HomeMy WebLinkAboutResolution No. 2004-82Extract of Minutes of Meeting
of the City Com~cil of the City of Colmnbia Heights,
Anoka County, Minnesota
Pursuant to due call and notice thereof, a regular meeting of the City Council of the City of Columbia
Heights, Minnesota, was duly held in the City Hall in the City of Colmnbia Heights, Minnesota on Monday,
November 22, 2004 cormnencing at 7:00 o'clock P.M.
The following members of the City Council were present:
Julieune Wyckoff, Tmnmera Ericson, Brace Nawrocki, Robert Williams, Brace Kelzenberg
and the following were absent:
None
The Mayor am~ounced that the next order of business was consideration of the proposals wl~ich had
been received for the purchase of the City's approxhnately $1,985,000 General Obligation Tax Increment
Refunding Bonds, Series 2004A.
The City Manager presented a tabulation of the proposals that had been received in the maturer
specified in the Official Terms of Proposal for the Bonds. The proposals were as set forth in Exhibit A
attached to the Resolution.
After due consideration of the proposals, Member Williams then introduced the following Resolution
and moved its adoption:
In accordance with the official Terms of Proposal the following adjustments were made:
Principal Amotmt: Reduced by $15,000 to $1,985,000
2007 maturity reduced $5,000 to $610,000
2008 maturity reduced $5,000 to $625,000
Minimum Purchase Price: Reduced to $1,965,150
CITY OF COLUMBIA HEIGHTS, MINNESOTA
RESOLUTION NO. 2004-82
A RESOLUTION AWARDING THE SALE OF GENERAL
OBLIGATION TAX INCREMENT REFUNDING BONDS, SERIES
2004A; FIXING THEIR FORM AND SPECIFICATIONS;
DIRECTING THEIR EXECUTION AND DELIVERY; AND
PROVIDING FOR THEIR PAYMENT
BE IT RESOLVED By the City Council (the "City Council") of the City of Columbia Heights,
Anoka County, Minnesota (the "City") as follows:
Section 1. Sale of Bonds.
1.01. It is hereby detem~ined by the City Conncil that:
(a) the City and the Housing and Redevelopment Authority in and for the City (the "HRA")
duly established the Central Business District Revitalization District (Nos. A3 and C7) and University
Avenue Redevelopment Project (No. C8) (collectively, the "TIF Districts") pursuant to Minnesota Statutes,
Sections 469.174 tln'ough 469.1799, as amended, and predecessor statutes (the "TIF Act");
(b) the control, authority and operation of the TIF Districts was transferred fi'om the HRA to the
Colmnbia Heights Economic Development Authority, a body corporate and politic and a political
Subdivision of the State of Mim~esota (the "EDA") by a resolution of the City Council of the City pursuant to
Minnesota Statutes, Section 469.094, as amended;
(c) the City is authorized by Section 469.!78, Subdivision 2, of the TIF Act to issue and sell its
general obligations to pay all or a pm~ion of the public development and redevelopment costs (the "Costs")
related to the District as identified in a redevelopment plan and tax increment financing plan (collectively, the
"Plans") for the District;
(d) the City is authorized by the TIF Act and Mim~esota Statutes, Chapter 475, as amended
(collectively, the "Act"), including Section 475.67, Subdivision 3, of the Act, 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 thek payment;
(e) Section 475.67, Subdivision 13 of the Act permits the sale of crossover refunding
obligations by the City prior to the date on which the obligations to be refunded may be called for
redemption;
(f) it is necessary and deskable to reduce debt service costs of the City and therefore the City
will issue its General Obligation Tax Increment Refunding Bonds, Series 2004A ("Bonds"), in the original
aggregate principal amount of $1,985,000 to refund the City's outstanding General Obligation Tax Increment
Capital Appreciation Bonds of 1990, Series A (the "Prior Bonds"), dated August 23, 1990, the proceeds of
which were used by the City to fmance a portion of the cost of a public redevelopment project (the "Project")
in the District;
(g) Prior Bonds in the accreted principal amount of $2,724,235.62 are cmTently outstanding on
the date hereof and are subject to redemption at the option of the City on September 1, 2005;
(h) the Mayor and City Manager are authorized and directed to execute a Tax Increment Pledge
Agreement, dated on or after December 1, 2004 (the "Pledge Agreement"), between the City and the EDA in
substantially the form on file with the City on the date hereof; and
(i) pursuant to the Pledge Agreement, the EDA pledges certain revenues derived fi'om the TIF
Districts (the "Pledged Tax Increment") to the payment of principal of, premimn, if any, and interest on the
Bonds, subject to the terms and conditions described in the Pledge Agreement.
1.02. The proposal of United Bankers' Bank (the "Purchaser") to purchase the Bonds described in
the Official Terms of Proposal thereof is found and determined to be a reasonable offer and is accepted, the
proposal being to pm'chase the Bonds at a price of $1,979,064.85, for Bonds bem'ing interest as follows:
Date of Interest Date of Interest
Maturity Rate Maturity_ Rate
2006 2,00% 2008 2.50%
2007 2.25% 2009 2.75%
Tree interest cost: 2.4755%
1.03. The sum of $0 being the amount proposed by the Purchaser in excess of $1,965,150 will be
credited to the Series 2004A Debt Service Fund hereinafter created. Ehlers and Associates, Inc., on behalf of
the City Finance Director of the City, is directed to retain the good faith check of the Purchaser pending
completion of the sale of the Bonds, and to retm-n the good faith checks of the unsuccessful proposers
folXhwith. The Mayor and City Manager are directed to execute a contract with the htrchaser on behalf of
the City.
1.04. The City will forthwith issue and sell the Bonds pursuant to the Act in the original aggregate
principal mount of $1,985,000, originally dated December 16, 2004, in minflnmn denominations of $5,000
each or any integral multiple thereof, numbered No. R-l, upward, bearing interest as above set forth, and
which matm'e serially on September 1 in the years and amounts as set forth below:
Date of Principal Date of Principal
Matm'ity Amount Maturity Amount
2006 $600,000 2008 $625,000
2007 610,000 2009 150,000
1.05. Optional Redemption. The City may elect on March 1, 2008, and on any day thereafter
to prepay Bonds due on or after September 1, 2008. 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 The Depository Trust Company, New York, New
York ("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. Prepayments of the Bonds will
be at a price of par plus accrued interest.
Section 2. Registration and PaVlnent.
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 fi'aft issued
by the Registrar described herein.
2.02. Dates; Interest Payment Dates. Each Bond will be dated as of their date of issuance last
interest payment date preceding the date of authentication to which interest on the Bond has been paid or
made available for payment, mlless (i) the date of authentication is an interest payment date to which interest
has been paid or made available for paylnent, in which case the Bond will be dated as of the date of
authentication, or (ii) the date of authentication is prior to the in'st 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 March 1 mid
September 1 of each year, co~mnencing March 1, 2005, to the registered owners of record thereof as of the
close of business on the fifteenth (15th) day of the prior month, whether or not such day is a business day.
2.03. Re~stration. The City will appoint 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:
(a) Register. The Registrar must keep at its principal corporate trust office a bond
register in Milch the Registrar provides for the registration of ownership of Bonds mid the
registration of transfers and exchanges of Bonds entitled to be registered, transfen'ed or exchanged.
(b) Transfer of Bonds. Upon sun'ender 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 waiting, 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 matm'ity,
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 dehver 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 SUlTendered upon transfer or exchange will be promptly
cancelled by the Registrar and thereafter disposed of as directed by the City.
hnproper or LTnauthorized Trm,.sfer. wl,~,, .................. ~ Rrmrl is presented tn 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 instl~nent of transfer is valid and genuine and that the
requested transfer is legally authorized. The Registrar will incm' no liability for the refusal, in good
faith, to make transfers which it, in its judgment, deems hnproper 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 pun'pose of receiving payment of, or on account of, the principal of and
interest on the Bond and for all other pun-poses, 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 sunns so paid.
(g) Taxes, Fees and Charges. The Registrar may hnpose a charge upon the owner
thereof for a transfer or exchange of Bonds sufficient to rehnburse the Registrar for any tax, fee or
other govermnental 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 mnount, number, matm'ity 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 chm'ges of the Registrar in connection therewith; and, in the case of a Bond destroyed, stolen or
lost, upon filing with the Registrar of evidence satisfacto~T to it that the Bond was destroyed, stolen
or lost, and of the ownerskip thereof, and upon fma~ishing to the Registrar an appropriate bond or
indenmity in form, substance and amount satisfacto~T 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 necessmT 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 £n'st class mail (postage prepaid) to the registered owner of each Bond
to be redeemed at the adch'ess shown on the registration books kept by the Registrar and by
publishing the notice if required by law. Failun'e to give notice by publication or by mail to any
registered owner, or any defect therein, will not affect the validity of the proceedings 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 true.
2.04. Appointment of Initial Registrar. The City appoints U.S. Bank National Association,
Saint Paul, 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, 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 Dh'ector
must transmit to the Registrar money 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 signatm'es 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 signatm'e 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 pm-pose or entitled to any secm'ity 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 authohzed 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 tlfis Resolution. When the Bonds have
been so prepared, executed and authenticated, the City Manager will deliver the stone to the Purchaser upon
payanent of the purchase price in accordance with the conlract 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 de£mitive Bonds one or
more typewritten temporary Bonds in substantially the folun set forth in Section 3 with such changes as may
be necessary to reflect more than one matm'ity in a single temporary bond. Upon the execution and deliver3,
of definitive Bonds the telnporary Bonds will be exchanged therefor and cancelled.
Section 3. Form of Bond.
3.01. The Bonds will be printed or typewritten in substantially the fom~ on the following page.
(The remainder of this page is intentionally left blank.)
No. R- UNITED STATES OF AMERICA $
STATE OF MINNESOTA
COUNTY OF ANOICA
CITY OF COLUMBIA HEIGHTS
GENERAL OBLIGATION TAX INCREMENT REFUNDING BOND
SERIES 2004A
Date of Original Issue
Interest Rate Maturity Date CUSIP
% September 1, 20__
December 16, 2004
Registered Owner: Cede & Co.
Principal Amount: Dollars
The City of Colmnbia Heights, a duly organized and existing municipal corporation in Anoka
coUnty, MinneSOta (the "City"), acknowledges itSeIf t° be indebted and for value reCeived hereby prOmises to
pay to the Registered Owner specified above or registered assigns, the Principal gnnount specified above on
the maturity date specified above, with interest thereon fi'om the date hereof at the annual rate specified
above, payable March 1 and September 1 in each year, colmnencing March 1, 2005, to the person in whose
name this Bond is registered at the close of business on the frfteenth (15th) day (whether or not a business
day) of the prior month. The interest hereon and, upon presentation and sm2'ender hereof, the pt4ncipal hereof
are payable in lawful money of the United States of America by check or draft by UiS. Bank National
Association, Saint Paul, Minnesota, as Bond Regislrar, 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 stone 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 March 1, 2008, and on any day thereafter to prepay Bonds due on or after
September 1, 2008. Redemption may be in whole or in pm-t 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 matm'ity are called for redemption, the
City will notify The Depository Trust Company, New York, New York ("DTC") of the pm-ticular amount
of such maturity to be prepaid. DTC will determine by lot the amount of each participant's interest in
such matm'ity to be redeemed and each participant will then select by lot the beneficial ownership
interests in such matm'ity to be redeemed. Prepayments of the Bonds will be at a price of par plus accrued
interest.
This Bond is one of an issue in the aggregate principal an~ount of $1,985,000 all of like original issue
date and tenor, except as to nmnber, maturity date, redemption privilege, and interest rate, all issued pm'suant
to a resolution adopted by the City Council on November 22, 2004 (the "Resolution"), for the purpose of
providing money to reftmd the outstanding principal amount of certain general obligation bonds of the City,
pm'suant to and in full conforufity 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 469.1799, as amended, and
Minnesota Statutes, Chapter 475, as amended, and the principal hereof and interest hereon are payable
prhnafily from tax increments resulting fi'om increases in taxable valuation of real property in certain tax
increment f'mancing districts in the City as set forth in the Resolution to wltich reference is made for a full
statement of fights and powers thereby confen'ed. The Colmnbia Heights Economic Development
Authority, a body corporate and politic (the "EDA"), has pledged certain tax increments to the City for
payment of the principal of and interest due on the Bonds pursuant to the terms of a Tax Increment Pledge
Agreement, dated on or after December 1, 2004, by and between the City and the EDA. The full faith and
credit of the City are ha'evocably pledged for payment of tltis Bond and the City Cotmcil 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 to the payment of the Bonds, which taxes may be levied without lhnitation as to rate or amount. The
Bonds of tlfis series are issued only as fully registered Bonds in minhnmn denominations of $5,000 or any
inte~'al multiple thereof of single matm'ities.
As provided in the Resolution and subject to' certain lhnitations 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 aggegate principal amount, beating interest at the same rate and
rearming on the same date, subject to rehnbtn'sement for any tax, fee or govermnental charge requh'ed to be
paid with respect to such transfer or exchange.
The City and the Bond Registrar may deem and treat the person in whose nmne this Bond is
registered as the absolute owner hereof, whether fltis Bond is overdue or not, for the purpose of receiving
payment and for all other pm-poses, and neither the City nor the Bond Registrar will be affected by any notice
to fl~e contrary.
The City has designated the issue of Bonds of which this Bond forms a part as "qualified tax
exempt obligations" within the meaning of Section 265(b)(3) of the Internal Revenue Code of 1986, as
amended (the "Code") relating to disallowance of interest expense for f'mancial institutions and within the
$10 million lhnit allowed by the Code for the calendar year 2004.
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
Mhmesota to be done, to exist, to happen and to be performed prelhninary to and in the issuance of tltis 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 fltis Bond
does not cause the indebtedness of the City to exceed any constitutional, statutory or chm~er limitation of
indebtedness.
This Bond is not valid or obligatory for any pm-pose 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 Columbia Heights, Anoka County, Minnesota, by its City
Council, has caused this Bond to be executed on its behalf by the facsin~ile or manual signatm'es of the Mayor
and City Manager and has caused tltis Bond to be dated as of the date set forth below.
Dated: December 16, 2004
CITY OF COLUMBIA HEIGHTS, MINNESOTA
Its Mayor
(Facsimile)
(Facsimile)
Its City Manager
CERTIFICATE OF AUTHENTICATION
This is one of the Bonds delivered pursuant to the Resolution mentioned within.
U.S. BANK NATIONAL ASSOCIATION
By
Its Authorized Representative
The following abbreviations, when used in the inscription on the face of this Bond, will be construed
as though they were mitten out in full according to applicable laws or regulations:
TEN COM -- as tenants UNIF GIFT MIN ACT Custodian
in con-unon (Cust) (Minor)
TEN ENT -- as tenants
by enth'eties
under Unifornl Gifts or
Transfers to Minors
JT TEN --
as joint tenants with
right of sm-civorsltip and
not as tenants in COlmnon
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
h-revocably 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 signatm'e to this assigmnent must con'espond with the nanle as it
appears upon the face of the witlfi_n Bond hi eveE~ particular, without alteration or
any change whatever.
Signature Guaranteed:
NOTICE: Signatm'e(s) must be guaranteed by a fmancial institution that is a member of the Secm'ities
Transfer Agent Medallion Program ("STAMP"), the Stock Exchange Medallion Pro~'am ("SEMP"), the
New York Stock Exchange, Inc. Medallion Signatures Program ("MSP") or other such "signatm'e 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 wilt not effect la-ansfer of this Bond unless the information concerning the
assignee requested below is provided.
Name and Address:
(Include flfformation for all joint owners if this Bond is
held by joint account.)
Please insert social secm'ity or other identifying
munber of assignee
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
Signature of
Officer of the Registrar
December 16, 2004
Cede & Co.
Federal ID # 13-2555119
3.02. The City Manager is directed to obtain a copy of the proposed approving legal opinion of
Kennedy & Graven, Chartered, Mim~eapolis, 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. Bonds; Security; Escrow.
4.01. Funds and Accounts. For the convenience and proper administration of the moneys to be
bo~'owed and repaid on the Bonds and the Prior Bonds (as de£med in the resolution providing for the
issuance and sale of the Bonds), and to provide adequate and specific security for the Purchaser and holders
fi'om tinge to thne of the Bonds and Prior Bonds, there is hereby created a special fund to be designated the
Tax Increment Refunding Bonds, Series 2004A Debt Service Fund (the "Seres 2004A Debt Service Fund")
to be achninistered and maintained by the Finance Director as a bookkeeping account separate and apart fi'om
all other funds maintained in the official fmancial records of the City. The Fund will be maintained in the
manner herein specified until all of the Prior Bonds have been paid and until all of the Bonds and the interest
thereon will have been fully paid. There will be maintained in the Fund two separate accounts, to be
designated the Escrow Account and Debt Service Account.
(a) Escrow Account. The Escrow Account will be maintained as an Escrow Account
(the "Escrow Account") with U.S. Bank National Association in St. Paul, Minnesota, which is a
suitable financial institution wifl~in the State, whose deposits are insured by the Federal Deposit
Insurance Corporation, whose combined capital and surplus is not less than $500,000 and said
financial institution is hereby designated escrow agent (the "Escrow Agent") for the Escrow
Account. All proceeds of the sale of the Bonds will be received by the Escrow Agent and applied to
fund the Escrow Account or to pay costs of issuing the Bonds. Proceeds of the Bonds not used to
pay costs of issuance are hereby in'evocably pledged and appropriated to the Escrow Account,
together with all invest~aent earnings thereon. The Escrow Account will be invested in securities
maturing or callable at the option of the holder on such dates and bearing interest at such rates as will
be required to provide sufficient funds, together with any cash or other funds retained in the Escrow
Account, to pay when due the interest to accrue on each Bond to and including September 1, 2005
(the "Redemption Date"), and to pay when due on the Redemption Date the principal an~ount of each
of the Prior Bonds then outstandhng. From the Escrow Account there will be paid (i) ail interest paid
on, or to be paid on, or to accrue on, the Bonds to and including the Redemption Date, and (ii) the
p~Sncipal of the Prior Bonds due by reason of redemption on the Redemption Date. The Escrow
Account will be irrevocably appropriated to the payment of the principal of and interest on the Bonds
until the proceeds of the Bonds therein are applied to prepayment of the Prior Bonds. The moneys in
the Escrow Account will be used solely for the purposes herein set forth and for no other pm-pose,
except that any surplus in the Escrow Account may be remitted to the City, all in accordance with the
Escrow Agreement (hereafter defined) by and between the City and the Escrow Agent. Any moneys
remitted to the City upon termination of the Escrow Agreement will be deposited in the Debt Service
Account.
(b) Debt Service Account. To the Debt Service Account there is hereby pledged and
in'evocably appropriated and there will be credited: (i) any balance remitted to the City upon the
termination of the Escrow Agreement; (ii) any balance remaining on September 2, 2005, in the Debt
Service Fund created by the City Council resolution authorizing the issuance and sale of the
Refunded Bonds (Prior Resolution); (iii) any collections of all taxes hereafter levied for the payment
of the Bonds and interest thereon; (iv) all investment em-nings on funds in the Debt Service Account;
(v) after the Redemption Date, all Pledged Tax Increment received by the City fi'om the EDA
pm'suant to the Pledge Agreement; (vi) accrued interest (if any) received upon delivery of the Bonds
to the extent not requked to ftmd the Escrow Account; and (vii) any and all other moneys which are
properly available and are appropriated by the City Council to the Debt Service Account. The
amount of any sm-plus remaining in the Debt Service Account when the Bonds and interest thereon
are paid will be used as provided in Section 475.61, Subdivision 4 of the Act.
4.02. Findings. It is hereby found and determined that based upon information presently available
from the City's fmancial advisers, the issuance of the Bonds will result in a reduction of debt service cost to
the City on the Prior Bonds, such that the present value of such debt service or interest cost savings (the
"Reduction") is 8.595% of the debt service on the Prior Bonds. The ReduCtion, after the inclusion of all
authorized expenses of reRmding in the computation of the effective interest rate on the Bonds, is adequate to
authorize the issuance of the Bonds as provided by Minnesota Statutes, Section 475.67, Subdivisions 12 and
13.
4.03. The moneys in the Debt Selwice Accom~t will be used solely to pay the principal of and
interest on the Bonds or any other bonds hereafter issued and made payable lkom the Fund. No portion of the
proceeds of the Bonds will be used directly or indkectly to acquke kigher yielding investments or to replace
funds which were used directly or indirectly to acquire higher yielding investments, except (i) for a
reasonable temporm-y period until such proceeds are needed for the pm-pose for which the Bonds were issued,
and (ii) in addition to the above, in an mnount not greater than the lesser of five percent of the proceeds of the
Bonds or $100,000. To this effect, any proceeds of the Bonds and any stuns from time to thne held in the
Fund (or any other City account which will be used to pay principal and interest to become due on the Bonds)
in excess of amounts which under the apphcable federal arbitrage regulations may be invested without regard
as to yield will not be invested at a yield in excess of the applicable yield resta-ictions hnposed by the arbitrage
regulations on such investments after taking into account any applicable temporal3, periods or minor portion
made available under the federal arbitrage regulations. In addition, the proceeds of the Bonds and money in
the Fm~d will not be invested in obligations or deposits issued by, guaranteed by or insured by the United
States or any agency or instrmnentality thereof if and to the extent that such investment would cause the
Bonds to be federally guaranteed within the meaning of Section 149(b) of the Internal Revenue Code of
19 86, as amended (the "Code").
4.04. General Obligation Pledge. For the prompt and full payment of the principal and interest on
the Bonds, as the same respectively become due, the full faith, credit and taxing powers of the City will be
and are herdt)y irrevocably pledged, if the balance in the Escrow Account or Debt Service Account is ever
insufficient to pay all principal and interest then due on the Bonds and any other bonds payable therefrom, the
deficiency will be promptly paid out of monies in the general fund of the City wlfich are available for such
pm-pose, and such general fund may be rehnbursed with or without interest fi'om the Escrow Account or Debt
Service Account when a sufficient balance is available therein.
4.05. It is determined that estimated collection of Pledged Tax Increment for the payment of
prhacipal mad interest on the Bonds after the Redemption Date will produce at least five percent in excess of
the amount needed to meet when due, the principal and interest payments on the Bonds matm-ing after the
Redemption Date, and that no tax levy is needed at this thne.
4.06. Filing. The City Manager is authorized and directed to file a certified copy of fltis resolntion
with the Manager of Properly Records and Taxation of Anoka County and to obtain the certificate required
by Section 475.63 of the Act.
4.07. Prior Resolution Pledges. The pledges and covenants of the City made by the Prior
Resolution relating to the tax increments and hnprovements financed by the Bonds and the Prior Bonds are
restated and confmned in all respects. The provisions of the Prior Resolution are hereby supplemented to the
extent necessm-y to give full effect to the provisions oftlfis resolution.
Section 5. Refunding; Findings; Redemption of Refm~ded Bonds.
5.01. As of the date of delivery of and payment for the Bonds proceeds of the Bonds, in the
mnount of $2,711,259.02 plus accrued interest on the Bonds less necessary expenses of the issuance of the
Bonds (Proceeds), together with other funds (Funds) in the amount of $765,325.15 are hereby pledged and
appropriated and will be deposited in the Escrow Account.
5.02. It is hereby found and determined that the Proceeds and Funds available and appropriated to
the Escrow Account will be sufficient, together with the permitted earnings on the investment of the Escrow
Account, to pay principal of and interest on the Bonds tlu'ough the Redemption Date, and to pay at matm-ity
or redemption alt of the principal of and redemption premimn (if any) on the Refunded Bonds.
5.03. Secm'ities purchased from the monies in the Escrow Account will be lin~ited to securities
specified in Section 475.67, Subdivision 8 of the Act. Ehlers & Associates, as agent for the City of Colmnbia
Heights is hereby authorized and directed to pm'chase for and on behalf of the City of Columbia Heights and
in its name, appropriate securities to fund the Escrow Account. Upon the issuance and delivery of the Bonds,
the securities so purchased will be deposited with the Escrow Agent and held pursuant to the terms of the
Escrow Agreement and the Resolution.
5.04. The Refunded Bonds matm-ing on September 1, 2006 and thereafter will be redeemed and
prepaid on the Redemption Date. 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 form of Notice of Call for
Redemption attached hereto as Attachment A which terms and conditions are hereby approved and
incorporated herein by reference. The Registrar for the Refunded Bonds is authorized and dh'ected to send a
copy of the Notice of Redemption to each registered holder of the Refunded Bonds.
5.05. Escrow A~eement. On or prior to the delivery of the Refunding Bonds, the Mayor and the
City Manager m'e hereby authorized and directed to execute on behalf of the City an escrow agreement
(Escrow Agreement) with the Escrow Agent in substantially the form now on file with the City Manager. All
essential terms and conditions of the Escrow Agr'eement including payment by the City of reasonable charges
for the services of the Escrow Agent, are hereby approved and adopted and made a part of tkis resolution, and
the City covenants that it will promptly enforce ail provisions thereof in the event of default thereunder by the
Escrow Agent.
Section 6 Authentication of Transcript.
6.01. The officers of the City m'e authorized and dh'ected to prepm'e and furaish to the Purchaser
and to Kennedy & Graven, Chartered, as bond counsel, 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 rnay be required to show tlie facts within their knowledge or as shown by the
books and records in their custody and trader their control, relating to the validity and lnarketability of the
Bonds, and such instrmnents, including any heretofore frmfished, 1nay be deemed representations of the City
as to the facts stated therein.
6.02. The Mayor, City Manager and Finance Director are hereby authorized and directed to certify
that they have exmnined 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 tlie 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 Kem~edy & Graven, Chartered, as bond
counsel) to U.S. Trust Company, Mirmeapolis, Minnesota on the closing date for further distribution as
directed by the City's f'mancial advisor, Ehlers & Associates, Inc.
Section 7. Tax Covenants.
7.01. The City covenants and agrees with the holders fi'om thne to time of the Bonds that it will
not take or permit to be taken by any of its officers, employees or agents any action which would cause
the interest on the Bonds to become subject to taxation under the Internal Revenue Code of 1986, as
amended (the "Code"), and the Treasury Regulations promulgated thereunder, in effect at the time of such
actions, and that it will take or cause its officers, employees or agents to take, all affmnative action within
its power that may be necessary to ensure that such interest wilt 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.
7.02. (a) The City will comply with requirements necessary under the Code to establish and
mah~tain the exclusion fi'om gross income of the interest on the Bonds trader Section 103 of the Code,
including without limitation requkements relating to temporm~f periods for investments, lflrdtations on
an~ounts invested at a yield greater than the yield on the Bonds, and the rebate of excess investment earnings
to the United States if the Bonds (together with other obligations reasonably expected to be issued in calendar
year 2004) exceed the smalMssuer exception amount of $5,000,000.
(b) For purposes of qualifying for the small issuer exception to the federal arbitrage rebate
requirements, the CiW finds, deternfines and declares that the aggregate face amount of all tax-exempt bonds
(other than private activity bonds) issued by the City (and all subordinate entities of the City) during the
calendar year in which the Bonds are issued and outstanding at one time is not reasonably expected to exceed
$5,000,000, all within the meaning of Section 148(f)(4)(C) of the Code. Fm-thermore:
(i)
each of the Prior Bonds was issued as pal~ of an issue which was treated as meeting the
rebate requirements by reason of the exception for govermnental units issuing $5,000,000 or
less of bonds;
(ii) the average maturity of the Bonds does not exceed the remaining average matm'ity of the
Prior Bonds; and
(iii) no maturity of the Bonds has a maturity date which is later than the date which is 30 years
after the date the original bonds were issued.
7.03. The City further covenants not to use the proceeds of the Bonds or to cause or permit
them or any of them to be used, in such a manner as to cause the Bonds to be or become "private activity
bonds" within the meaning of Sections 103 and 141 through 150 of the Code.
7.04. In order to qualify the Bonds as "qualified tax-exempt obligations" within the meaning of
Section 265(b)(3) of the Code, the City makes the following factual statements and representations:
(a) the Bonds are not "private activity bonds" as defined in Section 141 of the Code;
(b) the City hereby designates the Bonds as "qualified tax-exempt obligations" for
purposes of Section 265(b)(3) of the Code;
(c) the
activity bonds that
subordinate entities
reasonably anticipated amount of tax-exempt obligations (other than private
are not qualified 501(c)(3) bonds) which will be issued by the City (and all
of the City) during calendar year 2004 will not exceed $10,000,000;
(d) not more than $10,000,000 of obligations issued by the City during calendar year
2004 have been designated for purposes of Section 265(b)(3) of the Code; and
(e) the Bonds have a maturity date WhiCh is not later than the date Which is 30 years
after the date the original tax-exempt obligation related to the Prior Bonds was issued.
7.05. The City will use its best efforts to comply with any federal procedural requh'ements
which may apply in order to effectuate the designations made by this section.
Section 8. Book-Entry System; Lhnited Obligation of City.
8.01. 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
ownerslfip 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 h~ the
registration books kept by the Bond Registrar in the name of Cede & Co., as nominee of DTC.
8.02. 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 lhnited 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
ownerslfip interest in the Bonds, (ii) the delivery to any Pal~icipant 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 paylnent to any Participant or any
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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 pm-pose of payment of principal, premium and interest with
respect to such Bond, for the pm'pose of registering transfers with respect to such Bonds, and for all other
purposes. The Paying Agent will pay all principal of, premimn, if any, and interest on the Bonds only to or
on the order of the respective registered owners, as shown h~ 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, premimn, if any, or interest on the Bonds to the extent of
the stun 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.
8.03. 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,
premimn, 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 agee 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 thnes.
8.04. 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, ~ansfer
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 tflne 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.
8.05. PaCnents to Cede & Co. Notwithstanding any other provision of this Resolution to the
contrary, so long as a Bond is registered in the nmne 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 Aa'rangements, as set forth in the
Representation Letter.
Section 9. Defeasance. When all Bonds and all interest thereon, have been discharged as
provided in this section, all pledges, covenants and other rights granted by tiffs 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 prh~cipal of and interest on the Bonds will remah~ 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 stun
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 stun sufficient for the payment thereof in full with interest
accrued to the date of such deposit.
Section 10. Continuing Disclosure.
10.01. In order to qualify the Bonds for lhnited continuing disclosm'e under paragraph (d)(2) of
Securities and Exchange Commission Rules, Section 15c2-12 (the "SEC Rule"), the City makes the
following factual statement and representation: As of the date of delivery of the Bonds, the City will not
be an obligated person (as defined in paragraph (f) of the SEC Rule) with respect to more than
$10,000,000 in aggregate amount of outstanding municipal securities, including the Bonds and excluding
municipal securities that were exempt from the SEC Rule pursuant to paragraph (d)(1) thereof.
10.02. The City hereby covenants and agrees that it will comply with and camj out all of the
provisions of the Continuing Disclosm'e Certificate. Notwithstanding any other provision of this Resolution,
failure of the City to comply with the Continuing Disclosm'e 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 necessm'y and
appropriate, including seeking lnandate or specific perfonnance by court order, to cause the City to comply
with its obligations under this section.
10.03. "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 alnended from tflne to time in accordance with the terms thereof.
(The remainder of this page is intentionally left blank.)
Passed and adopted this 22nd day of November 2004.
Attest:
CITY OF COLUMBIA HEIGHTS,
MINNESOTA
~J~li rme Wyckoff ~
I~/Mayor
Walter Fehst
Its City Manager
The motion for the adoption of the foregoing resolution was duly seconded by Member Ericson, and upon
vote being taken thereon, the following voted in favor thereof:
Wyckoff, Ericson, Nawrocld, Williams, Kelzenberg
and the following voted against the same:
None
whereupon said resolution was declm'ed duly passed and adopted.
STATE OF MINNESOTA )
)
COUNTY OF ANOICA ) SS.
)
CITY OF COLUMBIA HEIGHTS )
I, the undersigned, being the duly qualified and acting Manager of the City of Columbia Heights,
Anoka County, Mim~esota, do hereby certify that I have carefully compared the attached and foregoing
extract of minutes of a regular meeting of the City Comacil of the City of Colun~bia Heights held on
November 22, 2004 with the original lninutes 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 $1,985,000 General Obligation Tax
Increment Refunding Bonds, Series 2004A of the City.
WITNESS My hand officially as such City Manager and the COlporate seal of the City this __
day of ., 2004.
(SEAL)
City Manager
City of Columbia Heights, Minnesota
EXHIBIT A
BID TABULATION
$2,000,000* General Obligation Tax Increment Refunding Bonds, Series 2004A
CITY OF COLUMBIA HEIGHTS, MINNESOTA
SALE: November 22, 2004
AWARD: UNITED BANICERS' BANK
RATING: Moody's la~vestors Service "Al" BBI: 4.52%
NAME OF BIDDER
NET TRUE
MATURITY RATE REOFFERING PRICE INTEREST INTEREST
(September 1) YIELD COST RATE
UNITED BANKERS' BANK
Bloomington, Minnesota
2006 2.000% 2.000%
2007 2.250% 2.250%
2008 2.500% 2.500%
2009 2.750% 2.750%
$1,994,015.00 $141,960.52
WELLS FARGO BROKERAGE SERVICES,
LLC
Mim~eapolis, Minnesota
2006 2.250%
2007 2.375%
2008 2.450%
2009 2.750%
$1,996,776.40 $142,696.85
NORTHLAND SECURITIES, INC.
Mirmeapolis, Mhnnesota
2006 2.150%
2007 2.300%
2008 2.700%
2009 2.950%
$1,994,000.00 $150,443.65
CRONIN & COMPANY, INC.
Minneapolis, Mim~esota
2006 2.500%
2007 2.500%
2008 3.000%
2009 3.000%
$2,006,062.50 $152,691.67
UMB BANK, N.A.
Kansas City, Missouri
2006 2.300%
2007 2.550%
2008 2.700%
2009 2.850%
$1,992,220.00 $157,231.77
*Subsequent to bid opening the issue size was decreased to $1,985,000 with the 2006 maturity decreased
$5,000 to $600,000, the 2007 maV~ity decreased $5,000 to $6!0,000, and the 2008 maO~rity decreased
$5,000 to $625,000 in matm'ity value.
Adjusted Price - $1,979,064.85
Adjusted Net Interest Cost - $140,971.61
Adjusted TIC - 2.4755%
2.4752%
2.4870%
2.6228%
2.6523%
2.7440%
EXIIIBIT B
NOTICE OF CALL FOR REDEMPTION
$2,399,720.75
GENERAL OBLIGATION TAX INCREMENT CAPITAL APPRECIATION
BONDS OF 1990, SERIES A
CITY OF COLUMBIA HEIGHTS
ANOKA COUNTY, MINNESOTA
NOTICE IS HEREBY GIVEN that, by order of the City Council of the City of Colmnbia Heights,
Anoka County, Minnesota, there have been called for redemption and prepayment on
SEPTEMBER 1, 2005
all outstanding bonds of the City designated as General Obligation Tax Increment Capital Appreciation
Bonds of 1990, Series A (the "Bonds"), dated August 23, 1990, having a stated matm-ity date of September 1,
in the years 2006 through 2009, both inclusive, totaling $953,903.45 in principal amount, and with the
following CUSIP numbers:
Year ofMatm'k¥ Principal Amount CUSIP
2006 $301,281.60 197684JD6
2007 280,977.20 197684JE4
2008 259,780.40 197684JF1
2009 111,864.25 197684 JG9
The bonds are being called at a price of par plus accrued interest to September 1, 2005, 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 main office of Wells Fargo
Bank, National Association, in the City of Minneapolis, Minnesota (formerly known as Norwest
Bank Minnesota, National Association), on or before September 1, 2005, at the following address:
Wells Fargo Bank, National Association
Attention: Corporate Trust Operations
255 Second Avenue South
Minneapolis, MN 55479-0113
lmpol~ant Notice: In compliance with the Economic Growth and Tax Relief Reconciliation Act of
2001, federal backup withholding tax will be withheld at the applicable backup withholding rate in effect at
or federal employer identffication number, properly certified. ~s requkement is ~lfilled by submi~g a
W-9 Form, which may be obta~ed at a b~ or other fm~cial ~sti~tion.
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.
Dated:
December 16, 2004.
BY ORDER OF THE CITY COUNCIL
OF THE CITY OF COLUMBIA HEIGHTS,
MINNESOTA
By /s/ Walter Fehst
City Manager
255658vI(BWJ)
CL162~27
STATE OF MINNESOTA )
)
COUNTY OF ANOKA ) SS.
)
CITY OF COLUMBIA I-~IGHTS )
I, the undersigned, being the duly quahfied and acting Manager of the City of Columbia Heights,
Anoka Cotmty, 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 of Columbia Heights held on
November 22, 2004 with the original mutes on file in my office and the extract is a full, tree and correct
copy of the mutes insofar as they relate to the issuance and sale of $1,985,000 General Obligation Tax
Increment Refunding Bonds, Series 2004A of the City.
WITNESS My hand officially as such City Manager and the corporate seal of the City th/s ~ ~,-k
day of ~ O ~,~k.e.r ,2004.
(SE )
City Manager ' // '"
City of Columbia Heights, Mhmesota