87-021 - 02-03 - Authorize General Bonds 1987A CERTIFICATION OF MINUTES RELATING TO
$8, 910 ,000 GENERAL OBLIGATION TAX INCREMENT REFUNDING
BONDS, SERIES 1987A
Issuer: City of Golden Valley
Governing Body: City Council
Kind, date , time and place of meeting: A regular meeting
held Tuesday, February 3, 1987 at 7 :30 o 'clock P .M. , at the
City Hall in Golden Valley, Minnesota.
Members present: Anderson , Bakken , Johnson, Stockman and Thompson
Members absent: none
Documents Attached:
Minutes of said meeting (including) :
RESOLUTION NO. 87-21
RESOLUTION AUTHORIZING ISSUANCE, PRESCRIBING THE FORM
AND DETAILS AND PROVIDING FOR THE PAYMENT OF
$8 ,910 ,000 GENERAL OBLIGATION TAX INCREMENT REFUNDING
BONDS , SERIES 1987A
I , the undersigned, certify that the documents
attached hereto, as described above, have been carefully
compared with the original records of said corporation, from
which they have been transcribed; that said documents are a
correct and complete transcript of the minutes of a meeting of
the governing body of said corporation, and correct and
complete copies of all resolutions and other actions taken and
of all documents approved by the governing body at said
meeting, so far as they relate to said bonds; and that said
meeting was duly held by the governing body at the time and
place and was attended throughout by the members indicated
above , pursuant to call and notice of such meeting given as
required by law.
WITNESS my hand officially this 3rd day of February,
1987.
Shirley a son,
Its Clear
The Clerk presented to the Council affidavits showing
publication in the official newspaper and the Commercial West
of notice of sale of $8,910,000 General Obligation Tax
Increment Refunding Bonds, Series 1987A, of the City, in
accordance with the resolution adopted January 6, 1987. Said
affidavits were examined and found satisfactory and directed to
be placed on file.
The Clerk then reported that 5 sealed bids for
the bonds had been received at the time and place designated in
the notice of sale. The bids received were as follows:
Bid For Interest Total Interest Cost
Name of Bidder Principal Rates - Net Average Rate
See Attached
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SPRINGSTED INCORPORATED
Public Finance Advisors
85 East Seventh Place,Suite 100
Saint Paul,Minnesota 55101.2143
612223.3000
$8,910,000
CITY OF GOLDEN VALLEY, MINNESOTA
GENERAL OBLIGATION TAX INCREMENT REFUNDING BONDS, SERIES 1987A
AWARD: PIPER, JAFFRAY & HOPWOOD INCORPORATED
AMERICAN NATIONAL BANK SAINT PAUL
And Associates
- In Association With -
NORWEST INVESTMENT SERVICES, INCORPORATED
FBS CAPITAL MARKETS (Minneapolis)
FBS CAPITAL MARKETS (Saint Paul)
HARRIS TRUST AND SAVINGS BANK
MERRIL LYNCH CAPITAL MARKETS
DAIN BOSWORTH INCORPORATED
And Associates
SALE: February 3, 1987 Moody's Rating: Ao
Interest Net Interest
Bidder Rates Price Cost & Rate
PIPER, JAFFRAY & HOPWOOD 4.50% 1991 $8,803,971 .00 $6,7189747.34
INCORPORATED 4.70% 1992 (5.9341%)
AMERICAN NATIONAL BANK 4.90% 1993
SAINT PAUL 5. 10% 1994
Allison-Williams Company 5.20% 1995
E.F. Hutton & Company, Incorporated 5.40% 1996
Juran & Moody, Incorporated 5.50% 1997
John Nuveen & Company Incorporated 5.60% 1998
PaineWebber Incorporated 5.70% 1999
Dean Witter Reynolds Incorporated 5.80% 2000
Dougherty, Dawkins, Strand & Yost, 5.90% 2001
Incorporated 6.00% 2002
Craig-Hallum, Incorporated 6. 10% 2003-2006
John G. Kinnard & Company Incorporated
Marcotte Hume & Associates,
Incorporated
- In Association With -
NORWEST INVESTMENT SERVICES,
INCORPORATED
FBS CAPITAL MARKETS (Minneapolis)
FBS CAPITAL MARKETS (Saint Paul)
HARRIS TRUST AND SAVINGS BANK
MERRILL LYNCH CAPITAL MARKETS
DAIN BOSWORTH INCORPORATED
Robert W. Baird & Company,
Incorporated
Cronin & Company, Incorporated
Miller Securities, Incorporated
Moore, Juran and Company,
Incorporated
Miller & Schroeder Financial,
Incorporated
M.H. Novick & Company,
Incorporated
Robert S.C. Peterson,
Incorporated
Summit Investment Corporation
SMITH BARNEY, HARRIS UPHAM & 5.50% 1991-1996 $8,776,350.00 $6,791 ,681 .25
COMPANY, INCORPORATED 5.60% 1997 (5.9985%)
SHEARSON LEHMAN BROTHERS INC. 5.70% 1998
PRUDE NTIAL-BACHE SECURITIES 5.80% 1999
INCORPORATED 5.90% 2000
BEAR, STEARNS & COMPANY 6.00% 2001-2006
CLAYTON BROWN & ASSOCIATES, 6.25% 1991-1992 $8,777,016.74 $6,800,897.43
INCORPORATED 6.00% 1993 (6.0066%)
BLUNT, ELLIS & LOEWI, 5.25% 1994-1995
INCORPORATED 5.40% 1996
GRIFFIN, KUBIK, STEPHENS & 5.50% 1997
THOMPSON, INC. 5.70% 1998
Printon, Kane & Company 5.80% 1999
5.90% 2000
6.00% 2001-2006
THE NORTHERN TRUST COMPANY 5.20% 1991-1994 $89786,330.00 $698649958.33
THOMSON MCKINNON SECURITIES, 5.30% 1995 (6.0632%)
INCORPORATED 5.40% 1996
Mercantile Trust Company NA 5.60% 1997
Mbank Capital Markets 5.70% 1998
The Chicago Corporation 5.80% 1999
Mersirow & Company 5.90% 2000
Tucker, Anthony & R.L. Day 6.00% 2001
- In Association With - 6. 10% 2002
THE FIRST NATIONAL BANK OF 6.20% 2003-2006
CHICAGO
CONTINENTIAL ILLINOIS NATIONAL
BANK AND TRUST
MARINE BANK, NA
Marquette Bank Minneapolis, N.A.
CHASE MANHATTAN CAPITAL 6.25% 1991-1995 $89776,471 .75 $6,958,651 . 17
MARKETS 6. 10% 1996 (6.1459%)
THE FIRST BOSTON CORPORATION 5.70% 1997
CITICORP INVESTMENT BANK 5.80% 1998
GOLDMAN, SACHS & CO. 6.00% 1999
6. 10% 2000
6.20% 2001
6.25% 2002-2005
5.25% 2006
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These Bonds are being reoffered at Par.
BBI: 6.56
Average Maturity: 12.71 Years
Member Thompson then introduced the
following resolution and moved its adoption:
RESOLUTION NO. 87-21
RESOLUTION AUTHORIZING ISSUANCE, AWARDING SALE,
PRESCRIBING THE FORM AND DETAILS AND PROVIDNG FOR THE
PAYMENT OF $8 ,910,000 GENERAL OBLIGATION TAX INCREMENT
REFUNDING BONDS, SERIES 1987A
BE IT RESOLVED by the City Council of the City of
Golden Valley, Minnesota (the Issuer ) , as follows:
Section 1 . Authorization and Sale.
1 .01. This Council, by resolution duly adopted
January 6, 1987 , authorized the issuance and sale of General
Obligation Tax Increment Refunding Bonds , Series 1987A, of the
Issuer, initially dated March 1 , 1987 , hereinafter called "the
Bonds, " the proceeds of which are to be used, together with any
additional funds of the Issuer which might be required, to
refund in advance of maturity the outstanding principal amount
of the following bond issues of the Issuer (all such bonds
being hereinafter collectively called "the Refunded Bonds" ) :
Outstanding Principal
Title of Issue Date of Issue Amount
G .O. Tax Increment 11-26-85 $6 ,101 ,871 .98
Bonds , Series 1985B
G .O. Tax Increment 2-01-85 1 ,265,000 .00
Bonds , Series 1985
G .O. Redevelopment 12-01-83 735 ,000 .00
Bonds of 1983
1 .02 . Notice of sale of the Bonds has been duly
published, and the Council has publicly considered all sealed
bids presented in conformity with the notice. The most
favorable of such bids is ascertained to be that of Piper,
Jaffray & Hopwood Inc, of Minneapolis , Minnesota ,
and associates, to purchase the Bonds at a price of $ 8, 803, 971
plus accrued interest , and upon the further terms and
conditions set forth in this resolution. It is hereby found
that by acceptance of said bid and refunding of the Refunded
Bonds in accordance with the procedures set forth in Minnesota
Statutes , Section 475.67 , the Issuer can realize a substantial
debt service savings.
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1 .03 . The Mayor and City Manager are directed to
execute in duplicate a contract on the part of the Issuer for
the sale of the Bonds in accordance with the proposal described
in Section 1 .02, and to deliver a duplicate to the purchasers .
The Finance Director is directed to deposit the purchaser ' s
check securing the contract of sale until the Bonds are
delivered and the purchase price is paid, and to return the
checks securing other bids to the respective bidders.
Section 2. Bond Terms; Registration; Execution and
Delivery.
2 .01 . Maturities; Interest Rates; Denominations. The
Bonds shall be designated General Obligation Tax Increment
Refunding Bonds, Series 1987A, shall be originally dated as of
March 1 , 1987, shall be in the denomination of $5,000 each , or
any integral multiple thereof, shall mature on February 1 , in
the respective years and amounts stated below, and shall bear
interest from date of issue until paid or duly called for
redemption at the respective annual rates set forth opposite
such years and amounts, as follows:
Year Amount Rate Year Amount Rate
1991 $335,000 4.50% 1999 $550 ,000 5. 70%
1992 360 ,000 4.70% 2000 585,000 5. 80%
1993 380 ,000 4 .90% 2001 625,000 5. 90%
1994 405 ,000 5.10% 2002 665,000 6 .00%
1995 430 ,000 5. 20% 2003 705,000 6 .10%
1996 460 ,000 5. 40% 2004 750,000 6 .10%
1997 490 ,000 5.50% 2005 800 ,000 6 .10%
1998 520 ,000 5.60% 2006 850,000 6 .10%
The Bonds shall be issuable only in fully registered
form. The interest thereon and, upon surrender of each Bond,
the principal amount thereof shall be payable by check or draft
issued by the Registrar described herein. The Bonds of this
issue shall be combined with the Issuer's General Obligation
Improvement Refunding Bonds , Series 1987C, for purposes of
complying with the provisions of Minnesota Statutes , Section
475.54 .
2 .02. Dates; Interest Payment Dates. Each Bond shall
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)
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the date of authentication is prior to February 1 , 1988 , in
which case such Bond shall be dated as of March 1 , 1987 . The
interest on the Bonds shall be payable on February 1 and
August 1 in each year, commencing February 1 , 1988 , 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 Issuer shall appoint, and
shall maintain, a bond registrar , transfer agent and paying
agent (the Registrar ). The effect of registration and the
rights and duties of the Issuer and the Registrar with respect
thereto shall be as follows:
( a) Register. The Registrar shall keep at its
principal corporate trust office a bond register in which
the Registrar shall provide 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 any 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 shall
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 . Whenever any Bonds are
surrendered by the registered owner for exchange the
Registrar shall 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. All Bonds surrendered upon
any transfer or exchange shall be promptly cancelled by the
Registrar and thereafter disposed of as directed by the
Issuer .
(e ) Improper or Unauthorized Transfer. When any
Bond is presented to the Registrar for transfer, the
Registrar may refuse to transfer the same until it is
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satisfied that the endorsement on such Bond or separate
instrument of transfer is valid and genuine and that the
requested transfer is legally authorized. The Registrar
shall 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 Issuer and the
Registrar may treat the person in whose name any Bond is at
any time registered in the bond register as the absolute
owner of such Bond, whether such Bond shall be overdue or
not, for the purpose of receiving payment of, or on account
of, the principal of and interest on such Bond and for all
other purposes , and all such payments so made to any such
registered owner or upon the owner 's order shall 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 every 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 such transfer or
exchange.
(h ) Mutilated, Lost , Stolen or Destroyed Bonds.
In case any Bond shall become mutilated or be destroyed,
stolen or lost, the Registrar shall deliver a new Bond of
like amount, number , maturity date and tenor in exchange
and substitution for and upon cancellation of any such
mutilated Bond or in lieu of and in substitution for any
such 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 such 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 , in which both the
Issuer and the Registrar shall be named as obligees . All
Bonds so surrendered to the Registrar shall be cancelled by
it and evidence of such cancellation shall be given to the
Issuer. If the mutilated, destroyed, stolen or lost Bond
has already matured or been called for redemption in
accordance with its terms it shall not be necessary to
issue a new Bond prior to payment.
2 .04. Appointment of Initial Registrar. The Issuer
hereby appoints No;w Gt Rank MinnPa nliG , N.A_ , Minnaa nilici
Minnesota , as the initial Registrar. The Mayor and the City
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Manager are authorized to execute and deliver, on behalf of the
Issuer , a contract with said 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 shall be
authorized to act as successor Registrar. The Issuer agrees to
pay the reasonable and customary charges of the Registrar for
the services performed. The Issuer reserves the right to
remove the Registrar upon thirty ( 30) days notice and upon the
appointment of a successor Registrar, in which event the
predecessor Registrar shall deliver all cash and Bonds in its
possession to the successor Registrar and shall deliver the
bond register to the successor Registrar.
2 .05. Redemption. Bonds maturing in the years 1991
through 1996 shall not be subject to redemption prior to
maturity, but Bonds maturing in the years 1997 through 2006
shall be subject to redemption and prepayment at the option of
the Issuer, in whole or in part, in inverse order of maturity
dates and by lot as to Bonds maturing on the same date, on
February 1 , 1996, and any interest payment date thereafter at a
price equal to the principal amount thereof and accrued
interest to the date of redemption. Prior to the date set for
redemption of any Bond prior to its stated maturity date, the
Clerk shall cause notice of the call for redemption thereof to
be published as required by law, and, at least 30 days prior to
the designated redemption date , shall cause notice of the call
thereof for redemption to be mailed to the registered holders
of any Bonds to be redeemed at their addresses as they appear
on the bond register described in Section 2.03 hereof .
2 .06 . Execution, Authentication and Delivery. The
Bonds shall be prepared under the direction of the Clerk and
shall be executed on behalf of the Issuer by the signatures of
the Mayor , City Manager and Clerk, 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 shall appear on the Bonds shall cease to be
such officer before the delivery of any Bond, such signature or
facsimile shall nevertheless be valid and sufficient for all
pruposes, the same as if he had remained in office until
delivery. Notwithstanding such execution, no Bond shall be
valid or obligatory for any purpose or entitled to any security
hereunder until the certificate of authentication on such Bond
has been duly executed by the manual signature of an authorized
representative of the Registrar. Certificates of authentica-
tion on different Bonds need not be signed by the same
representative. The executed certificate of authentication on
each Bond shall be conclusive evidence that it has been
authenticated and delivered under this Resolution. When the
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Bonds have been so prepared, executed and authenticated, the
Finance Director shall deliver the same to the purchaser
thereof upon payment of the purchase price in accordance with
the contract of sale heretofore made and executed, and said
purchaser shall not be obligated to see to the application of
the purchase price.
2 .07 . Form of Bonds. The Bonds shall be printed in
substantially the following form:
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[Face of the Bonds]
UNITED STATES OF AMERICA
STATE OF MINNESOTA
COUNTY OF HENNEPIN
CITY OF GOLDEN VALLEY
GENERAL OBLIGATION TAX INCREMENT REFUNDING BOND,
SERIES 1987A
Date of
Rate Maturity Original Issue CUSIP
March 1 , 1987
REGISTERED OWNER:
PRINCIPAL AMOUNT: DOLLARS
KNOW ALL PERSONS BY THESE PRESENTS that the City of
Golden Valley, Minnesota, (the Issuer ) , acknowledges itself to
be indebted and for value received hereby promises to pay to
the registered owner specified above, or registered assigns,
the principal amount specified above on the maturity date
specified above, with interest thereon from the date hereof at
the annual rate specified above, payable on February 1 and
August 1 in each year, commencing February 1 , 1988 , to the
person in whose name this Bond is registered at the close of
business on the 15th day (whether or not a business day) of the
immediately preceding month, all subject to the provisions
referred to herein with respect to the redemption of the
principal of this Bond before maturity. 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
in , Minnesota , as Bond Registrar and
Paying 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 Issuer have been
and are hereby irrevocably pledged.
Additional provisions of this Bond are contained on
the reverse hereof and such provisions shall for all purposes
have the same effect as though fully set forth in this place.
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This Bond shall not be valid or become obligatory for
any purpose or be entitled to any security or benefit under the
Resolution until the Certificate of Authentication hereon shall
have been executed by the Bond Registrar by manual signature of
one of its authorized representatives .
IN WITNESS WHEREOF, the Issuer has caused this Bond to
be executed on its behalf by the facsimile signatures of the
Mayor, City Manager and City Clerk and has caused this Bond to
be dated as of the date set forth below.
CITY OF GOLDEN VALLEY,
MINNESOTA
(facsimile)
Mayor
Attest: (facsimile) (facsimile)
City Clerk City Manager
Dated:
CERTIFICATE OF AUTHENTICATION
This is one of the Bonds delivered pursuant to the
Resolution mentioned within.
By
Authorized Representative
[Reverse of the Bonds]
This Bond is one of an issue in the aggregate
principal amount of $8, 910,000, all of like date and tenor,
except as to maturity date, interest rate, denomination and
redemption privilege , issued, pursuant to a resolution adopted
by the City Council on February 3 , 1987 (the Resolution ) , to
provide funds to refund certain outstanding general obligation
bonds of the Issuer, and is issued pursuant to and in full
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conformity with the Constitution and laws of the State of
Minnesota thereunto enabling, including Minnesota Statutes,
Chapter 475. The Bonds of this series are issuable only as
fully registered bonds, in denominations of $5 ,000 or any
multiple thereof , of single maturities .
Bonds of this issue maturing in 1996 and earlier years
are payable on their respective stated maturity dates without
option of prior payment, but Bonds having stated maturity dates
in 1997 and later years are each subject to redemption and
prepayment at the option of the Issuer, in whole or in part,
and if in part in inverse order of maturity dates and by lot as
to Bonds maturing on the same date, on February 1 , 1996 and any
interest payment date thereafter, at a price equal to the
principal amount thereof plus interest accrued to the date of
redemption. Prior to the date specified for the redemption of
any Bond prior to its stated maturity date, the Issuer will
cause notice of the call for redemption to be published as
required by law, and, at least 30 days prior to the designated
redemption date , will cause notice of the call thereof to be
mailed to the registered owner of any Bond to be redeemed at
his address as it appears on the bond register maintained by
the Bond Registrar. Upon partial redemption of any Bond, a new
Bond or Bonds will be delivered to the owner without charge,
representing the remaining principal amount outstanding.
As provided in the Resolution and subject to certain
limitations set forth therein, this Bond is transferable upon
the books of the Issuer at the principal office of the Bond
Registrar , by the registered owner hereof in person or by his
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
attorney, and may also be surrendered in exchange for Bonds of
other authorized denominations . Upon such transfer or exchange
the Issuer will cause a new Bond or Bonds to be issued in the
name of the transferee or registered owner , of the sane
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 Issuer 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 Issuer nor the Bond Registrar shall be affected
by any notice to the contrary.
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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 to be done, to
exist , to happen and to be performed precedent to and in the
issuance of this Bond, in order to make it a valid and binding
general obligation of the Issuer in accordance with its terms,
have been done , do exist, have happened and have been performed
in regular and due form, time and manner as so required; that
the Issuer has appropriated the proceeds of the Bonds , together
with such other legally available funds of the Issuer as may be
required, and has invested such moneys in securities issued by
the United States or certain of its agencies , in such amounts,
maturing on such dates, and bearing interest at such rates as
are required to provide funds sufficient to pay all principal
and interest and redemption premiums due on the refunded bonds
on or before their maturity or earlier date designated for
their redemption, and has irrevocably placed such funds and
securities in escrow for this purpose; that the Bonds are
payable from a separate debt service account of the Issuer, and
from certain tax increment receipts which have been appropri-
ated to such account; that, if necessary for payment of prin-
cipal of and interest on the Bonds, ad valorem taxes may be
levied upon all taxable property in the Issuer without
limitation as to rate or amount; and that the issuance of this
Bond does not cause the indebtedness of the Issuer to exceed
any constitutional or statutory limitation.
(Form of certificate to be printed on the reverse side of
each Bond, following a full copy of the legal opinion)
We certify that the above is a full, true and correct
copy of the legal opinion rendered by bond counsel on the issue
of Bonds of the City of Golden Valley, Minnesota, which
includes the within Bond, dated as of the date of delivery of
and payment for the Bonds.
(Facsimile Signature ) (Facsimile Signature ) (Facsimile Signature)
City Clerk City Manager Mayor
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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 UNIF GIFT MIN ACT Custodian
in common (Cust ) (Minor )
TEN ENT -- as tenants
by entireties under Uniform Gifts to Minors
JT TEN -- as joint tenants
with right of Act. . . . . . . . . . . . . .
survivorship and (State )
not as tenants in
common
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: 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
enlargement or any change whatever.
Signature Guaranteed:
Signature (s ) must be guaranteed by a national bank or trust
company or by a brokerage firm having a membership in one of
the major stock exchanges .
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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 point owners
if this Bond is held by joint account )
Please insert social security
or other identifying number of
assignee
Section 3. Use of Bond Proceeds.
The proceeds of the Bonds, other than any premium and
accrued interest, and other than any amounts set aside to pay
expenses, are irrevocably appropriated, together with such
additional sum as may be required from funds now on hand in the
debt service funds established for the Refunded Bonds, for the
payment and redemption of the Refunded Bonds at their
respective maturities or at the earliest dates specified in the
resolutions authorizing their issuance for the redemption
thereof, and for the payment of interest to become due on the
Refunded Bonds on or before the respective dates on which they
are to be paid and redeemed. The Finance Director is hereby
authorized and directed, simultaneously with the delivery of
the Bonds, to deposit the proceeds thereof, to the extent
described above, and any additional sum which may be required,
in escrow with the American National Bank and Trust Company, in
St. Paul , Minnesota, a banking institution whose deposits are
insured by the Federal Deposit Insurance Corporation and whose
combined capital and surplus is not less than $500,000 , and
shall invest the funds so deposited in securities authorized
for such purpose by Minnesota Statutes , Section 475.67,
subdivision 8, maturing on such dates and bearing interest at
such rates as are required to provide funds sufficient, with
cash retained in the escrow account, to pay when due the
interest to accrue on the Refunded Bonds to their respective
maturity dates or the dates designated for their earlier
redemption and prepayment, and to pay the principal amount of
each of the Refunded Bonds at maturity or at the date
designated for the redemption and prepayment thereof . The
Mayor and City Manager are hereby authorized to enter into
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an escrow agreement with said Bank establishing the terms and
conditions for the escrow account in accordance with Minnesota
Statutes , Section 475.67 .
Section 4. Sinking Fund and Tax Levies.
4 .01 . The Refunded Bonds are payable from a separate
debt service fund (the Fund) heretofore established on the
books of the Issuer for the payment of all bonds issued in aid
of redevelopment projects within the Valley Square
Redevelopment Project Area of the Issuer. Upon delivery of the
Bonds, the Refunded Bonds, including interest thereon, will be
payable primarily from the escrow account established pursuant
to Section 3 . Therefore, so long as the escrow account is
maintained and payments are made as provided in the escrow
agreement, the tax increment collections from time to time on
hand in the Fund and originally pledged for payment of the
Refunded Bonds will not be required for such purpose, and shall
be made available for payment of principal and interest on the
Bonds.
4 .02. The Bonds shall be payable from the Fund
designated above which shall be maintained on the books of the
Issuer as a separate debt service fund at least until the
Bonds, and all interest thereon, are fully paid. An initial
deposit of $ 41. 676 .55• representing accrued interest on the
Bonds , unused bond discount and surplus funds, if any, shall be
made into said Fund. Thereafter , all tax increment receipts
received by agreement with the Housing and Redevelopment
Authority of the Issuer for the Valley Square Redevelopment
Project Area shall be deposited in said Fund, as well as any ad
valorem taxes levied and collected as hereinafter specified and
any other funds appropriated by the Issuer.
It is estimated that said tax increment receipts will
be at least 5% in excess of the amounts necessary to pay
principal and interest on the Bonds when due. However, the
Issuer also recognizes and reaffirms its pledge of the full
faith and credit of the Issuer to the payment of the Bonds and,
in the event that said tax increment receipts do not prove
sufficient to pay principal and interest on the Bonds, the
Issuer will promptly levy ad valorem taxes on all taxable
property in the Issuer as necessary for such payment without
limitation as to rate or amount .
4 .03 . In order to ensure compliance with Section 148
of the Internal Revenue Code of 1986 (the Code) , and applicable
regulations , the Finance Director, upon allocation of any funds
to the Fund shall ascertain the balance then on hand in the
Fund allocable to the Bonds. If it exceeds the amount of
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principal and interest on the Bonds to become due and payable
through February 1 next following, plus a reasonable carryover
equal to 1/12th of the debt service due in the following bond
year, said excess shall (unless an opinion is otherwise
received from bond counsel) be used to prepay or purchase
Bonds, or invested at a yield which does not exceed the yield
on the Bonds calculated in accordance with said Section 148
( 5. 797 % ) .
Section 5. Rebate to the United States.
5.01 . The "Rebate Amount" is an amount equal to the
sum of:
( 1) the excess of:
( i) the aggregate amount earned from the date of
issue of the Bonds on all Nonpurpose
Obligations in which Gross Proceeds of the
Bonds are invested (other than amounts
attributable to the excess described in this
clause ) over,
( ii) the amount that would have been earned if
the yield on such Nonpurpose Obligations had
been equal to the yield (determined on the
basis of the issue price) on the Bonds plus
(2) any income attributable to the excess described
in Section 5.01( 1) above (whether or not such
income exceeds the yield on the Bonds) .
5 .02 . For purposes of determining the aggregate
amount earned on a Nonpurpose Obligation, any gain or loss on
the disposition of a Nonpurpose Obligation shall be taken into
account. In addition, if any Nonpurpose Obligation is retained
after retirement of the Bonds , any unrealized gain or loss as
of the date of retirement of the Bonds must be taken into
account in calculating the aggregate amount earned on a
Nonpurpose Obligation.
5 .03 . For purposes of determining the aggregate
amount earned on a Nonpurpose Obligation in determining the
Rebate Amount , any amount earned on the sinking fund
established in Section 4 .02 of this resolution (other than on
any excess referred to in Section 4 .03) shall not be taken into
account if gross earnings on such fund for any Bond Year are
less than $100 ,000 .
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5 .04. At least once a year beginning on the date of
issue of the Bonds and ending upon retirement of the last
Bonds, the Finance Director will cause to be made a
determination of the Rebate Amount. The first determination of
the Rebate Amount shall be made on the date which is one year
after the date of issue of the Bonds. The determination of the
Rebate Amount for each succeeding year shall be made on the
date which is one year after the date of the previous
determination of the Rebate Amount. The determination of the
Rebate Amount made each year shall be computed for the period
beginning on the date of issue of the Bonds to the date on
which the determination of the Rebate Amount is made.
5.05. Records of the determinations of the Rebate
Amount shall be retained by the Finance Director until 6 years
after the retirement of the Bonds .
5 .06. At least once every five years beginning on the
date of issue of the Bonds , the Finance Director, acting on
behalf of the Issuer , shall make installment payments in an
amount at least equal to 90 percent of the Rebate Amount. The
first installment payment of the Rebate Amount shall be made no
later than 30 days after the end of the 5 year period beginning
on the date of issue of the Bonds. Each subsequent installment
payment shall be made no later than 5 years after the previous
payment was made. The last installment payment shall be made
no later than 30 days after the day on which the last Bonds are
redeemed or paid and shall be in an amount sufficient to pay
the remaining balance of the Rebate Amount.
5 .07. Each installment payment of the Rebate Amount
shall be:
( i ) filed with the Internal Revenue Service Center,
Philadelphia, Pennsylvania 19255;
( ii ) accompanied by a copy of the Form 8038 , if any,
filed with respect to the Bonds;
(iii) accompanied by a statement summarizing the
determination of the Rebate Amount.
5.08. Each payment of the Rebate Amount shall be made
from available funds of the Issuer .
5 .09. To insure full compliance with the above
provisions, the Issuer agrees not to make a "prohibited
payment". A "prohibited payment" is a payment, or an agreement
to pay, to a party other than the United States, an amount that
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is required to be paid to the United States by entering into a
transaction that reduces the amount described in 5.01 above.
Section 6. Tax Covenant; Arbitrage.
6. 01. The Issuer covenants and agrees with the
holders from time to time of the Bonds herein authorized, tnat
it will not take, or permit to be taken by any of its officers,
employees or agents, any action which would cause the interest
payable on the Bonds to become subject to taxation under the
United States Internal Revenue Code of 1986, as amended, and
any regulations issued thereunder, in effect at the time of
such action, and that it will take, or it will cause its
officers, employees or agents to take, all affirmative actions
within its powers which may be necessary to insure that such
interest will not become subject to taxation under the Code and
applicable Treasury Regulations, as presently existing or as
hereafter amended and made applicable to the Bonds.
6 .02. The Bonds are issued pursuant to the provisions
of Section 1313(b) of the Tax Reform Act of 1986, and the
Issuer will comply with all provisions thereof .
6 .03. The Mayor and the City Clerk-Administrator
being the officers of the City charged with the responsibility
for issuing the Bonds pursuant to this resolution, are
authorized and directed to execute and deliver to the purchaser
an arbitrage certification in order to satisfy the provisions
of the Code and the regulations promulgated thereunder.
Section 7 . Redemption of Refunded Bonds and
Certification of Proceedings .
7 .01. The Clerk is hereby authorized and directed
forthwith to call for redemption and prepayment on their
earliest redemption date all Refunded Bonds which by their
terms are subject to redemption. Notice of the redemption of
all such bonds shall be published and mailed in accordance with
the terms of the resolutions authorizing their issuance.
7.02. The Clerk is directed to file with the County
Auditor of Hennepin County a certified copy of this resolution,
and to obtain from the County Auditor a certificate stating
that the Bonds have been entered upon his bond register.
7 .03. The officers of the Issuer and said County
Auditor are authorized and directed to prepare and furnish to
the purchasers of the Bonds, and to bond counsel, certified
copies of all proceedings and records of the Issuer relating to
the authorization and certificates and issuance of the Bonds
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and such other affidavits and certificates as may reasonably be
required to show the facts relating to the legality and
marketability of the Bonds as such facts appear from the
officers ' books and records or are otherwise known to them.
All such certified copies, certificates and affidavits,
including any heretofore furnished, shall be deemed
representations of the Issuer as to the correctness of all
statements contained therein.
Attest: as'�� -� k" I/
City i
e k Mayor
The motion for the adoption of the foregoing
resolution was duly seconded by Member Johnson and upon
vote being taken thereon, the following voted in favor thereof:
Anderson, Bakken, Johnson, Stockman and Thompson ;
and the following voted against the same: none
whereupon said resolution was declared duly passed and adopted.
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