of:
1. The earnings on the fund for the preceding bond year; or
2. One- twelfth of the principal and interest payments on the issue for the immediately
preceding bond year.
Any earnings from a bona fide debt service fund are exempt from rebate.
Amounts in a debt service fund in excess of the amount of a bona fide debt service fund are
restricted to an investment rate equal to or less than the bond yield and may be invested in
market rate obligations, if their yield is at or below the bond yield; in specially restricted State
and Local Government Securities (SLGS) issued by the U.S. Treasury; or in eligible tax exempt
obligations.
A debt service fund can nose its bona fide status when the issuer accumulates too much
investment earnings and /or excess tax revenues due to overlevies. It is important to monitor
the fund to assure compliance with the new regulations.
Reimbursement Regulations
The U.S. Treasury has enacted reimbursement regulations to regulate issuers who wish to
issue tax- exempt bonds to recover costs of prior expenditures. The reimbursement regulations
require that if the issuer proposes to reimburse itself for expenses they paid prior to receipt of
bond proceeds, it must have made a declaration of that intent within 60 days of the actual
payment of the expense. There are exemptions for architectural and engineering fees and
miscellaneous start -up costs.
We understand the City is aware of these regulations and will comply as they may relate to, this
bond issue.
Economic Life
The 1993 "final" arbitrage regulations brought all tax - exempt issues into the calculation of
"economic life." Previously this requirement was only for private activity bonds. The intent of
this requirement is that the Treasury does not want bonds outstanding longer than is
necessary, thus creating more tax- exempt bonds in the marketplace than are needed. The
general safe harbor for assuring that bonds comply with the regulations is if the average
Page 3
City of Maplewood, Minnesota
December 29, 1993
maturity of the bonds does not exceed 120° of the economic life of the financed facilities.
Land has an economic life of 30 years, 120% of which equals 36 ears. The average maturit
of the bonds is 12.78 years. Therefore, the issue is in compliance with the economic life
requirement.
Bank Ouaiification
The 1986 Tax Reform Act provides that :issuers of Tess than $10,000,000 of tax-exempt
obligations in a. calendar year of issuance may declare them to be bank - qualified. This
designation would permit financial institutions to deduct from income, for federal income tax
purposes, interest expense that is allowable to carry and acquire tax - exempt obligations. We
understand from Bond Counsel the City wily not meet this qualification and, therefore, the issue
cannot be declared bank- qualified. Without that designation this issue will not be as attractive
an investment to financial institutions. Therefore, the interest rates. received will be slightly
higher than if the issue were designated bank- qualified. We have built that interest rate
differential into our estimates of the interest rates used in the attached schedules.
Sale Process
We recommend this issue be offered for sale on Thursday, February 24, 1994, with proposals
received at the offices of Springsted Incorporated at 11:00 A.M. Proposals will be verified and
checked for accuracy; we will then present the proposals and our recommendations to the
Council at its special meeting at 4:30 P.M. later that day. Proceeds are expected to be
available in .mid -March 1994.
Respectfully submitted,
SPRINGSTED Incorporated
me
Page 4
APPENDIX I
CITY OF MAPLEWOOD, MINNESOTA
$5,000,000 G.O. OPEN SPACE BONDS, SERIES 1994A
Prepared December 21, 1993
By SPRINGSTED Incorporated
Dated: 3- 1 -1994
Mature: 10- 1
First Interest: 4- 1.1995
Year of
Year of
Annual
Interest:
Levy
Mat,
Principal
Rates
(1)
(2)
(
(
1994
1995
40
3.15%
1.995
1996
175 9 000
3,35%
1996
1997
180,000
3955%
1.997
1998
190,000
3.75%
1998
1999
195
3.95%
1999
2000
200
4.10%
2000
2001
210,000
4.20%
2001
2002
220
4o3O%
2002
2003
230
4.40%
2003
2004
240,000
4955%
2004
2005
250,000
4.70%
2005
2006
260,000
4.85%
2006
2007
275,000
4.85%
2007
2008
285,000
4.90%
2008
2009
300,000
5900%
2009
2010
3159000
5.10%
2010
2011
330,000
5.15%
2011
2012
350
5.20%
2012
2013
370
5.20%
2013
2014
385
5.20%
TOTALS:
5
3 8 ,136 , 002 8,542,801
Bond Years:
Total
Annual
Interest:
Principal
105%
Interest
8 Interest
of Total
(5)
(6)
(7)
368,986
408,986
429
231
406 , .784
427
225,921
4059921
426,217
219,531
409,531
430
212
407,406
427,775
204,703
404
424
196,503
406
4269828
187,683
407,683
428,067
178,223
408,223
428,634
168,103
408
428,508
157,183
407
427
145,433
405,433
425,705
132,823
407,823
428,214
119
404
424,709
105,520
405,520
425
90,520
405
425,796
74
404,455
424-0678
57
407,460
427,833
39
409,260
429
20
405,020
425,271
3 8 ,136 , 002 8,542,801
Bond Years:
54,096967
Annual
Interest:
3
Avg, Maturity:
12.82
Plus Discount:
65,000
Avg, Annual Rate: 4.893%
Net Interest:
3,201
T.I.C. Rate:
4.988%
N.I.C.
Rate:
4.994%
Interest rates
are estimates;
changes
may cause
significant
alterations
of this schedule.
The actual underwriter's discount bid
may also
vary.
Page 5
THE CITY HAS AUTHORIZED SPRINGSTED INCORPORATED TO NEGOTIATE THIS ISSUE
ON ITS BEHALF. PROPOSALS WILL BE RECEIVED ON THE FOLLOWING BASIS:
TERMS OF PROPOSAL
$5,000,000
CITY OF MAPLEWOOD, MINNESOTA
GENERAL OBLIGATION OPEN SPACE BONDS, SERIES 1994A
Proposals for the Bonds will be received on Thursday, February 24, 1994, until 11:00 A.M.,
Central Time, at the offices of 5pringsted Incorporated, 85 East Seventh Place, Suite 1 00, Saint
Paul, Minnesota, after which time they will be opened and tabulated. Consideration for award
Of the Bonds will be by the City Council at 4 :30 P.M., Central Time, of the same day.
DETAILS OF THE BONDS
The Bonds will be dated March 1, 1994, as the date of original issue, and will bear interest
payable on April 1 and October 1 of each - year, commencing April 1, 1995. Interest will be
computed on the basis of a 360 -day year of twelve 30 -day months. The Bonds will be issued in
the denomination of $5,000 each, Or in integral multiples thereof, as requested by the
purchaser, and fully registered as to principal and interest. Principal will be payable at the main
corporate Office Of the registrar and interest on each Bond will be payable by check or draft of
the registrar mailed to the registered holder thereof at the holder's address as it appears on the
books of the registrar as of the close of business on the 15th day of the immediately preceding
month.
The Bonds will mature October 1 in the years and amounts as follows:
1995
$ 40
2000
$200,000
2005
$250
2010
$315,000
1996
$175
2001
$210,000
2006
$260, 000
2011
$330,000
1997
$180,000
2002
$220,000
2007
$275,000
2012
$350, 000
1998
$190,000
2003
$230
2008
$285
2013
$370,000
1999
$195,000
2004
$240,000
2009
$300,000
2014
$385'
OPTIONAL. REDEMPTION
The City may elect on October 1, 2003, and on any day thereafter, to prepay Bonds due on or
after October 1, 2004. Redemption may be in whole or in part and if in part, at the option of the
City and in such order as the City shall determine and within a maturity by lot as selected by
the registrar. All prepayments shall be at a price of par plus accrued interest.
SECURITY AND PURPOSE
The Bonds will be general obligations of the City for which the City will pledge its full faith and
credit and power to levy direct general ad valorem taxes. The proceeds will be used to finance
the acquisition of land and for the betterment of open space.
TYPE OF PROPOSALS
Proposals shall be for not less than $4,935,000 and accrued interest on the total principal
amount of the Bonds. Proposals shall be accompanied by a Good Faith Deposit ("Deposit") in
the form of a certified or cashier's check or a Financial Surety Bond in the amount of $50,000,
payable to the order of the City. If a check is used, it must accompany each proposal. If a
Page 6
Financial Surety Bond is used, it must be from an insurance company licensed to issue such a
bond in the State of Minnesota, and preapproved by the City. Such bond must - be submitted to
Springsted Incorporated prior to the opening of the - proposals. The Financial Surety Bond
must identify each underwriter whose Deposit is guaranteed by such Financial Surety Bond. If
the Bonds are awarded to an underwriter using a Financial Surety Bond, then that purchaser is
required to submit its Deposit to Springsted Incorporated in the form of a certified or cashier's
check or wire transfer as instructed by Springsted Incorporated not later than 3:30 P. M.,
Central Time, on the next business day following the award. If such Deposit is not received by
that time, the Financial Sty Bond may be drawn by the City to satisfy De osit
Surety on fY the p
requirement. The City will deposit the check of the purchaser, the amount of which will be
deducted at settlement and no interest will accrue to the purchaser, In the event the purchaser
fails to comply with the accepted proposal, said amount will be retained by the City. No
proposal can be withdrawn or amended after the time set for receiving proposals unless the
.meeting of the City scheduled for. award of the Sands is adjourned, recessed, or continued to
another date without award of the Bonds having been made. Rates shall be in integral
multiples of 5/100 or 1/8 of 196. Rates must be in ascending order. Bonds of the same
maturity shall bear a single rate from the date of the Bonds to the date of maturity, No
. tY
conditional proposals will be accepted.
AWARD
The Bonds will be awarded on the basis of the lowest interest rate to be determined on a true
Interest cost (TIC) basis. The City's computation of the interest rate of each proposal, in
accordance with customary practice, will be controlling.
The City will reserve the right to: (i) waive non - substantive informalities of any proposal or of
matters relating to the receipt of proposals and award of the Bonds, (ii) reject all proposals
without cause, and, (iii) reject any proposal which the City determines to have failed to comply
with the terms herein.
BOND INSURANCE AT PURCHASER'S OPTION
If the Bonds qualify for issuance of any policy of municipal bond insurance or commitment
therefor at the option of the underwriter, the purchase of any such insurance policy or the
issuance of any such commitment shall be at the sole option and expense of the purchaser of
the Bonds. Any increased costs of issuance of the Bonds resulting from such purchase of
insurance shall be paid by the purchaser, except that, if the City has requested and received a
rating on the Bonds from a rating agency, the City will pay that rating fee. Any other rating
agency fees shall be the responsibility of the purchaser.
Failure of the municipal bond insurer to issue the policy after Bonds have been awarded to the
purchaser shall not constitute cause for failure or refusal by the purchaser to accept delivery on
the Bonds.
REGISTRAR
The City will name the registrar which shall be subject to applicable SEC regulations. The City
will pay for the services of the registrar.
CUSIP NUMBERS
If the Bonds qualify for assignment of CUSIP numbers such numbers will be printed on the
Bonds, but neither the failure to print such numbers on any Bond nor any error with respect
thereto will constitute cause for failure or refusal by the purchaser to accept delivery of the
Bonds. The CUSIP Service Bureau charge for the assignment of CUSIP identification numbers
shall be paid by the purchaser.
Page 7
SETTLEMENT
Within 40 days following the date of their award, the Bonds will be delivered without cost to the
purchaser at a place mutually satisfactory to the City and the purchaser. Delive ry will be
subject to receipt by the purchaser of an approving legal opinion of Briggs and Mor an,
g
Professional Association, of Saint Paul and Minneapolis, Minnesota, which opinion will be
.printed on the Bonds, and of customs closing papers, including i-no-litigation certificate. On
ry gp p g
the date of settlement payment for the Bonds shall be made in federal, or equivalent, funds
which shall be received at the offices of the City or its designee not later than 12:00 Noon
Central Time. Except as compliance with the terms of payment for the Bonds shall have been
made impossible by action of the City, or its agents, the purchaser shall be liable to the City for
any loss suffered by the City by reason of the purchaser's non - compliance with said terms for
payment.
OFFICIAL STATEMENT
The City has authorised the preparation of an official Statement containing pertinent
information relative to the Bonds, and said Official Statement will serve as a nearly -final Official
Statement within the meaning of Rule 15c2 -12 of the Securities and Exchange Commission.
For copies of the Official Statement or for any additional information prior to sale, any
prospective purchaser is referred to the Financial Advisor to the, City, Springsted Incorporated,
85 East Seventh Place, Suite 100, Saint Paul, Minnesota 55101, telephone (612) 223 - 3000.
The Official Statement, when further supplemented by an addendum or addenda specifying the
maturity dates, principal amounts and interest rates of the Bonds, together with an other
g Y
information required by law, shall constitute a "Final Official Statement" of the City with respect
to the Bonds, as that term is defined in Rule 15c2 -12.. By awarding the Bonds to any
underwriter or underwriting syndicate submitting a proposal therefor, the City agrees that, no
tY 9
more than seven business days after the date of such award, it shall provide without cost to the
senior managing underwriter of the syndicate to which the Bonds are awarded 200 copies of
.the Official Statement and the addendum or addenda described above. The City designates
the senior managing underwriter of the syndicate to which the Bonds are awarded as its agent
for purposes of distributing copes of the Final Official Statement to each Participating
Underwriter. Any underwriter delivering a proposal with respect to the Bonds agrees thereb
that if its proposal is accepted by the City (i) it shall accept such designation and (ii) it shall
enter into a contractual relationship with all Participating Underwriters of the . Bonds for
purposes of assuring the receipt by each such Participating Underwriter of the Final Official
Statement.
Dated January 10, 1994
BY ORDER OF THE CITY COUNCIL
/s/ Lucille E. Aurelius
City Clerk
Page 8
a
EXTRACT OF MINUTES OF A MEETING OF THE
CITY COUNCIL of THE
CITY of MAPLEWOOD, MINNESOTA
HELD: January 10, 1994
Pursuant to due call and notice thereof, a regular or
special meeting of the City Council of the City of Maplewood,
Ramsey County, Minnesota, was duly held at the City Hall in said
City on the 10th day of January, 1994, beginning at
o' clock OM. for the purpose in part of authorizing the
competitive negotiated sale of the $5,000,000 General Obligation
Open Bonds, Series 1994A, of said City.
The following Couanc i lmembers were present:
and the following were absent:
Councilmember introduced the following
resolution and moved its adoption:
RESOLUTION PROVIDING FOR
THE COMPETITIVE NEGOTIATED
SALE OF $5,000,000
GENERAL OBLIGATION OPEN SPACE BONDS,
SERIES 1994A
A. WHEREAS, the City Council of the City of Maplewood,.
Minnesota, has heretofore determined that it is necessary and
expedient to issue the City's $5,,000,000 General Obligation Open
Space Bonds, Series 1994A (the "Bonds "), to finance the
acquisition of land and for the betterment of open space; and
B. WHEREAS, the City has retained Springsted
Incorporated, in Saint Paul, Minnesota ("Springsted "), as its
..independent financial advisor for the Bonds and is therefore
authorized to sell the Bonds by a competitive negotiated sale in
accordance with Minnesota Statutes, Section 475.60, Subdivision
2(9):
243768
NOW, THEREFORE, BE IT RESOLVED by the City Council of
the City of Maplewood, Minnesota, as follows:
1. Authorization: Findings The Coun-Zil hereby
authorizes Springsted to solicit bids for competitive
.negotiated sale of the Bonds.
Meeting _bid oven The Council shall meet at
the time and place specified in the Terms of Proposal attached
hereto as Exhibit A for the purpose of considering sealed bids
for, and awarding the sale of,, the Bonds, The City Clerk, or her
designee, shall open bids at the time and place specified in such
Terms of Propo s a 1.
3 Terms of Prg22sal The terms and conditions of the
Bonds and the negotiation thereof are fully set Forth in the
"Terms of Proposal" attached hereto as Exhibit A a►nd hereby
approved and made a part hereof.
4. Official Statement In connection with said
competitive negotiated sale, the officers or employees of the i nivs, City are her ` t-ts-03
participate in the preparation . of an official-statement for the
Bonds and to execute and-deliver it on behalf of the City upon
its completion.
The motion for the adoption of the foregoing resolution
was duly seconded by Councilmember and, after
full discussion thereof and upon a vote being taken ther on, the
following Councilmembers voted in favor thereof:
and the following voted against the sane:
Whereupon said resolution was declared duly passed and
adopted.
243768
2
STATE of MINNESOTA
COUNTY OF RAMSEY
CITY OF MAPLEWOOD
I , the undersigned, being the duly qualified and acting
City Clerk of the City of Maplewood, Minnesota, DO HEREBY CERTIFY
that I have compared the attached and foregoing extract of
minutes with the_ original thereof on file in my off ice, 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 the City's $5,000,000 General Obligation Open space
Bonds, Series 1994A.
WITNESS my hand as such City Clerk and the seal of the
City this 10th day of January, 1994.
(SEAL)
City Clerk
243768
3
EXH
THE CITY HAS AUTHORIZED SPRINGSTED INCORPORATED TO NEGOTIATE THIS ISSUE
ON tTS BEHALF. PROPOSALS WILL BE RECEIVED ON THE FOLLOWING BASIS:
TERMS OF PROPOSAL
=5,000,,000
CITY OF MAPL.EWOOD, MINNESOTA
..GENERAL OBLIGATION OPEN SPACE BONDS, SERIES 1994A
Proposals for the Bonds will be received on Thursday, February 24, 1994, until 11 :00 A.M.,
Central Time, at the offices of Springsted Incorporated, 85 East Seventh Place, Suite 100, Saint
Paul, Minnesota, after which time they will be opened and tabulated. Consideration for award
of the Bonds will be by the City Council at 4:30 P.M., Central Time, of the same day.
DETAILS OF THE BONDS
The Bonds will be dated March 1, 1994, as the date of original issue, and will bear interest
payable on April I and October 1 of each year, Commencing April I 1995. Interest will be
computed on the basis of a 360 -day year of twelve 30-day months. The Bonds will be issued in
the denomination of $5,x00 each, or in integral multiples thereof, as requested by the
purchaser, and fully registered as to principal and interest. Principal will be payable et the main
corporate office of the registrar and interest on each Bond will be payable by check or draft of
the registrar mailed to the registered holder thereof at the holder's address as it appears on the
books of the registrar as of the close of business on the 15th day of the immediately preceding
month.
The Bonds will mature October 1 In the years and amounts as follows:
1995
$40,000
2000 $200,000
2005 $250,000
2010 $315,000
1996
$175, 000
2001 $210
2046 $260
2011 $33O
1997
$180000 ,
2002 $220
2007 $275
2012 $350,
1998
$190 000
2003 $230,000
2008 $285
2013 $
1999
$195,000
2004 $240,000
2009 $300,000
2014 $385
OPTIONAL REDEMPTION
The City may elect on October 1, 2003, and on any day thereafter, to prepay Bonds due on or
after October 1, 2004. Redemption may be in whole or in part and if in part, at the option of the
City and in such order as the City shall determine and within a maturity by lot as selected by
the registrar. All prepayments shall be at a price of par plus accrued interest.
SECURITY AND PURPOSE
The .Bonds will be general obligations Of the City for which the City will pledge Its full faith and
credit and power to levy direct general ad valorem taxes. The proceeds will be used to finance
the acquisition of land and for the betterment of open space.
TYPE OF PROPOSALS
Proposals shall be for not less than $4,935,000 and accrued interest on the total principal
amount of the Bonds. Proposals shall be accompanied by a Good Faith Deposit CDeposit") in
the form of a certified or cashier's check or a Financial Surety Bond in the amount of $50,000,
payable to the order of the City. If a check is used, it must accompany each proposal. If a
Financial Surety Bond is used, it must be from an insurance company licensed to issue such a
bond in the State of Minnesota, and preapproved by the City. Such bond must be submitted to
Springsted incorporated prior to the opening of the proposals. The Financial Surety Bond
must identify owt underwriter whose Deposit is guaranteed by such .Financial Surety Bond. If
the Bonds are awarded to an underwriter using a Financial Surety Bond, then that purchaser is
required to submit its Deposit to Springsted incorporated in the form of a certified or cashier's
check or wire transfer as instructed by Springsted incorporated not later than 3 :3 P.M.,
Central Time, on the next business day following the award. If such Deposit is not received by
that time, the Financial Surety Bond may be drawn by the City to satisfy the Deposit
requirement. The City will deposit the check of the purchaser, the amount of which will be
deducted at settlement and no interest will accrue to the purchaser. in the event the purchaser
fails to comply with the accepted proposal, said amount will be retained by the City. No
proposal can be withdrawn or amended after the time set for receiving proposals unless the
meeting of the City scheduled for award. of the Bonds is adjourned, recessed, or continued to
another date without award of the Bonds having been made. Rates shall be in integral
I ultiples of 5/100 or 1 /8 of 196. Rates rust be in ascending order. Bonds of the same
maturity shall bear a single rate from the date of the Bonds to the date of maturity. No
conditional proposals will be accepted.
AWARD
The Bonds will be awarded on the basis of the lowest interest rate to be determined on a true
interest cost (TIC) basis. The City's computation of the interest rate of each proposal, in
accordance with customary practice, will be controlling.
The City will reserve the right to: (I) waive non- substantive informalities of any proposal or of
matters relating to the receipt of proposals and award of the Bonds, (ii) reject all proposals
without cause, and, (iii) reject any proposal which the City determines to have failed to comply
with the terms herein.
BOND INSURANCE AT PURCHASER'S OPTION
if the Bonds qualify for issuance of any policy of municipal bond insurance or commitment
therefor at the option of the underwriter, the purchase of any such insurance policy or the
issuance of any such commitment shall be at the sole option and. expense of the purchaser of
the Bonds. Any increased costs of issuance of the Bonds resulting from such purchase of
insurance shall be paid by the purchaser, except that, if the City has requested and received a
rating on the Bonds from a rating agency, the City will pay that rating fee. Any other rating
agency fees shall be the responsibility of the purchaser.
Failure of the municipal bond insurer to issue the policy after Bonds have been awarded to the
purchaser shall not constitute cause for failure or refusal by the purchaser to accept delivery on
the Bonds.
REGISTRAR
The City will name the registrar which shall be subject to applicable SEC regulations. The City
will pay for the services .of the registrar.
CUSIP NUMBERS
If the Bonds qualify for assignment of CUSIP numbers such numbers will be printed on the
Bonds, but neither the failure to print such numbers on any Bond nor any error with respect
thereto will constitute cause for failure or refusal by the purchaser to accept delivery of the
Bonds. The CUSIP Service Bureau charge for the assignment of CUSIP identification numbers
shall be paid by the purchaser.
SETTLEMENT
within .40 days following the date of their award, the Bonds will be delivered without cost to the
purchaser at a place mutually satisfactory to the City and the purchaser. Delivery will be
subject to receipt by the purchaser of an approving legal opinion of Briggs and. Morgan,
Professional Association, of Saint Paul and. Minneapolis, Minnesota, which opinion will be
printed on the Bonds, and of customary closing papers, including a no -iiti g ation certificate. On
the date of. settlement payment for the. Bonds shall be made in federal, or equivalent, funds
Which shall be received at the offices of the City or its designee.-not later than 12:00 Noon,
Central Time. Except as compliance with the terms of payment for the Bonds shall have been
made impossible by action of the City, or its agents, the purchaser shall be liable to the City for
any loss suffered by the City - by reason of the purchaser's non- compliance with said terms for
.payment.
OFFICIAL STATEMENT
The City has authorized the preparation of an official Statement containing pertinent
information relative to the Bonds, and said Official Statement will serve as a ,nearly -final Official
Statement within the meaning of Rune 15c2 -12 of the Securities and Exchange Commission.
For copies of the Official Statement or for any additional information prior to safe, any
prospective purchaser is referred to p Financial Advisor to the City, Sringsted Incorporated,
85 East Seventh Piace, Suite 100, Saint Paul, Minnesota 55101, telephone (612) 223 -3000.
The Official Statement, when further supplemented by an addendum or addenda specifying the
maturity dates, principai amounts and interest rates of the Bonds., together with any other
information required by law, shall constitute a "Final Official Statement" of `the City with respect
to the Bonds, as that term is defined in Rule 15c2 -12. By awarding the Bonds. to any
underwriter or underwriting syndicate submitting a proposal therefor, the City agrees that, no
more than seven business days after the date of such award, it shall provide with cost to the
senior managing underwriter of the syndicate to which the Bonds are awarded 200 copies of
the Official :Statement and the addendum or addenda described above. The City designates
the senior managing underwriter of the syndicate to which the Bonds are awarded as its agent
for purposes of distributing copies of the Final Official Statement to each Participating
Underwriter. Any underwriter delivering a proposal with respect to the Bonds agrees thereby
that if its proposal is accepted by the City (i) it shall accept such designation and (ii) it shall
enter into a contractual relationship with all Participating Underwriters of the Bonds for
purposes of assuring the receipt by each such Participating Underwriter of the Final Official
Statement.
Dated January 10, 1994 BY ORDER OF THE CITY COUNCIL
/s/ Lucille E. Aurelius
City Clerk
EXTRACT OF MINUTES OF A MEETING OF THE
CITY COUNCIL.OF THE CITY OF
MAPLEWOOD, MINNESOTA
HELD: February 24, 1994
Pursuant to due call and notice. thereof , a special
meeting of the City Council of the City of Maplewood, Ramsey
County, Minnesota, was duly called and held at the City Hall in
said City on Thursday, the 24th day of February, 1994, at 4:3.0
P.M,,, for the purpose of consi.derin bids for, and awarding the
competitive negotiated sale of, $5,000,000 General obligation
Open Space Bonds, Series 1994A of the City.
The following members were present:
and the following were absent:
The City Clerk presented bids on $5,000,000 General
Obligation open Space Bonds, Series 1994A of the City, for which
proposals were to be received, opened and tabulated by the City
Clerk, or her designee, this day, in accordance with the
resolution adopted by the City Council on January 10, 1994.
The following proposals were received, opened and
tabulated at 11:00 A.M., Central Time, at the offices of
Springsted Incorporated, in the presence of the City Clerk, or
her designee, on this same day:
Bidder Interest Rate True. Interest Cost
254436
The Council then proceeded to consider and discuss the
bids, after which member introduced the following
resolution and moved its adoption:
RESOLUTION ACCEPTING BID ON THE COMPETITIVE
NEGOTIATED SALE OF
$5,000,000 GENERAL OBLIGATION OPEN SPACE
BONDS, SERIES 1994A, PROVIDING FOR THEIR ISSUANCE
AND LEVYING A TAX FOR THE PAYMENT THEREOF
A. WHEREAS, the City Council of the City of Maplewood,
Minnesota (the "City ") , has heretofore determined and declared
that it is necessary and expedient to issue $5,000,000 General
Obligation Open Space Bonds, Series 1994A of the City, pursuant
to Minnesota Statutes, Chapters'47.5, to finance the acquisition
of land and for the betterment of open space (the "Land" ) ; and
B. WHEREAS, pursuant to said determination the City
has caused an election to be held on November 2, 1993, at which
the electorate approved the issuance of not to exceed $5,000,000
of general obligation bonds for the Land; and
NOW, THEREFORE, BE IT RESOLVED by the Council of the
City of Maplewood, Minnesota, as follows:
1. Acceptance of ]Did The bid of
(the. "Purchaser"), to purchase $5,,000,000 General Obligation Open
Space Bonds, Series 1994A of the City (the "Bonds ", or
0
.individually a "Bond") , in accordance with the terms of proposal,
at the rates of :interest hereinafter set forth, and to pay
therefor the sum of $ , 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 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; Oriainal Issue Date _Denominations.
Maturities. The Bonds shall be titled "General Obligation open
Space Bonds, Series 1994A shall be dated March 1, 1994, 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 October 1 in the years and amounts as follows:
t ea
Amou
Year
Amount
1995
$ 40,000
2005
$250,000
1996
175,000
2006
260,000
1997
180,000
2007
275,000
1998
190,000
2008
285,000
254436
2
1999
195,000
2009
300,000
2000
200,000
2010
315,000
2001
210,000
2011
330,000
2,002
220,000
2012
350,000
2003
230,000
2013
3 040
2004
240,000
2014
385,000
3 . Puroose . The Bonds shall -provide funds to finance
the Land: The total cost of the Land, which shall include all
costs enumerated in Minnesota Statutes, Section 47.5.65, is
estimated to be at least equal to the amount of the Bonds.
Acquisition of the Land shall proceed with due diligence to
completion.
4. Interest The Bonds shall bear
semiannually on April 1 and October 1 of eac h
"Interest Payment Date ") , commencing April 1,
the basis of a 360 -day year of twelve 30 -day
respective rates per annum set forth opposite
as follows:
Maturity
.Year
Interest
Rate
Maturity
Year
1995
1996
1997
1998
1999
2000
2001
2002
2003
2004
2005
2006
2007
2008
2009
2010
2011
2012
2013
2014
interest payable
year each, an
1995, calculated on
months, at the
the maturity years
Interest
Rate
5. Re_demotion All Bonds maturing in the years
2004 to 2014, both inclusive, shall be subject to redemption and
prepayment at the option of the City on October 1, 2003, and on
any 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, the maturities and the
. principal amounts within each maturity to be redeemed shall be
determined by the City; 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. Mailed notice of
redemption shall be given to the paying agent and to each
affected registered holder of the Bonds.
25 "3
3
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
n ers 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 $ 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 dui. executed the
g Y y
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.
s. Bond Reaistrar
in •
a
is
ppointed 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 dui appointed,
a1 Y PP
1 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 12 of this resolution.
7,9 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:
254436
4
UNITED STATES OF AMERICA
STATE OF MINNESOTA
RAMSEY
CITY OF MAPLEWOOD
R-
GENERAL OBLIGATION OPEN SPACE
BOND, SERIES 19 9 4A
INT , �XT MATURITY DATE OF
RATE DATE ORIGINAL ISSUE ,CUSIP
MARCH 1, 1994
REGISTERED OWNER:
PRINCIPAL AMOUNT: DOLLARS
KNOW ALL PERSONS BY THESE PRESENTS that the City of
Maplewood, Ramsey County, Minnesota (the "Issuer "), ce rtifies
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
April 1 and October 1 of each year (each, an "Interest Payment
Date "), commencing Apri 1, 1995, 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 inter
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
(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 f ifteenth 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 p erson 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
25"36
5
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 SAND 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, n. regular and. due. form,
tae and wanner as required by law, and that this Bond, together
with all other debts of the Issuer outstanding on the date of
origins 1 1 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 Maplewood, Ramsey
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.
254436
6
Date of Registration:
BOND REGISTRAR' S
CERTIFICATE OF
AUTHENTICATION
This Bond is one of the
Bonds described in the
Resoliution mentioned
within .
Bond Registrar
By
Authorized Signature
zs "3s
Registrable by
Payable at:
CITY OF MAPLEWOOD,
RAMSEY COUNTY, MINNESOTA
LAI Facsimile
Mayor
Zsj Facsimile
clerk
7
ON REVERSE OF BOND
Redemption All Bonds of this issue (the "Bonds " )
maturing in the years 2004 to 2014, both inclusive, are subject
to redemption and prepayment at the option of the Issuer on
October 1, 2003, and on any 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, the
maturities and the principal amounts within each maturity to be
redeemed shall be determined by the Issuer; 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 . Mailed notice of redemption shall be g iven to
the paying agent and to each affected Holder of the Bonds,
Selection of Bonds for Redem tion• Eartial JRedemption.
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
0
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 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 a charge, new Bond or
charge, 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.
Issuance: Puroose; General Obligation This Bond is
one of an issue in the total principal amount of $5,000 000 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
25"36
8
pursuant to a resolution adopted by the City Council of the
Issuer on February 24, 1994 (the "Resolution "), for the purpose
of providing money to defray the expense of the acquisition of
land for open space within the Issuer. This Bond is payable out
of the General Obligation Open Space Bonds, Series 1994A 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
dues 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 of f ice of the Bond Reg: strar 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.
Fees uuon..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 Reg,stered 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.
2s "36
9
Authentication This Bond shall not be valid or become
obligatory for any purpose or be entitled to an security y unless
the Certificate of Authent hereon shall have been execu
by the Bond Registrar,
N ot ual xem Ob This Bond has
� --. not
been designated by the Issuer as a "qu tax -ex
' n � tax-exempt
obligation" for purposes of Section 2.65(b) (3) of the Internal
Revenue Code of 1.986, as amended.
ABBREVIATIONS
The following abbreviations, when used in the inscription on
the face of this Bond, shall be construed as though they Y 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 ri ght of survivorsh
and not as tenants in common
UTMA " as custodia f nr
( Cust)
under the
(State)
Transfers to Minors Act
(Minor
Uniform
Additional abbreviations may also be used
though not in the above list.
254436
10
ASSIGNMENT
For value received,
assigns and transfers unto
hereby irrevocably constitute
attorney to transfer the Bond
registration thereof , with fu:
premises,
Dated:
the undersigned hereby sells,
the within Bond and does
and appoint
on the books kept f or the
11 power o f subst itution in the
Notice The assi nor' sig nature to th is
assignment must correspond with the name
as it appears upon the fac of the
within Bond. in eve articular, without
ever p ,
alteration or any change whatever.
Signature Guaranteed:
S ignature(s) must be guaranteed b a nat bank o
Y r trust
company or by a brokerage firm having a membershi p in one of the
major stock exchanges or any other "Eligible Guarantor
Institution" as .defined in 17 CFR - 2 4 0.17
Ad-15(
.The Bond Registrar will not effect transfer of this Bond
unless the information concerning the transferee
is provided.
�' requested below
_Name and Address:
(Include information for all joint owners
if the Bond is held by Jo account. )
254436
11
Se Execution; Temoorary Bonds The Bonds shall be
executed on behalf of the City by the signatures of its May and
Clark and be sealed with the seal of the City; provided, however
-t hat the seal of the City may be a printed facsimile; and
provided further that both of such signatures may be. p rinted
- y p
fa csimiles and the corporate seal may be omitted on the Bonds as
Permitted by law. In the event of disabil or rest. ation o
Y � r
other absence of either such officer, the Bonds may be signed by
the manual or f acsimi le signature of that offi who may act on
behalf of such absent or disabled officer. In case either such
o fficer whose signature or facs of whose signature shall
11
appear on the Bonds shall cease to be such officer before the
de livery of the Bonds, such signature or f
nevertheless be valid and sufficient for all purposes, the same
as if he or she had remained in office until del The Cit
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 o reflect
ore � • �
m than one maturity in a single temporary bond. Such
temporary bonds may be executed with photocopi facs
signatures of the Mayor and Clerk. Such temporary bonds shall,
upon the printing of the definit bonds and the execution
thereo be exchanged therefor and canceled.
90 Authentication No Bond shall be valid or
obligatory for any purpose or be entitled to an security
benef Y y or
b under this resolution unless a Certificate of
Auth entication on such Bond, substantially in the form
hereinabove set forth, shall have been duly executed by Y an
author
. representative of the Bond Registrar. Certificates of
Authentication on different Bonds need not be s b the sam
erson. g y
p The Bond Registrar shall authenticate the signatures of
off icers of the City on each Bond b execution of the Certificate
Y
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 he
orig Bon g
Bonds to the Purchaser, the Bond Registrar shall insert
as a date of registration the date of original issue which date
i.
. �
s March 1, 1994 The Certificate of Authentication so executed
on each Bond shall be conclusive evidence that it has been
authenticated and delivered under this resolution.
lo. Reaistration: Transfer;, Exchange The City will
cause to be kept at the principal office of the Bond Registrar a
bond re
. ister g.
g i which, subject to such reasonable regulations as
the Bond Registrar may prescribe, the Bond Registrar shall
provide for the registration of Bonds and the registration of
transfers of Bonds entitled to be registered or transferred as
herein provided.
Upon surrender for transfer of any Bond at the
principal office of the Bond Registrar, the City shall execute
g , y cute
254436
12
cif necessary), and the Bond Registrar shall authenticate, insert
the date of registration has provided in paragraph 9) of , and
deliver, in the name of the designated trans or transferees,,
One or more new Bonds of any authorized denomination or
denom inations of a like aggregate pr incipal amount, having the
same stated �aaturty 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 sim ilar designation.
At the option of the Holder, Bonds may be exchanged for
Bond of any authorized denomination or denominations of a like
aggregate , vrnryn
rem A wt!
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 he exchange is
g g
entitled to receive.
All Bonds surrendered upon any exchange or transfer
provided for in this resolution shall be promptly canceled 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
sufficient to cover any tax or other overnmental charge payable
g g payable
in connection with the transfer or exchange of any Bond and any
legal or unusual costs regarding transfers and lost Bonds.
Transfers shall also be subject to reasonable
regulations of the City contained in any agreement with the Bond
Registrar, including regulations which ermit the Bond Registrar
p g
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.
11. Riahts.Uoon Transferor Exchange Each Bond
delivered upon transfer of or in exchange for or in lieu of any
Y
other Bond shall carry all the rights to interest accrued and
unpaid, and to accrue, which were carried by such other Bond.
36
13
12,o interest Pamen,;tecord 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
Y
becomes available for payment of the defaulted. interest. Notice
of the Special Record Date shall be given by the Bond Re istrar
g
to the Holders not less than ten (10) days pr to the Special
Record Date,
13. Treatment of Registered Owne 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
Y
(subj ect to the payment provisions in paragraph 12 above) on,
,such Bond and for all other purposes whatsoever whether or not
such Bond shall be overdue, and neither the City nor the Bond
Registrar shall be affected by notice to the contrary.
14. Delivery-; Aoplc_ ation of Proceeds The Bonds when
so prepared and executed shall be delivered by the Finance
Director to the Purchaser upon receipt of the purchase price, and
the Purchaser shall not be obliged to see to the proper
application thereof.
15. Funds. There is hereby created a capital projects
fund to be designated the "Open Space Land Acquisition Fund" to
be administered and maintained by the Finance Director in the
official financial records of the City. To the Open Space Land
Y p p
Acqui Fund, there shall be credited the proceeds of the
sale of the Bonds, less accrued interest received thereon and
less any amount paid for the Bonds in excess of $4,935,000. From
the Open Space Land Acquisition Fund there shall be p aid all
costs and expenses of the Land, including the cost of any
purchase 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
herein levied or covenanted to be levied.
There is hereby created a debt service fund to be designated
the "General Obligation Open Space Bonds, Series 1994A Fund" ( the
2S"36
14
"Debt Service Fund ") to be administered and maintained by the
Finance Director in the official financial records of the Cit
The Debt Service Fund shall maintained in the manner herein
specified until all of the Bonds and the interest thereon have
been fully paid. There are hereby irrevocably ap p p ro riated and
pledged to, and there shall be credited to, the Debt Service
Fund (a) all accrued interest received upon delivery of the
Bonds; (b) all funds paid for the Bonds in excess of $4,935,000o
(c) any.collections of all taxes herein or hereafter levied for
the payment of the Bonds and interest thereon; (d) all funds
remaining in the Open Space Land Acquisition Fund after
acqu isition of the Land and payment of the costs thereof; e all
investment earnings on funds held in the Debt Service Fund; and
(f) any and all other moneys which are properly available and are
appropriated by the governing body of the City to the Debt
Service Fund. The Debt Service Fund shall be used solely to pay
the principal and interest and any premiums f redemption of the
Bonds and any other general obl gation 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 ercent (5%) p 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
Open Space Land Acquisition Fund or Debt Service Fund ( or an Y
other city account which will be used to pay principal or
interest to become due on the � bonds payable therefrom in excess
p y
of amounts Which under then-applicable l federal arbitrage
.regulations may be invested without regard to Y ield 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 Open Space Land Acquisition
Fund and Debt Service Fund shall not be invested in obligations
or deposits issued by, guaranteed by or insured b the United
State � Y
tes 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 "),,
16. Tax .Levv; Coverage Test . To provide moneys for
payment of the princip 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 th
p p e tax
254436
15
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 Year of Tax
Levy Collection
1994
1995
.1995
1996
1996
1997
1997
1998
1998
1999
1999
2000
2000
2001
2001
.2002
2002
2003
2003
2004
20104
2005
2005
2006
2`006
2007
2007
2008
2008
2009
2009
2010
2010
2011
2011
2012
2012
2013
2013
2014
Amount
5
The tax levies are such that if collected in full they,
together with estimated collections of. revenues herein led ed
for the p g
payment of the Bonds, will produce at least f i.ve percent
(5 %) 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 b
p y
Minnesota Statutes, Section 475.61 Subdivision 3.
17. Dgfeasance. When all Bonds have been discharged
as provided in this paragraph, all led es covenants and
p g 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 an Bonds which are
• y
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 aid when due, , it may
nevertheless be discharged by depositing with the Bond Registrar
a sum sufficient for the payment thereof in full with 'interest
r st
accrued to
the date of such deposit. The City may also discharge
its obligations with respect to an prepayable y Bonds called for
redemption on any date when they are prepayable accordin g to
their terms, by depositing with the Bond Registrar on or before
that date a sum sufficient for the payment thereof in full
254436
16
provided that notice of redemption thereof has been dul g iven.
The Cit ma also at an time dischar its obli with
respect to an Bonds, subject to the provisions of law now or
hereaft authorizin and re
g ulatin g such action, b de positin
irrevocabl in escrow, with a suitable bankin institution
q ualified -b law as an escrow a for this purp cash or
securities described in Minnesota Statutes,, Section 475,,67,
Subdivision 8, bearin interest pa at such times and at such
rates -and,maturin on such dates as shall be re subject to
sale and reinvestment, to pa all amounts to become due
thereon to maturit or,, if notice of redemption as herein
r e q uirGd has been dul provided for, to such earlier redemption
date.
18.. Com f iance With R se t-Bond-Re lations.
The provisions of this para are intended to establish and
provide for the Cit compliance with United States Treasur
Re Section 1.10
3-18 (the "Reimbursement Re
applicable to the "reimbursement proceeds" of the Bonds, bein
those portions thereof which will be used b the Cit to
reimburse itself for an expenditure which the Cit paid or will
have paid prior to the Closin Date (an "Expenditure"
T he Cit hereb certifies and/or covenants as follows:
(a On or bef ore the date of pa of each Expenditure,
the Cit ( or person desi to do so on behalf of
the Cit made or will have made a written declaration
of the Cit official intent ( a "Declaration") which
effectivel (i) states the Cit intention and
reasonable expectation to reimburse itself for the
pa of the Expenditure out of the proceeds of a
subse borrowi (ii) g ives a g eneral and
functional description of the propert project or
pro to which the Declarat i6on relates and/or
identifies a specific fund or account of the Cit and
the g eneral functional purpose thereof from which the
Expenditure was to be paid (collectivel the
"Project") (iii) states the maximum principal amount
.of debt expected to be 'issued b the Cit for the
purpose of financin the Project and v states
specificall that the Declaration is a declaration of
official intent under Treasur Re Section
19103-18 provided, however, that no such Declaration
shall necessaril have been made with respect to
"prel iminar expend itures" f or the Pro def ined in
the Reimbursement Regulations to include en or
arch itectural expenses and s imilar pref ator expenses
which in the a do not exceed 20% of the "issue
price" of the Bonds* Notwithstandin the fore
with respect to Expenditures made b the Cit prior to
25"36
17
March 2, 1992, the City hereby represents that there
exists objective evidence, within the meaning of the
Reimbursement Regulations, that at the time the
Expenditure was paid the City expected to reimburse the
cost thereof with the proceeds of a borrowing.
( As of the date of each Declaration, there were not and
were not thereafter expected to become available
sources of City funds which were or were expected to be
dedicated or otherwise available on a long -term basis
to provide financing for the Expenditure or Project.
(c) Each Declarat was made a part - of the publicly
available official books, records or proceedings of the
City and was continuously available for inspection b
y
the general public at City.Hall during regular City
.hours beginning not later than 30 days after the making
of the Declaration and continuing through the date of
issuance of the Bonds, as required by the Reimbursement
Regulations.
(d) Each Expenditure, other than the costs of issuing the
Bonds, is a capital expenditure, that is, a cost of a
type that is properly chargeable to a capital account
(or would be with a proper election) under general
federal income tax principles.
(e) The "reimbursement allocation" described in the
Reimburs Regulations for each Expenditure shall
and wi ll be made forthwith following ( not prior to)
the issuance of the Bonds and in all events within the
period ending on the date which is the later of one
year after payment of the Expenditure or one year after
the date on which the Project to which the :Expenditure
relates is first placed in service.
{f) Each such reimbursement allocation will be evidenced by
an entry on the official books or records of the City
maintained for and in connection with the Bonds and
wi Ex p enditure
specifically identify the actual prior E enditure
i P
or Project or, , in the case of the reimbursement of a
particular fund or account described in the applicable
Declaration, P
aration the fund or account from which the
Expenditure was paid.
(g) The City is unaware of any facts or circumstances which
would cause it to question the reasonability or
accuracy of the content of this paragraph or of any of
the Declarations, or its compliance with any of the
covenants here or therein, inc luding without
limitation the City's failure to issue alif in
� y g
reimbursement bonds for costs for which it has made
254436
18
declarations of official intent, absent extraordinary
and unforeseeable circumstances of the kind described
in the Reimbursement Regulations.
19. General - Obligation Pledge For the prompt and
i lu.�.Nw�nwwrw�i�ww�
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 Fund is ever insufficient to
pay all principal.and interest then due on the Bonds and any
other bonds- payable therefrom, the def shall be prompt
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 Fund when a suff icient
balance is availabl therein.
20,o Certificate of Registration,, The Clerk is hereby
directed to f ile a certified copy of this resolution with the
County Auditor of Ramsey County, Minnesota, together with such
g
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, and that the tax levy
required by law has been made.
21. Records and Certif ica, tes . The officers of the
City are hereby authorized and directed to re are and furnish to
P P
the Purchaser, and to the attorneys approving the legality of the
issuance of the Bonds, certified copies of all proceedings and
p P g
records of the City relating to the Bonds and to the financial
condition and affairs of the City, and such other affidavits
certificates and inf ormatlon 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 o certified
r as otherwise known to them, and all such certifi
cop certificates and affidavits, including n heretofore
furnished, g Y
shall be deemed representations of the City as to the
facts recited therein.
22. Negative Covenant AM.-to Use of Proceeds and Land.
The City hereby covenants not to use the roceeds of the e Bonds or
to use the Land, or to cause or permit them to be used, or to
i nt o any deferred payment arrangements for the cost of the
Land, 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.
23. Tax -Exem t tatus 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) r •
( �e , requirements relating to temporary periods
for investments, (2) limitations on amounts invested at a yield
254436
19
greater than the y ield on the Bonds,, and (3) the rebate of excess
investment earnin to the United -States. if the Bonds (to
with other obli reasonabl expected I to be issued and
o . utstandi at one .time in this calendar y ear) exceed the
small-issuer except amount of $5,,000,000.
For purposes of qualif for the exception to the
federal arbitra rebate re for governmental units
issuin :$5,000,,000 or less of bonds, the Cit hereb finds,
determines and declares that (1). the Bond s are , issued b a
g overnmental unit with g eneral taxin powers, ( 2 ) to Bond is a
private activit bond, ( 3 ) ninet 'f ive percent (95% or more of
the n et proceeds.of the Bonds are to be used . ed for local
governmental. activities of the Ci t y (or of a g overnmental unit
the jurisdiction of which is entirel within the j urisdiction of
the Cit and ( 4 ) the a face amount of all tax-exempt
.bonds (other than private activit bonds issued b the Cot .
all subo entities thereof,, and all entities treated as one
issuer with the Cit durin the calendar y ear in which the Bonds
are issued and outstandin at one time is not reasonabl expected
to exceed $51000,,000, all within the meanin of Section
1 4 8 ( f ) ( 4. ) (P) of the Code
24* No Desi of Qua,lified.Tax-Exe
Obli The. Bonds exceed in amount those which ma be
..
q ualif ied as " if ied tax 4 � * ex:..mpt obli within the
meanin of Section 265 ( 3 ) of the Code, and hence are not
desi for such purpose,
2510 Se If an section, para or
0
provision of this resolution shall be held to be inval or
unenforceable for an reason invalidit or ., the 1 unenforceabilit
of such section, para or provision shall not affect an of
the remainin provis ions of this resolution.
26. Headings* Headin in this
included for convenience of reference onl
hereof, and shall not limit or define the
provision hereof,
resolution are
and are not a part
meanin of an
25"36
20
The motion for the adoption of the foregoing resolution
was duly seconded by member and, after a full
discussion thereof and upon a vote being taken thereon, the
following voted in favor thereof
and the following voted against the same
Whereupon said resolution was declared duly passed and
adopted.
254436
21
STATE OF MINNESOTA
COUNTY OF RAMSEY = -
CITY OF MAPLEWOOD
I, the undersigned, being the duly qualified and acting
Clerk of the City of Maplewood, Minnesota, DO HERESY CERTIFY that
I have compared the attached and foregoing extract of minutes
with the original thereof on file in m office and that the y , 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 competitive negotiated
sale of $5,000,.000 General Obligation Open Space Bonds, Series
1994A of said City.
WITNESS my hand and the seal of said City this 24th day
of February, 1994.
(S I EAL)
254436
Clerk
22