HomeMy WebLinkAbout09-070 - ADMIN Resolution - City Council - 2009/05/18RESOLUTION NO. 09-070
A RESOLUTION AWARDING THE SALE OF $2,000,000
TAXABLE GENERAL OBLIGATION TAX INCREMENT
REFUNDING BONDS, SERIES 2009A;
FIXING THEIR FORM AND SPECIFICATIONS;
DIRECTING THEIR EXECUTION AND DELIVERY;
AND PROVIDING FOR THEIR PAYMENT
BE IT RESOLVED By the City Council of the City of St. Louis Park, Hennepin County,
Minnesota (the "City") as follows:
Section 1. Sale of Bonds.
1.01. It is hereby determined that:
(a) the City has duly established the following project areas and tax increment districts: (i)
Excelsior Boulevard Redevelopment Project; (ii) Oak Park Village Redevelopment Project; and (iii) the
Highway 7 Development District (collectively referred to herein as the "Districts") pursuant to
Minnesota Statutes, Sections 469.001 through 469.047, Chapter 472A, and Sections 469.174 to
469.179 and predecessor statutes (together, the "Development Act");
(b) the control, authority and operation of the Districts were transferred to the St. Louis
Park Economic Development Authority (the "Authority") by Resolution No. 88-134 of the City,
pursuant to Minnesota Statutes, Section 469.094; and
(c) by Resolution No. 90-4 of the Authority and Resolution No. 90-29 of the City, the
geographical areas of the project areas associated with the Districts were expanded and joined (such
expanded coterminous area is referred to herein as the "Project Area"); and
(d) the City is authorized by Section 469.178 of the Development Act to issue and sell its
general obligations to pay all or a portion of the public development and redevelopment costs (the
"Costs") related to the Project Area as identified in the redevelopment plan and program and tax
increment financing plan (the "Plans") for the Districts;
(e) the City is authorized by Minnesota Statutes, Chapter 475 (the "Bond Act") and
Section 475.67, subdivision 3 thereof to issue and sell its general obligation bonds to refund obligations
and the interest thereon before the due date of the obligations, if consistent with covenants made with
the holders thereof, when determined by the City Council to be necessary or desirable for the reduction
of debt service cost to the City or for the extension or adjustment of maturities in relation to the
resources available for their payment;
(f) Section 475.67, subdivision 4 of the Bond Act permits the sale of refunding obligations
4 during the six month period prior to the date on which the obligations to be refunded may be called for
redemption;
Resolution No. 09-070 -2-
(g) it is necessary and desirable to reduce debt service costs that the City issue $2,000,000
Taxable General Obligation Tax Increment Refunding Bonds, Series 2009A (the "Bonds") to refund
certain outstanding general obligations of the City, the proceeds of which have been or may be used to
pay certain costs in the Project Area;
(h) the outstanding bonds to be refunded (the "Refunded Bonds") consist of the
$7,650,000 Taxable General Obligation Tax Increment Refunding Bonds, Series 2001A, dated May 1,
2001, of which $1,935,000 in principal amount is currently outstanding and is callable on July 1, 2009.
(i) the Mayor and City Manager are authorized and directed to execute a Tax Increment
Pledge Agreement between the City and the Authority (the "Pledge Agreement") in substantially the
form on file in City Hall, pursuant to which the Authority pledges certain pre -79 Available Tax
Increment and Highway 7 Available Tax Increment (as defined in the Pledge Agreement) to pay
principal of and interest on the Bonds.
1.02. The proposal of Stifel, Nicolaus & Co., Inc., Denver, Colorado (Purchaser) to purchase
$2,000,000 Taxable General Obligation Tax Increment Refunding Bonds, Series 2009A (the "Bonds")
of the City described in the Official Terms of Proposal thereof is found and determined to be a
reasonable offer and is accepted, the proposal being to purchase the Bonds at a price of $2,010,201.95
(par amount of $2,000,000, plus original issue premium of $12,201.95, less underwriter's discount of
$2,000.00), plus accrued interest to date of delivery, for Bonds bearing interest as follows:
Date of Interest Date of Interest
Maturity Rate Maturity Rate
8/1/2009 2.000% 8/1/2010 2.000%
2/1/2010 2.000 2/1/2011 2.250
True interest cost: 1.5366820%
1.03. The sum of $22,201.95 being the amount proposed by the Purchaser in excess of
$1,990,000 will be credited to the Debt Service Fund hereinafter created or applied to refunding of the
Refunded Bonds as determined by the City's Financial Advisor. The City Manager is directed to retain
the good faith check of the Purchaser pending completion of the sale of the Bonds, and to return the
good faith checks of the unsuccessful proposers forthwith. The Mayor and City Manager are directed
to execute a contract with the Purchaser on behalf of the City.
1.04. The City will forthwith issue and sell the Bonds pursuant to the Development Act and
the Bond Act in the total principal amount of $2,000,000, originally dated June 11, 2009, in the
denomination of $5,000 each or any integral multiple thereof, numbered No. R-1, upward, bearing
interest as above set forth, and maturing serially on February 1 and August 1, without option of prior
payment, in the years and amounts as follows:
Resolution No. 09-070 -3-
Date of Date of
Maturity Amount Maturity Amount
8/1/2009 $500,000 8/1/2010 $500,000
2/1/2010 495,000 2/1/2011 505,000
Section 2. Registration and Payment.
2.01. Registered Form. The Bonds will be issued only in fully registered form. The interest
thereon and, upon surrender of each Bond, the principal amount thereof, is payable by check or draft
issued by the Registrar described herein.
2.02. Dates; Interest Payment Dates. Each Bond will be dated as of the last interest payment
date preceding the date of authentication to which interest on the Bond has been paid or made available
for payment, unless (i) the date of authentication is an interest payment date to which interest has been
paid or made available for payment, in which case the Bond will be dated as of the date of
authentication, or (ii) the date of authentication is prior to the first interest payment date, in which case
the Bond will be dated as of the date of original issue. The interest on the Bonds is payable on February
1 and August 1 of each year, commencing August 1, 2009, to the registered owners of record thereof as
of the close of business on the fifteenth day of the immediately preceding month, whether or not such
day is a business day.
2.03. Registration. The City will appoint a bond registrar, transfer agent, authenticating
agent and paying agent (Registrar). The effect of registration and the rights and duties of the City and
the Registrar with respect thereto are as follows:
(a) Register. The Registrar must keep at its principal corporate trust office a bond
register in which the Registrar provides for the registration of ownership of Bonds and the
registration of transfers and exchanges of Bonds entitled to be registered, transferred or
exchanged.
(b) Transfer of Bonds. Upon surrender for transfer of a Bond duly endorsed by the
registered owner thereof or accompanied by a written instrument of transfer, in form
satisfactory to the Registrar, duly executed by the registered owner thereof or by an attorney
duly authorized by the registered owner in writing, the Registrar will authenticate and deliver, in
the name of the designated transferee or transferees, one or more new Bonds of a like aggregate
principal amount and maturity, as requested by the transferor. The Registrar may, however,
close the books for registration of any transfer after the fifteenth day of the month preceding
each interest payment date and until that interest payment date.
(c) Exchange of Bonds. When Bonds are surrendered by the registered owner for
exchange the Registrar will authenticate and deliver one or more new Bonds of a like aggregate
principal amount and maturity as requested by the registered owner or the owner's attorney in
writing.
(d) Cancellation. Bonds surrendered upon transfer or exchange will be promptly
cancelled by the Registrar and thereafter disposed of as directed by the Ciry.
Resolution No. 09-070 -4-
(e) Improper or Unauthorized Transfer. When a Bond is presented to the
Registrar for transfer, the Registrar may refuse to transfer the Bond until the Registrar is satisfied
that the endorsement on the Bond or separate instrument of transfer is valid and genuine and
that the requested transfer is legally authorized. The Registrar will incur no liability for the
refusal, in good faith, to make transfers which it, in its judgment, deems improper or
unauthorized.
(f) Persons Deemed Owners. The City and the Registrar may treat the person in
whose name a Bond is registered in the bond register as the absolute owner of the Bond,
whether the Bond is overdue or not, for the purpose of receiving payment of, or on account of,
the principal of and interest on the Bond and for all other purposes, and payments so made to a
registered owner or upon the owner's order will be valid and effectual to satisfy and discharge
the liability upon the Bond to the extent of the sum or sums so paid.
(g) Taxes, Fees and Charges. The Registrar may impose a charge upon the owner
thereof for a transfer or exchange of Bonds sufficient to reimburse the Registrar for any tax, fee
or other governmental charge required to be paid with respect to the transfer or exchange.
(h) Mutilated, Lost, Stolen or Destroyed Bonds. If a Bond becomes mutilated or is
destroyed, stolen or lost, the Registrar will deliver a new Bond of like amount, number,
maturity date and tenor in exchange and substitution for and upon cancellation of the
mutilated Bond or in lieu of and in substitution for a Bond destroyed, stolen or lost, upon the
payment of the reasonable expenses and charges of the Registrar in connection therewith; and,
in the case of a Bond destroyed, stolen or lost, upon filing with the Registrar of evidence
satisfactory to it that the Bond was destroyed, stolen or lost, and of the ownership thereof, and
upon furnishing to the Registrar an appropriate bond or indemnity in form, substance and
amount satisfactory to it and as provided by law, in which both the City and the Registrar must
be named as obligees. Bonds so surrendered to the Registrar will be cancelled by the Registrar
and evidence of such cancellation must be given to the City. If the mutilated, destroyed, stolen
or lost Bond has already matured or been called for redemption in accordance with its terms it is
not necessary to issue a new Bond prior to payment.
2.04. Appointment of Initial Registrar. The City appoints Bond Trust Services Corporation,
Roseville, Minnesota, as the initial Registrar. The City reserves the right to designate a successor
Registrar, in which case the following terms apply. The Mayor and the City Manager are authorized to
execute and deliver, on behalf of the City, a contract with the Registrar. Upon merger or consolidation
of the Registrar with another corporation, if the resulting corporation is a bank or trust company
authorized by law to conduct such business, the resulting corporation is authorized to act as successor
Registrar. The City agrees to pay the reasonable and customary charges of the Registrar for the services
performed. The City reserves the right to remove the Registrar upon 30 days' notice and upon the
appointment of a successor Registrar, in which event the predecessor Registrar must deliver all cash and
Bonds in its possession to the successor Registrar and must deliver the bond register to the successor
Registrar. On or before each principal or interest due date, without further order of this Council, the
City Finance Director must transmit to the Registrar monies sufficient for the payment of all principal
and interest then due.
•
•
Resolution No. 09-070 -5-
2.05. Execution, Authentication and Delivery. The Bonds will be prepared under the
direction of the City Manager and executed on behalf of the City by the signatures of the Mayor and
the City Manager, provided that those signatures may be printed, engraved or lithographed facsimiles of
the originals. If an officer whose signature or a facsimile of whose signature appears on the Bonds ceases
to be such officer before the delivery of a Bond, such signature or facsimile will nevertheless be valid and
sufficient for all purposes, the same as if the officer had remained in office until delivery.
Notwithstanding such execution, a Bond will not be valid or obligatory for any purpose or entitled to
any security or benefit under this Resolution unless and until a certificate of authentication on the Bond
has been duly executed by the manual signature of an authorized representative of the Registrar.
Certificates of authentication on different Bonds need not be signed by the same representative. The
executed certificate of authentication on a Bond is conclusive evidence that it has been authenticated
and delivered under this Resolution. When the Bonds have been so prepared, executed and
authenticated, the City Manager will deliver the same to the Purchaser upon payment of the purchase
price in accordance with the contract of sale heretofore made and executed, and the Purchaser is not
obligated to see to the application of the purchase price.
2.06. Temporary Bonds. The City may elect to deliver in lieu of printed definitive Bonds one
or more typewritten temporary Bonds in substantially the form set forth in Section 3 with such changes
as may be necessary to reflect more than one maturity in a single temporary bond. Upon the execution
and delivery of definitive Bonds the temporary Bonds will be exchanged therefor and cancelled.
Section 3. Form of Bond.
3.01. The Bonds will be printed or typewritten in substantially the following form:
No. R -
UNITED STATES OF AMERICA
STATE OF MINNESOTA
COUNTY OF HENNEPIN
CITY OF ST. LOUIS PARK
TAXABLE GENERAL OBLIGATION TAX INCREMENT
REFUNDING BOND, SERIES 2009A
Date of
Rate Maturity Original Issue
June 11, 2009
Registered Owner: Cede & Co.
$
CUSIP
Resolution No. 09-070 -6-
The City of St. Louis Park, Minnesota, a duly organized and existing municipal corporation in
Hennepin County, Minnesota (the "City"), acknowledges itself to be indebted and for value received
hereby promises to pay to the Registered Owner specified above or registered assigns, the principal sum
of $ on the maturity date specified above, without option of prior payment, with interest
thereon from the date hereof at the annual rate specified above, payable February 1 and August 1 in
each year, commencing August 1, 2009, to the person in whose name this Bond is registered at the close
of business on the fifteenth day (whether or not a business day) of the immediately preceding month.
The interest hereon and, upon presentation and surrender hereof, the principal hereof are payable in
lawful money of the United States of America by check or draft by Bond Trust Services Corporation,
Roseville, Minnesota, as Bond Registrar, Paying Agent, Transfer Agent and Authenticating Agent, or its
designated successor under the Resolution described herein. For the prompt and full payment of such
principal and interest as the same respectively become due, the full faith and credit and taxing powers of
the City have been and are hereby irrevocably pledged.
This Bond is one of an issue in the aggregate principal amount of $2,000,000 all of like original
issue date and tenor, except as to number, maturity date, and interest rate, all issued pursuant to a
resolution adopted by the City Council on May 18, 2009 (the "Resolution"), for the purpose of
providing money to aid in refinancing public redevelopment costs in a redevelopment project (the
"Project Area") in the City, pursuant to and in full conformity with the home rule charter of the City
and the Constitution and laws of the State of Minnesota, including Minnesota Statutes, Sections
469.174 through 469.179, the Minnesota Tax Increment Financing Act, and Minnesota Statutes,
Sections 469.001 through 469.047, and the principal hereof and interest hereon are payable primarily
from tax increments resulting from increases in taxable valuation of real property in certain tax
increment financing districts within the Project Area as set forth in the Resolution to which reference is
made for a full statement of rights and powers thereby conferred. The full faith and credit of the City
are irrevocably pledged for payment of this Bond and the City Council has obligated itself to levy ad
valorem taxes on all taxable property in the City in the event of any deficiency of tax increments
pledged, which taxes may be levied without limitation as to rate or amount. The Bonds of this series are
issued only as fully registered Bonds in denominations of $5,000 or any integral multiple thereof of
single maturities.
As provided in the Resolution and subject to certain limitations set forth therein, this Bond is
transferable upon the books of the City at the principal office of the Bond Registrar, by the registered
owner hereof in person or by the owner's attorney duly authorized in writing, upon surrender hereof
together with a written instrument of transfer satisfactory to the Bond Registrar, duly executed by the
registered owner or the owner's attorney; and may also be surrendered in exchange for Bonds of other
authorized denominations. Upon such transfer or exchange the City will cause a new Bond or Bonds to
be issued in the name of the transferee or registered owner, of the same aggregate principal amount,
bearing interest at the same rate and maturing on the same date, subject to reimbursement for any tax,
fee or governmental charge required to be paid with respect to such transfer or exchange.
The City and the Bond Registrar may deem and treat the person in whose name this Bond is
registered as the absolute owner hereof, whether this Bond is overdue or not, for the purpose of
receiving payment and for all other purposes, and neither the City nor the Bond Registrar will be
affected by any notice to the contrary.
•
•
Resolution No. 09-070 -7-
IT IS HEREBY CERTIFIED, RECITED, COVENANTED AND AGREED that all acts,
conditions and things required by the home rule charter of the City and the Constitution and laws of
the State of Minnesota to be done, to exist, to happen and to be performed preliminary to and in the
issuance of this Bond in order to make it a valid and binding general obligation of the City in
accordance with its terms, have been done, do exist, have happened and have been performed as so
required, and that the issuance of this Bond does not cause the indebtedness of the City to exceed any
constitutional, statutory or charter limitation of indebtedness.
This Bond is not valid or obligatory for any purpose or entitled to any security or benefit under
the Resolution until the Certificate of Authentication hereon has been executed by the Bond Registrar
by manual signature of one of its authorized representatives.
IN WITNESS WHEREOF, the City of St. Louis Park, Hennepin County, Minnesota, by its
City Council, has caused this Bond to be executed on its behalf by the facsimile or manual signatures of
the Mayor and City Manager and has caused this Bond to be dated as of the date set forth below.
Dated:
CITY OF ST. LOUIS PARK, MINNESOTA
(facsimile) (facsimile)
City Manager Mayor
CERTIFICATE OF AUTHENTICATION
This is one of the Bonds delivered pursuant to the Resolution mentioned within.
BOND TRUST SERVICES
CORPORATION
By
Authorized Representative
Resolution No. 09-070 -8-
The following abbreviations, when used in the inscription on the face of this Bond, will be
construed as though they were written out in full according to applicable laws or regulations:
TEN COM
-- as tenants UNIF GIFT MIN ACT Custodian
in common (Cust) (Minor)
TEN ENT -- as tenants under Uniform Gifts or
by entireties Transfers to Minors
JT TEN --
as joint tenants with
right of survivorship and
not as tenants in common
Act
(State)
Additional abbreviations may also be used though not in the above list.
ASSIGNMENT
For value received, the undersigned hereby sells, assigns and transfers unto
the within Bond and all rights thereunder, and
does hereby irrevocably constitute and appoint attorney to transfer the
said Bond on the books kept for registration of the within Bond, with full power of substitution in the
premises.
Dated:
Notice:
Signature Guaranteed:
The assignor's signature to this assignment must correspond with the name as it
appears upon the face of the within Bond in every particular, without alteration
or any change whatever.
NOTICE: Signature(s) must be guaranteed by a financial institution that is a member of the Securities
Transfer Agent Medallion Program ("STAMP"), the Stock Exchange Medallion Program ("SEMP"),
the New York Stock Exchange, Inc. Medallion Signatures Program ("MSP") or other such "signature
guarantee program" as may be determined by the Registrar in addition to, or in substitution for,
STAMP, SEMP or MSP, all in accordance with the Securities Exchange Act of 1934, as amended.
•
Resolution No. 09-070 -9-
The Bond Registrar will not effect transfer of this Bond unless the information concerning the
assignee requested below is provided.
Name and Address:
(Include information for all joint owners if this Bond is
held by joint account.)
Please insert social security or other identifying
number of assignee
PROVISIONS AS TO REGISTRATION
IIIThe ownership of the principal of and interest on the within Bond has been registered on the
books of the Registrar in the name of the person last noted below.
Date of Registration Registered Owner
Cede & Co.
Federal ID #13-2555119
Signature of
Finance Director
3.02. The City Manager is directed to obtain a copy of the proposed approving legal opinion
of Kennedy & Graven, Chartered, Minneapolis, Minnesota, which is to be complete except as to dating
thereof and will cause the opinion to be printed on or accompany each Bond.
Section 4. Payment; Security; Pledges and Covenants.
4.01. (a) The Bonds are payable from the Taxable General Obligation Tax Increment
Refunding Bonds, Series 2009A Debt Service Fund (the "Debt Service Fund") hereby created,
and pre -79 Available Tax Increment and Highway 7 Available Tax Increment (as defined in the
Pledge Agreement) received by the City from the Authority pursuant to the Pledge Agreement
is hereby pledged to the Debt Service Fund.
Resolution No. 09-070 -10-
(b) The debt service fund, if any, heretofore established for the Refunded Bonds as
defined in the resolution providing for the issuance and sale of the Bonds, is terminated, and all
monies therein are hereby transferred to the Debt Service Fund herein created. If a payment of
principal or interest on the Bonds becomes due when there is not sufficient money in the Debt
Service Fund to pay the same, the City Director of Finance will pay such principal or interest
from the general fund of the City, and the general fund will be reimbursed for those advances
out of the proceeds of the pledged tax increments when collected.
(c) There is hereby appropriated to the Debt Service Fund any amount over the
minimum purchase price of the Bonds paid by the Purchaser to the extent so directed for
deposit in accordance with Section 1.03 hereof.
4.02. It is determined that estimated collection of tax increments pledged by the Authority
under the Pledge Agreement for the payment of principal and interest on the Bonds will produce at
least five percent in excess of the amount needed to meet when due, the principal and interest payments
on the Bonds and that no tax levy is needed at this time.
4.03. The City Clerk is directed to file a certified copy of this resolution with the Taxpayer
Services Division Manager of Hennepin County and to obtain the certificate required by Section
475.63 of the Bond Act.
4.04. It is hereby determined that upon the receipt of proceeds of the Bonds (the "Proceeds")
that an irrevocable appropriation to the debt service fund for the Refunded Bonds will have been made
within the meaning of Section 475.61, Subdivision 3 of the Bond Act and the City Manager is hereby
authorized and directed to certify such fact to and request the Taxpayer Services Division Manager to
cancel any and all tax levies made by the resolution authorizing and approving the Refunded Bonds.
Section 5. Refunding; Findings; Redemption of Refunded Bonds.
5.01. The Refunded Bonds are the Taxable General Obligation Tax Increment Refunding
Bonds, Series 2001A, of the City, dated May 1, 2001, of which $1,935,000 in principal amount is
callable on July 1, 2009. It is hereby found and determined that based upon information presently
available from the City's financial advisers, the issuance of the Bonds is consistent with covenants made
with the holders thereof and is necessary and desirable for the reduction of debt service cost to the
municipality.
5.02. There is hereby appropriated for payment of principal and interest on the Refunded
Bonds all Proceeds, less amounts deposited in the Debt Service Fund under Section 4.01 and less all
amounts needed to pay costs of issuance of the Bonds as determined by the Finance Director.
5.03. The Refunded Bonds maturing on August 1, 2009 and thereafter will be redeemed and
prepaid on such date or dates as the Finance Director determines. The Refunded Bonds will be
redeemed and prepaid in accordance with their terms and in accordance with the terms and conditions
set forth in the forms of Notice of Call for Redemption attached hereto as Exhibit B which terms and
conditions are hereby approved and incorporated herein by reference. The Finance Director shall give a
notice of call to the trustee for the Refunded Bonds (the "Trustee") who is authorized and directed to
send a copy of the Notice of Redemption to each registered holder of the Refunded Bonds.
•
Resolution No. 09-070 -11-
Section 6 Authentication of Transcript.
6.01. The officers of the City are authorized and directed to prepare and furnish to the
Purchaser and to the attorneys approving the Bonds, certified copies of proceedings and records of the
City relating to the Bonds and to the financial condition and affairs of the City, and such other
certificates, affidavits and transcripts as may be required to show the facts within their knowledge or as
shown by the books and records in their custody and under their control, relating to the validity and
marketability of the Bonds, and such instruments, including any heretofore furnished, may be deemed
representations of the City as to the facts stated therein.
6.02. The Mayor, City Manager, City Clerk and Finance Director are hereby authorized and
directed to certify that they have examined the Official Statement prepared and circulated in connection
with the issuance and sale of the Bonds and that to the best of their knowledge and belief the Official
Statement is a complete and accurate representation of the facts and representations made therein as of
the date of the Official Statement.
6.03. The City authorizes the Purchaser to forward the amount of Bond proceeds allocable to
the payment of issuance expenses (other than amounts payable to Kennedy & Graven, Chartered as
Bond Counsel) to U.S. Trust Company, Minneapolis, Minnesota on the closing date for further
distribution as directed by the City's financial adviser, Ehlers & Associates, Inc.
Section 7. Book -Entry System; Limited Obligation of City.
7.01. The Bonds will be initially issued in the form of a separate single typewritten or printed
fully registered Bond for each of the maturities set forth in Section 1.03 hereof. Upon initial issuance,
the ownership of each Bond will be registered in the registration books kept by the Bond Registrar in
the name of Cede & Co., as nominee for The Depository Trust Company, New York, New York, and
its successors and assigns (DTC). Except as provided in this section, all of the outstanding Bonds will
be registered in the registration books kept by the Bond Registrar in the name of Cede & Co., as
nominee of DTC.
7.02. With respect to Bonds registered in the registration books kept by the Bond Registrar in
the name of Cede & Co., as nominee of DTC, the City, the Bond Registrar and the Paying Agent will
have no responsibility or obligation to any broker dealers, banks and other financial institutions from
time to time for which DTC holds Bonds as securities depository (Participants) or to any other person
on behalf of which a Participant holds an interest in the Bonds, including but not limited to any
responsibility or obligation with respect to (i) the accuracy of the records of DTC, Cede & Co. or any
Participant with respect to any ownership interest in the Bonds, (ii) the delivery to any Participant or
any other person (other than a registered owner of Bonds, as shown by the registration books kept by
the Bond Registrar,) of any notice with respect to the Bonds, including any notice of redemption, or
(iii) the payment to any Participant or any other person, other than a registered owner of Bonds, of any
amount with respect to principal of, premium, if any, or interest on the Bonds. The City, the Bond
Registrar and the Paying Agent may treat and consider the person in whose name each Bond is
registered in the registration books kept by the Bond Registrar as the holder and absolute owner of such
Bond for the purpose of payment of principal, premium and interest with respect to such Bond, for the
purpose of registering transfers with respect to such Bonds, and for all other purposes. The Paying
Resolution No. 09-070 -12-
Agent will pay all principal of, premium, if any, and interest on the Bonds only to or on the order of the
respective registered owners, as shown in the registration books kept by the Bond Registrar, and all such
payments will be valid and effectual to fully satisfy and discharge the City's obligations with respect to
payment of principal of, premium, if any, or interest on the Bonds to the extent of the sum or sums so
paid. No person other than a registered owner of Bonds, as shown in the registration books kept by the
Bond Registrar, will receive a certificated Bond evidencing the obligation of this resolution. Upon
delivery by DTC to the City Manager of a written notice to the effect that DTC has determined to
substitute a new nominee in place of Cede & Co., the words "Cede & Co.," will refer to such new
nominee of DTC; and upon receipt of such a notice, the City Manager will promptly deliver a copy of
the same to the Bond Registrar and Paying Agent.
7.03. Representation Letter. The City has heretofore executed and delivered to DTC a
Blanket Issuer Letter of Representations (Representation Letter) which shall govern payment of
principal of, premium, if any, and interest on the Bonds and notices with respect to the Bonds. Any
Paying Agent or Bond Registrar subsequently appointed by the City with respect to the Bonds will agree
to take all action necessary for all representations of the City in the Representation letter with respect to
the Bond Registrar and Paying Agent, respectively, to be complied with at all times.
7.04. Transfers Outside Book -Entry System. In the event the City, by resolution of the City
Council, determines that it is in the best interests of the persons having beneficial interests in the Bonds
that they be able to obtain Bond certificates, the City will notify DTC, whereupon DTC will notify the
Participants, of the availability through DTC of Bond certificates. In such event the City will issue,
transfer and exchange Bond certificates as requested by DTC and any other registered owners in
accordance with the provisions of this Resolution. DTC may determine to discontinue providing its
services with respect to the Bonds at any time by giving notice to the City and discharging its
responsibilities with respect thereto under applicable law. In such event, if no successor securities
depository is appointed, the City will issue and the Bond Registrar will authenticate Bond certificates in
accordance with this resolution and the provisions hereof will apply to the transfer, exchange and
method of payment thereof.
7.05. Payments to Cede & Co. Notwithstanding any other provision of this Resolution to
the contrary, so long as a Bond is registered in the name of Cede & Co., as nominee of DTC, payments
with respect to principal of, premium, if any, and interest on the Bond and notices with respect to the
Bond will be made and given, respectively in the manner provided in DTC's Operational
Arrangements, as set forth in the Representation Letter.
Section 8. Defeasance. When all Bonds and all interest thereon, have been discharged as
provided in this section, all pledges, covenants and other rights granted by this resolution to the holders
of the Bonds will cease, except that the pledge of the full faith and credit of the City for the prompt and
full payment of the principal of and interest on the Bonds will remain in full force and effect. The City
may discharge all Bonds which are due on any date by depositing with the Registrar on or before that
date a sum sufficient for the payment thereof in full. If any Bond should not be paid when due, it may
nevertheless be discharged by depositing with the Registrar a sum sufficient for the payment thereof in
full with interest accrued to the date of such deposit.
•
•
•
Resolution No. 09-070 -13-
Section 9. Continuing Disclosure.
9.01. The City hereby covenants and agrees that it will comply with and carry out all of the
provisions of the Continuing Disclosure Certificate. Notwithstanding any other provision of this
Resolution, failure of the City to comply with the Continuing Disclosure Certificate is not to be
considered an event of default with respect to the Bonds; however, any Bondholder may take such
actions as may be necessary and appropriate, including seeking mandate or specific performance by
court order, to cause the City to comply with its obligations under this section.
9.02. "Continuing Disclosure Certificate" means that certain Continuing Disclosure Certificate
executed by the Mayor and City Manager and dated the date of issuance and delivery of the Bonds, as
originally executed and as it may be amended from time to time in accordance with the terms thereof.
The motion for the adoption of the foregoing resolution was duly seconded by Member
Omodt, and upon vote being taken thereon, the following voted in favor thereof: Jacobs, Carver, Basill,
Paprocki, Omodt, and Finkelstein
and the following voted against the same: none
whereu
Revie
said resolution was declared duly passed and adopted.
or Administration:
City Ma
Attest:
City Clerk
Adop the City Council June 1, 2009
May
Resolution No. 09-070 -14-
STATE OF MINNESOTA )
)
COUNTY OF HENNEPIN ) SS.
CITY OF ST. LOUIS PARK )
I, the undersigned, being the duly qualified and acting Clerk of the City of St. Louis Park,
Hennepin County, Minnesota, do hereby certify that I have carefully compared the attached and
foregoing extract of minutes of a regular meeting of the City Council of the City held on May 18, 2009
with the original minutes on file in my office and the extract is a full, true and correct copy of the
minutes insofar as they relate to the issuance and sale of $2,000,000 Taxable General Obligation Tax
Increment Refunding Bonds, Series 2009A of the City.
WITNESS My hand officially as such City Clerk and the corporate seal of the City this / S4-
day
+day of Zry rte, , 2009.
(SEAL)
-tel
9-.6—
City Clerk
St. Louis Park, Minnesota
Resolution No. 09-070
STATE OF MINNESOTA
0 COUNTY OF HENNEPIN
AD
-15-
DIRECTOR OF PROPERTY TAXATION'S
CERTIFICATE AS TO
REGISTRATION WHERE NO
VALOREM TAX LEVY
I, the undersigned Director of Property Taxation of Hennepin County, Minnesota, hereby
certify that a resolution adopted by the City Council of the City of St. Louis Park, Minnesota, on May
18, 2009, relating to Taxable General Obligation Tax Increment Refunding Bonds, Series 2009A, in
the amount of $2,000,000, dated June 11, 2009, has been filed in my office and said obligations have
been registered on the register of obligations in my office.
WITNESS My hand and official seal this day of , 2009.
(SEAL)
Director of Property Taxation
Hennepin County, Minnesota
By
Deputy
Resolution No. 09-070 -16-
EXHIBIT A
PROPOSALS
BID TABULATION
$2,020,000* Taxable General Obligation Tax Increment Refunding Bonds, Series 2009A
CITY OF ST. LOUIS PARK, MINNESOTA
SALE• May 18, 2009
AWARD STIFEL, NICOLAUS & CO , INC
RATING. Standard & Poor's Credit Markets "AAA"
BBI' 4 54%
NAME OF BIDDER
NET TRUE
MATURITY RATE REOFFERING PRICE INTEREST INTEREST
YIELD COST RATE
STIFEL, NICOLAUS & CO INC
Denver, CO
UNITED BANKERS' BANK
Bloomington, Minnesota
NORTHLAND SECURITIES, INC
Minneapolis, Minnesota
HUTCHINSON, SHOCKEY, ERLEY & CO
Chicago, Illinois
CRONIN & COMPANY, INC
Minneapolis, Minnesota
PIPER JAFFRAY & CO
Minneapolis, Minnesota
08/01/2009 2 000% 0 900% $2,030,303 70 $27,796 99 1 5366%
02/01/2010 2 000% 1200%
08/01/2010 2 000% 1 350%
02/01/2011 2 250% 1 600%
08/01/2009 0 500%
02/01/2010 0 750%
08/01/2010 1 250%
02/01/2011 1 750%
08/01/2009 2 000%
02/01/2010 2 000%
08/01/2010 2 000%
02/01/2011 2 000%
$2,014 950 00 $29,612 85 1 6477%
$2,024 228 65 $31,782 46 1 7625%
08/01/2009 4 000% $2,097,838 95 $33,955 49 1 8167%
02/01/2010 5 000%
08/01/2010 6 000%
02/01/2011 7 000%
08/01/2009 2 000% $2,023,238 15 $32,772 96 1 8183%
02/01/2010 2 000%
08/01/2010 2 000%
02/01/2011 2 000%
08/01/2009 1 000% $2,011,634 90 $34,077 25 1 8997%
02/01/2010 1 000%
08/01/2010 1 250%
02/01/2011 1 750%
'Subsequent to bid opening the issue size was decreased to $2,000,000 with the 8/1/2009 maturity decreased $5,000 to 5500,000, the
2/1/2010 matunty decreased 55,000 to 5495,000, the 8/1/2010 maturity decreased 55,000 to 5500,000, and the 2/1/2011 matunty decreased
55,000 to 5505,000 in maturity value
Adjusted Price - 52,010,201 95
Adjusted Net Interest Cost - $27,522 70
Adjusted TIC - 1 5366%
Resolution No. 09-070 -17-
$2,020,000 Taxable General Obligation Tax Increment Refunding Bonds, Series 200$A Page 2
City of St. Louis Park, Minnesota
NAME OF BIDDER
NET TRUE
MATURITY RATE REOFFERING PRICE INTEREST INTEREST
YIELD COST RATE
MORGAN KEEGAN & CO , INC 08/01/2009 3 000% $2,037 089 70 $36,926 97 2 0357%
Memphis, Tennessee 02/01/2010 3 000%
08/01/2010 3 000%
02/01/2011 3 000%
UMB BANK, N A 08/01/2009 1 250% $2 012,970 40 $41,151 27 2 2928%
Kansas Crty, Missouri 02/01/2010 1 500%
08/01/2010 1 750%
02/01/2011 2 200%
WELLS FARGO BROKERAGE SERVICES, LLC 08/01/2009 2 000% $2,015,838 80 $42,419 12 2 3616%
Minneapolis, Minnesota 02/01/2010 2 000%
08/01/2010 2 100%
02/01/2011 2 200%
BMO CAPITAL MARKETS GKST INC 08/01/2009 3 000% $2,031,173 40 $42,843 27 2 3686%
Chicago, Illinois 02/01/2010 3 000%
08/01/2010 3 000%
02/01/2011 3 000%
Resolution No. 09-070
-18-
EXHIBIT B
NOTICE OF CALL FOR REDEMPTION
$7,650,000
TAXABLE GENERAL OBLIGATION TAX INCREMENT
REFUNDING BONDS, SERIES 2001A
CITY OF ST. LOUIS PARK
HENNEPIN COUNTY, MINNESOTA
NOTICE IS HEREBY GIVEN that, by order of the City Council of the City of St. Louis
Park, Hennepin County, Minnesota, there have been called for redemption and prepayment on
JULY 1, 2009
all outstanding bonds of the City designated as Taxable General Obligation Tax Increment Refunding
Bonds, Series 2001A, dated May 1, 2001, having a stated maturity date of February 1 and August 1,
totaling $1,935,000 in principal amount as follows:
Year of Maturity
Amount CUSIP Number
8/1/2009 $460,000 791740 RL9
2/1/2010 480,000 791740 RM7
8/1/2010 490,000 791740 RN5
2/1/2011 505,000 791740 RP0
The bonds are being called at a price of par plus accrued interest to July 1, 2009, on which date all
interest on said bonds will cease to accrue. Holders of the bonds hereby called for redemption are
requested to present their bonds for payment at the office of the City of St. Louis Park Finance
Director, St. Louis Park, on or before July 1, 2009.
Important Notice: In compliance with the Jobs and Growth Tax Relief Reconciliation Act of
2003, federal backup withholding tax will be withheld at the applicable backup withholding rate in
effect at the time the payment by the redeeming institutions if they are not provided with your social
security number or federal employer identification number, properly certified. This requirement is
fulfilled by submitting a W-9 Form, which may be obtained at a bank or other financial institution.
The Registrar will not be responsible for the selection or use of the CUSIP number, nor is
any representation made as to the correctness indicated in the Redemption Notice or on any Bond.
It is included solely for convenience of the Holders.
Resolution No. 09-070 -19-
Dated: May 18, 2009.
BY ORDER OF THE CITY COUNCIL
By Nancy Stroth
City Clerk
City of St. Louis Park, Minnesota