HomeMy WebLinkAbout10-042 - ADMIN Resolution - City Council - 2010/08/19RESOLUTION NO. 10-042
RESOLUTION AWARDING THE SALE OF $3,105,000
TAXABLE GENERAL OBLIGATION HOUSING IMPROVEMENT AREA BONDS,
SERIES 2010A; 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. Background. The City has previously established the Sunset Ridge Housing
Improvement Area (the "Housing Improvement Area") in order to facilitate certain housing
improvements (the "Housing Improvements") to property known as the Sunset Ridge Condominium
Association. The City Council has previously imposed a housing improvement fee (the "Housing
Fees") on housing units located in the Housing Improvement Area in order to finance the Housing
Improvements.
1.02. Authorization. Minnesota Statutes, Sections 428A.11 through 428A.21 and Chapter
475, as amended, authorize the City to issue bonds in the amount necessary to defray the costs of the
Housing Improvements, which costs are payable primarily from the Housing Fees and may be further
secured by the pledge of the City's fill faith, credit and taxing power
1.03. Award to the Purchaser and Interest Rates. The proposal of Robert W. Baird &
Company, Inc. (the "Purchaser") to purchase $3,105,000 Taxable General Obligation Housing
Improvement Area Bonds, Series 2010A (the "Bonds") of the City described in the 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 $3,070,503.45, for Bonds bearing interest as follows:
Year of Interest Year of Interest
Maturity Rate Maturity Rate
2012 1.25% 2020 4.35%
2013 1.80 2021 4.50
2014 2.20 2022 4.65
2015 2.85 2024* 4 85
2016 3.15 2026* 5.05
2017 3.55 2028* 5.40
2018 3.85 2031* 5.70
2019 4.15
*Term bonds.
True interest cost: 5.0568864%.
Resolution No. 10-042 -2-
1.04. Purchase Contract. The sum of $8,973.45 being the amount proposed by the
Purchaser in excess of $3,061,530 will be credited to the Debt Service Fund hereafter created or to the
Project Fund, as determined by the City's financial consultant. The City Controller 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 the City Manager are
directed to execute a contract with the Purchaser on behalf of the City.
1.05. Terms and Principal Amounts of the Bonds. The City shall forthwith issue and sell the
Bonds in the total principal amount of $3,105,000, originally dated May 7, 2010, in the denomination
of $5,000 each or any integral multiple thereof, numbered No. R-1, upward, bearing interest as above
set forth, and which mature on February 1 in the years and amounts as follows:
Year Amount Year Amount
2012 $110,000 2020 $135,000
2013 110,000 2021 145,000
2014 115,000 2022 150,000
2015 115,000 2024* 320,000
2016 120,000 2026* 350,000
2017 120,000 2028* 390,000
2018 125,000 2031* 670,000
2019 130,000
*Term bonds.
1.06. Optional Redemption. The City may elect on February 1, 2019, and on any date
thereafter to prepay Bonds due on or after February 1, 2020. Redemption may be in whole or in part
and if in part, at the option of the City and in such manner as the City will determine. If less than all
Bonds of a maturity are called for redemption, the City will notify DTC (as defined in Section 6 hereof)
of the particular amount of such maturity to be prepaid. DTC will determine by lot the amount of
each participant's interest in such maturity to be redeemed and each participant will then select by lot
the beneficial ownership interests in such maturity to be redeemed. All prepayments will be at a price of
par plus accrued interest.
1.07. Term Bonds. The Term Bonds are subject to mandatory sinking fund redemption and
shall be redeemed in part by lot at par plus accrued interest on the sinking fund installment dates
and in the principal amounts as follows:
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Resolution No. 10-042 -3-
Sinking Fund Installment Date Principal Amount
February 1, 2024 Term Bonds
2023 $155,000
2024 (maturity) $165,000
February 1, 2026 Term Bonds
2025 $170,000
2026 (maturity) $180,000
February 1, 2028 Term Bonds
2027 $190,000
2028 (maturity) $200,000
February 1, 2031 Term Bonds
2029 $210,000
2030 $225,000
2031 (maturity) $235,000
The specific Term Bonds to be redeemed will be selected by lot by the Registrar All prepayments
will be at a price of par plus accrued interest
Section 2. Registration and Payment.
2.01. Registered Form. The Bonds shall 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 such Bond shall 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
such Bond will be dated as of the date of original issue. The interest on the Bonds will be payable on
February 1 and August 1 of each year, commencing February 1, 2011, to the owner 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, and shall maintain, a bond registrar, transfer agent,
authenticating agent and paying agent (the "Registrar"). The effect of registration and the rights and
duties of the City and the Registrar with respect thereto are as follows:
Resolution No. 10-042 -4-
(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 such 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 any transfer or exchange will be
promptly cancelled by the Registrar and thereafter disposed of as directed by the City.
(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 such Bond to the extent of the sum or sums so paid.
(g) Taxes, Fees and Charges. For a transfer or exchange of Bonds, the Registrar
may impose a charge upon the owner thereof sufficient to reimburse the Registrar for any tax,
fee or other governmental charge required to be paid with respect to the transfer or exchange.
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Resolution No. 10-042 -5-
(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 of 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.
(i) Redemption. In the event any of the Bonds are called for redemption, notice
thereof identifying the Bonds to be redeemed will be given by the Registrar by mailing a copy of
the redemption notice by first class mail (postage prepaid) to the registered owner of each Bond
to be redeemed at the address shown on the registration books kept by the Registrar and by
publishing the notice if required by law. Failure to give notice by publication or by mail to any
registered owner, or any defect therein, will not affect the validity of any proceeding for the
redemption of Bonds. Bonds so called for redemption will cease to bear interest after the
specified redemption date, provided that the funds for the redemption are on deposit with the
place of payment at that time.
2.04. Appointment of Initial Registrar. The City appoints Bond Trust Services Corporation,
Roseville, Minnesota, as the initial Registrar. 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, such 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 m 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 Controller
must transmit to the Registrar moneys sufficient for the payment of all principal and interest then due.
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 all signatures may be printed, engraved or lithographed facsimiles of
the originals. In case any officer whose signature or a facsimile of whose signature appears on the Bonds
ceases to be such officer before the delivery of any 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
Resolution No. 10-042 -6-
Certificates of authentication on different Bonds need not be signed by the same representative. The
executed certificate of authentication on each 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 shall 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 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 HOUSING IMPROVEMENT AREA BONDS,
SERIES 2010A
Date of
Interest Rate Maturity Original Issue
February 1, 20_ May 7, 2010
Registered Owner: Cede & Co.
CUSIP
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, with interest thereon from the date hereof at the
annual rate specified above, payable February 1 and August 1 in each year, commencing February 1,
2011, 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 No. 10-042 -7-
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.
The City may elect on February 1, 2019, and on any date thereafter to prepay Bonds due on or
after February 1, 2020. Redemption may be in whole or in part and if in part, at the option of the City
and in such manner as the City will determine. If less than all Bonds of a maturity are called for
redemption, the City will notify Depository Trust Company ("DTC") of the particular amount of such
maturity to be prepaid. DTC will determine by lot the amount of each participant's interest in such
maturity to be redeemed and each participant will then select by lot the beneficial ownership interests in
such maturity to be redeemed. All prepayments will be at a price of par plus accrued interest.
The Term Bonds are subject to mandatory sinking fund redemption and shall be redeemed
in part by lot at par plus accrued interest on the sinking fund installment dates and in the principal
amounts as follows.
Sinking Fund Installment Date Principal Amount
February 1, 2024 Term Bonds
2023 $155,000
2024 (maturity) $165,000
February 1, 2026 Term Bonds
2025 $170,000
2026 (maturity) $180,000
February 1, 2028 Term Bonds
2027 $190,000
2028 (maturity) $200,000
February 1, 2031 Term Bonds
2029 $210,000
2030 $225,000
2031 (maturity) $235,000
The specific Term Bonds to be redeemed will be selected by lot by the Registrar. All prepayments
will be at a price of par plus accrued interest.
This Bond is one of an issue in the aggregate principal amount of $3,105,000, 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 April 19, 2010 (the "Resolution"), for the purpose of
providing money to aid in financing various housing improvements within a housing improvement 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 428A.11 to
428A.21, and Chapter 475, as amended, and the principal hereof and interest hereon are payable
Resolution No. 10-042 -8-
primarily from certain housing improvement fees levied or to be levied on property within the housing
improvement area in which the housing improvements are located, 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 in
revenues 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 shall be
affected by any notice to the contrary.
IT IS HEREBY CERTIFIED, RECITED, COVENANTED AND AGREED that all acts,
conditions and things required by the Constitution and laws of the State of Minnesota and the City's
home rule charter 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 the 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
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Resolution No. 10-042 -9-
PROVISIONS AS TO REGISTRATION
The 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
Officer of Registrar
CERTIFICATE OF AUTHENTICATION
This is one of the Bonds delivered pursuant to the Resolution mentioned within.
BOND TRUST SERVICES
CORPORATION
By
Authorized Representative
The following abbreviations, when used in the inscription on the face of this Bond, shall be
construed as though they were written out in full according to applicable laws or regulations:
TEN COM -- as tenants in
common
UNIF GIFT MIN ACT Custodian
(Cust) (Minor)
TEN ENT -- as tenants by under Uniform Gifts
entireties or Transfers to Minors
JT TEN -- as joint tenants with Act
right of survivorship (State)
and not as tenants
in common
Additional abbreviations may also be used though not in the above list.
Resolution No. 10-042
-10-
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.
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.
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
3.02. Approving Legal Opinion. The City Clerk shall obtain a copy of the proposed approving
legal opinion of Kennedy & Graven, Chartered, Minneapolis, Minnesota, which shall be complete
except as to dating thereof and shall cause the opinion to be printed on or accompany each Bond.
Resolution No. 10-042 -11-
Section 4. Payment; Security; Pledges and Covenants.
4.01. Funds and Accounts. For the convenience and proper administration of the moneys to
be borrowed and repaid on the Bonds, and to make adequate and specific security to the purchasers and
holders of the Bonds from time to time, there is hereby created a separate special fund of the City to be
known as the Sunset Ridge Housing Improvement Area Fund (the "Housing Fund"), which fund will
be continued and maintained as a permanent fund of the City until all the Bonds are paid. Within the
Housing Fund there will be established and maintained separate accounts as follows:
(a) The Project Fund, into which fund will be deposited proceeds of the Bonds in
the amount of $2,946,386.43. Upon issuance of the Bonds, the City shall also deposit into the
Project Fund prepaid Housing Fees in the amount of $818,631.00, which Housing Fees were
levied on property within the Housing Improvement Area and were prepaid pursuant to the
resolution levying the Housing Fees. Of the total amount deposited in the Project Fund,
$18,731.43 will be disbursed to the City to pay the administrative costs of the Housing
Improvement Area. The balance of funds in the Project Fund shall be disbursed to pay the
costs of the Housing Improvements in accordance with the terms of the Development
Agreement, between the City and Sunset Ridge Condominium Association (the "Association"),
dated as of March 1, 2010 (the "Development Agreement"). Interest earnings from moneys in
the Project Fund shall be credited to the Project Fund.
(b) The Costs of Issuance Fund, into which fund will be deposited proceeds of the
Bonds in the amount of $22,016.85, which amount will be used solely for the purpose of
paying costs of issuance of the Bonds. The City authorizes the Purchaser to forward amounts in
the Costs of Issuance Fund 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 and Associates, Inc. Any balance remaining in the Costs of Issuance
Fund after all disbursements for issuance expenses shall be transferred to the Project Fund.
Interest earnings from moneys in the Costs of Issuance Fund shall be credited to the Surplus
Fund hereafter created.
(c) The Debt Service Fund, into which fund will be deposited from Bond proceeds
$102,100.17, which represents capitalized interest through February 1, 2011, together with
Housing Fees in the amount necessary to pay when due the principal and interest on the Bonds.
Interest earnings from moneys in the Debt Service Fund shall be credited to the Debt Service
Fund.
(d) The Surplus Fund, into which fund will be deposited all Housing Fees in excess
of the amounts required to be deposited into the Debt Service Fund and the Project Fund
under this Section. Amounts in the Surplus Fund shall be applied and disbursed in accordance
with the Development Agreement. Interest earnings from moneys in the Surplus Fund shall be
credited to the Surplus Fund.
Resolution No. 10-042 -12-
4.02. Deposit of Funds. Money in the funds and accounts created by this Resolution will be
kept separate from other municipal funds and deposited only in a bank or banks which are members of
the Federal Deposit Insurance Corporation ("FDIC"). Deposits which cause the aggregate deposits of
the City in any one bank to be in excess of the amount insured by FDIC must be continuously secured
in the manner provided by law for the investment of municipal funds. In the event excess moneys are
held in any of the funds created pursuant to Section 4.01 of this Resolution, such excess moneys shall be
applied and disbursed in accordance with the Development Agreement.
4.03. Covenants Regarding Housing Improvements. The City hereby covenants with the
holders from time to time of the Bonds as follows:
(a) The City has caused or will cause the Housing Fees for the Housing
Improvements in the Housing Improvement Area to be promptly levied against housing units
in such Area so that the first installment will be collectible not later than 2011 and will take all
steps necessary to assure prompt collection. The City Council will cause to be taken with due
diligence all further actions that are required under the Development Agreement for the
construction of the Housing Improvements financed wholly or partly from the proceeds of the
Bonds, and will take all further actions necessary for the final and valid levy of the Housing Fees
and the appropriation of any other funds needed to pay the Bonds and interest thereon when
due.
(b) In the event of any current or anticipated deficiency in Housing Fees (after
taking into account any revenues collected or anticipated to be collected under the
Development Agreement), the City Council will levy ad valorem taxes in the amount of the
current or anticipated deficiency.
(c) The City will keep complete and accurate books and records showing receipts
and disbursements in connection with the Housing Improvements, Housing Fees levied
therefor and other funds appropriated for their payment, collections thereof and disbursements
therefrom, and monies on hand.
4.04. No Tax Levy Required. It is hereby determined that the estimated collections of
Housing Fees 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.
4.05. Taxpayer Services Division Manager's Certificate as to Registration. The City Clerk is
authorized and 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 Minnesota Statutes, Section
475.63.
Section 5. Authentication of Transcript.
5.01. City Proceedings and Records. 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
Resolution No. 10-042 -13-
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, shall be deemed representations of the City as to the facts stated therein.
5.02. Certification as to Official Statement. The Mayor, the City Manager and the City
Controller are 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.
Section 6. Book -Entry System; Limited Obligation of City.
6.01. DTC. 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 1.05 hereof. Upon initial
issuance, the ownership of each such 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.
6.02. Participants. 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 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 (the "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 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, or any amount with respect to principal of or interest on the Bonds. The City, the 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 Registrar as the holder and absolute owner of such Bond for the purpose
of payment of principal 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 Agent will pay all principal of 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 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 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 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
Resolution No. 10-042 -14-
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 Registrar and the Paying Agent.
6.03. Representation Letter. The City has heretofore executed and delivered to DTC a
Blanket Issuer Letter of Representations (the "Representation Letter") which shall govern payment of
principal of and interest on the Bonds and notices with respect to the Bonds Any Paying Agent or
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 Registrar
and Paying Agent, respectively, to at all times be complied with.
6.04. 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 interest 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.
6.05. Payments to Cede & Co. Notwithstanding any other provision of this Resolution to
the contrary, so long as any Bond is registered in the name of Cede & Co., as nominee of DTC, all
payments with respect to principal of and interest on such Bond and all notices with respect to such
Bond will be made and given, respectively in the manner provided in the Representation Letter.
Section 7. Continuing Disclosure.
7.01. City Compliance with Provisions of Continuing Disclosure Certificate. 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, and 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.
7.02. Execution of Continuing Disclosure Certificate. "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.
Section 8. Defeasance. When all Bonds have been discharged as provided in this
Section, all pledges, covenants and other rights granted by this Resolution to holders of the Bonds
will cease, except that the pledge of the full faith and credit of the City for the prompt and full
•
•
Resolution No. 10-042 -15-
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.
The foregoing resolution was seconded by Councilmember Finkelstein. The following voted in
favor of the resolution: Mayor Jeff Jacobs, Phil Finkelstein Anne Mavity, Paul Omodt, Julia Ross,
Susan Sanger, and Sue Santa.
and the following voted against: None
whereupon said resolution was declared duly passed and adopted.
Revi -w d for Administration:
0111121,.
X11111
City' ang,
Attest:
L' - i \Alt AL1
Adopted-bx the City Council April 19, 2010
((
Mayo
Resolution No. 10-042 -16-
STATE OF MINNESOTA )
)
COUNTY OF HENNEPIN ) SS.
)
CITY OF ST. LOUIS PARK )
I, the undersigned, being the duly qualified and acting City 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 April 19,
2010, 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 $3,105,000 Taxable General Obligation
Housing Improvement Area Bonds, Series 2010A of the City.
WITNESS My hand officially as such City Clerk and the corporate seal of the City this
day of , 2010.
City Clerk
St. Louis Park, Minnesota
(SEAL)
Resolution No. 10-042 -21-
STATE OF MINNESOTA TAXPAYER SERVICES DIVISION MANAGER'S
illCERTIFICATE AS TO
COUNTY OF HENNEPIN REGISTRATION WHERE NO AD
VALOREM TAX LEVY
I, the undersigned Taxpayer Services Division Manager, Hennepin County, Minnesota, hereby
certify that a resolution adopted by the City Council of the City of St. Louis Park, Minnesota, on April
19, 2010, relating to Taxable General Obligation Housing Improvement Area Bonds, Series 2010A, in
the amount of $3,105,000, dated May 7, 2010, 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 , 2010.
(SEAL)
Taxpayer Services Division Manager
Hennepin County, Minnesota
Deputy
Resolution No. 10-042 -19-
$3,125,000 Taxable General Obligation Housing Improvement Area Bonds, Series 2010A Page 3
City of St. Louis Park, Minnesota
NAME OF BIDDER
NET TRUE
MATURITY RATE REOFFERING PRICE INTEREST INTEREST
(February 1) YIELD COST RATE
WELLS FARGO ADVISORS
St Louis, Missouri
BMO CAPITAL MARKETS GKST INC
Chicago, Illinois
2012 1 450%
2013 2 000%
2014 2 400%
2015 3 000%
2016 3 300%
2017 3 700%
2018 4 000%
2019 4 250%
2020 4 400%
2021 4 600%
2022 4 800%
2023 5 000%
2024 5 000%
2025 5 100%
2026 5 125%
2027 5 375%
2028 5 625%
2029 5 625%
2030 5 750%
2031 5 750%
2012 1 500%
2013 2 100%
2014 2 600%
2015 3 000%
2016 3 450%
2017 3 800%
2018 4 000%
2019 4 250%
2020 4 450%
2021 4 600%
2022 4 750%
2023 4 900%
2024 5 050%
2025 5 200%
2026 5 350%
2027 5 750%
2028 5 750%
2029 5 750%
2030 5 750%
2031 5 750%
$3,096,182 55 32,089,024 37 5 1422%
33,098,462 50 52 119,728 33 5 2141%
Resolution No. 10-042 -20-
$3,125,000 Taxable General Obligation Housing Improvement Area Bonds. Series 2010A Page 4
City of St Louis Park, Minnesota
NAME OF BIDDER
NET TRUE
MATURITY RATE REOFFERING PRICE INTEREST INTEREST
(February 1) YIELD COST RATE
STERNE, AGEE & LEACH, INC
Birmingham, Alabama
2012 2 000%
2013 2 500%
2014 3 000%
2015 3 250%
2016 3 750%
2017 4 000%
2018 4 250%
2019 4 500%
2020 4 625%
2021 4 625%
2022 5 000%
2023 5 000%
2024 5 250%
2025 5 250%
2026 5 500%
2027 5 500%
2028 5 750%
2029 5 750%
2030 5 750%
2031 5 750%
$3,085 131 40 $2 157,880 36 5 3344%
Resolution No. 10-042
-17-
EXHIBIT A
PROPOSALS
BID TABULATION
$3,125,000* Taxable General Obligation Housing Improvement Area Bonds, Series 2010A
CITY OF ST. LOUIS PARK, MINNESOTA
SALE April 19, 2010
AWARD' BAIRD
RATING Standard & Poor's Credit Markets "AAA" BBI 4 43%
NAME OF BIDDER
NET TRUE
MATURITY RATE REOFFERING PRICE INTEREST INTEREST
(February 1) YIELD COST RATE
BAIRD 2012 1 250% 1 250% 53,090,281 25 $2,063,571 58 5 0819%
Milwaukee, Wisconsin 2013 1 800% 1 800%
LOOP MARKETS 2014 2 200% 2 200%
Chicago, IL 2015 2 850% 2 850%
C L KING & ASSOCIATES 2016 3 150% 3 150%
New York, NY 2017 3 550% 3 550%
KILDARE CAPITAL 2018 3 850% 3 850%
Philadelphia, PA 2019 4 150% 4 150%
DAVENPORT & CO L L C 2020 4 350% 4 350%
Richmond, VA 2021 4 500% 4 500%
WEDBUSH SECURITIES 2022 4 650% 4 650%
Los Angeles, CA 2023" 4 850% 4 850%
EDWARD JONES 2024" 4 850% 4 850%
St Louis, Missouri 2025**` 5 050% 5 050%
2026*** 5 050% 5 050%
2027"" 5 400% 5 400%
2028""" 5 400% 5 400%
2029 5 700% 5 700%
2030 5 700% 5 700%
2031 5 700% 5 700%
"Subsequent to bid opening the issue size was decreased to $3,105,000 with the 2012 maturity increased $10,000 to $110,000, the 2013
maturity increased $10,000 to $110,000 the 2014 maturity increased $10,000 to $115,000 the 2015 maturity increased $5,000 to
$115,000 the 2016 maturity increased $5,000 to $120,000, the 2021 maturity increased $5,000 to $145,000 the 2023 maturity decreased
$5,000 to $155,000, the 2025 maturity decreased $5,000 to $170,000, the 2026 maturity decreased $5,000 to $180,000, the 2027
maturity decreased $5,000 to $190,000, the 2028 maturity decreased $10,000 to $200,000, the 2029 maturity decreased $10 000 to
$210,000, the 2030 maturity decreased $10,000 to $225,000 and the 2031 maturity decreased $15,000 to $235,000 in maturity value
Adjusted Price - $3,070,503 45
Adjusted Net Interest Cost - $2,004,344 22
Adjusted TIC - 5 0568%
*$325,000 Term Bond due 2024 with mandatory redemption in 2023 (Adjusted amount of $320,000)
"1,360,000 Term Bond due 2026 with mandatory redemption in 2025 (Adjusted amount of $350,000)
****$405,000 Term Bond due 2028 with mandatory redemption in 2027 (Adjusted amount of $390,000)
$705,000 Term Bond due 2031 with mandatory redemption in 2029-2030 (Adjusted amount of $670,000)
Resolution No. 10-042 -18-
$3,125,000 Taxable General Obligation Housing Improvement Area Bonds, Series 2010A Page 2
City of St Louis Park, Minnesota
NAME OF BIDDER
NET TRUE
MATURITY RATE REOFFERING PRICE INTEREST INTEREST
(February 1) YIELD COST RATE
CRONIN & COMPANY, INC
Minneapolis, Minnesota
NORTHLAND SECURITIES, INC
Minneapolis, Minnesota
2012 2 000%
2013 2 000%
2014 2 300%
2015 2 800%
2016 3 250%
2017 3 600%
2018 4 000%
2019 4 150%
2020 4 400%
2021 4 750%
2022 5 000%
2023 5 000%
2024 5 000%
2025 5 000%
2026 5 125%
2027 5 250%
2028 5 300%
2029 5 400%
2030 5 625%
2031 5 625%
2012 1 500%
2013 2 200%
2014 2 600%
2015 3 000%
2016 3 300%
2017 3 800%
2018 4 100%
2019 4 400%
2020 4 500%
2021 4 650%
2022 4 750%
2023 4 900%
2024 5 000%
2025 5100%
2026 5 200%
2027 5 300%
2028 5 400%
2029 5 500%
2030 5 600%
2031 5 700%
$3,086,336 15 S2 061 582 89 5 0924%
$3,090,556 25 S2,075 351 08 5 1221%