HomeMy WebLinkAboutResolution No. 2006-238
Extract of Minutes of Meeting
of the City Council of the City of
Columbia 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 said City on Monday,
November 13,2006, commencing at 7:00 P.M.
The following members were present: Gary Peterson, Tammera Ericson Diehm, Bruce
Kelzenberg, Bruce Nawrocki and Robert Williams;
and the following were absent: none.
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The Mayor announced that the next order of business was consideration of the proposals
which have been received for the purchase of the City's $4,075,000 General Obligation
Improvement and Utiiity Revenue Bonds, Series 2006A.
The City Manager presented a tabulation of the proposals which have been received in the
manner specified in the Terms of Proposal for the Bonds. The proposals are as follows:
After due consideration of the proposals, Member Kelzenberg then introduced the following
written resolution, the reading of which was dispensed with by unanimous consent, and moved its
adoption:
RESOLUTION NO. 2006-238
A RESOLUTION AWARDING THE SALE OF $4,075,000 GENERAL
OBLIGATION IMPROVEMENT AND
UTILITY REVENUE BONDS, SERIES 2006A;
FIXING THEIR FORM AND SPECIFICATIONS;
DIRECTING THEIR EXECUTION AND DELIVERY;
AND PROVIDING FOR THEIR PAYMENT
BE IT RESOLVED By the City Council of the City of Columbia Heights, Anoka County,
Minnesota (the "City") as follows:
Section 1.
Background.
1.01. By Ordinance No. 1514 (the "Ordinance"), the City Council authorized issuance of
general obligation bonds in the maximum principal amount of $4,430,000 in order to finance Zone
7A 2004 Street Reconstruction Improvements, Zone 7BIlA 2006 Street and Utility Improvements,
Huset Parkway Improvements, and Zone 1B, 2, 3, water tower and water line cleaning
improvements.
1.02. The Zone 7 A 2004 Street Reconstruction Improvements, the Zone 7BIlA 2006
Street and Utility Improvements and Huset Parkway Improvements are referred to collectively as
the "Assessable Improvements" and Zone 1B, 2, 3, water tower and water line cleaning
improvements are referred to as the "Utility System Improvements".
1.03. The City has determined that, within 30 days after publication of the Ordinance, no
petition for a referendum on issuance of bonds was received by the City in accordance with the City
Charter, and accordingly the City has determined to issue its $4,075,000 General Obligation
Improvement and Utility Revenue Bonds, Series 2006A (the "Bonds") in order to finance the
Assessable Improvements and the Utility System Improvements.
1.04. The proposal of Robert W. Baird & Co. (the "Purchaser") to purchase the Bonds of
the City described in the Terms of Proposal thereofis found and determined to be a reasonable offer
and is accepted, the proposal being to purchase the Bonds at a price of $4,113,840.85 for Bonds
bearing interest as follows:
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Year of Interest Year of Interest
Maturity Rate Maturity Rate
2008 4.00% 2015 4.00%
2009 4.00 2016 4.00
2010 4.00 2017 4.00
2011 4.00 2018 4.00
2012 4.00 2019 4.00
2013 4.00 2020 4.00
2014 4.00
True interest cost: 3.7980266%
1.05. Purchase Contract. The sum of $89,779 being the amount proposed by the
Purchaser in excess of $4,024,062 shall be credited to the Construction Fund under Section 4.01
hereof. The City Finance Director is directed to retain the good faith check of the Purchaser,
pending completion of the sale of the Bonds, and to return the good faith checks of the unsuccessful
proposers. The Mayor and City Manager are directed to execute a contract with the Purchaser on
behalf of the City.
1.06. Tenus and Principal Amounts of the Bonds. The City will forthwith issue and sell
the Bonds pursuant to Minnesota Statutes, Section 444.075 and Chapters 429 and 475 (the "Act"),
in the total principal amount of $4,075,000, originally dated December 7, 2006, in the denomination
of $5,000 each or any integral multiple thereof, numbered No. R-1, upward, bearing interest as
above set forth, and maturing serially on February 1 in the years and amounts as follows:
Year i:\~'110unt Year Amount
2008 $275,000 2015 $245,000
2009 440,000 2016 250,000
2010 485,000 2017 270,000
2011 520,000 2018 25,000
2012 565,000 2019 25,000
2013 465,000 2020 25,000
2014 485,000
$3,405,000 of the Bonds (the "Improvement Bonds") maturing in the amounts and on the dates set
forth below are being issued to finance the Assessable Improvements:
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Year Amount Year Amount
2008 $225,000 2015 $170,000
2009 385,000 2016 175,000
2010 425,000 2017 190,000
2011 455,000 2018 25,000
2012 500,000 2019 25,000
2013 395,000 2020 25,000
2014 410,000
The remaining $670,000 of the Bonds (the "Utility Revenue Bonds") maturing in the amounts and
on the dates set forth below are being issued to finance the Utility System Improvements:
Year Amount Year Amount
2008 $50,000 2013 $70,000
2009 55,000 2014 75,000
2010 60,000 2015 75,000
2011 65,000 2016 75,000
2012 65,000 2017 80,000
1.07. Optional Redemption. The City may elect on February 1, 2013, and on any day
thereafter to prepay Bonds due on or after February 1, 2014. 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 detennine. If less
than all Bonds of a maturity are called for redemption, the City will notifY DTC (as defined in
Section 7 hereof) of the particular amount of such maturity to be prepaid. DTC will determine by
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will then select by lot the beneficial ownership interests in such maturity to be redeemed.
Prepayments will be at a price of par plus accrued interest.
Section 2.
Registration and Payment.
2.01. Registered Form. The Bonds will be issued only in fully registered form. The
interest thereon and, upon surrender of each Bond, the principal amount thereof, is payable by check
or draft issued by the Registrar described herein.
2.02. Dates; Interest Payment Dates. Each Bond will be dated as of the last interest
payment date preceding the date of authentication to which interest on the Bond has been paid or
made available for payment, unless (i) the date of authentication is an interest payment date to
which interest has been paid or made available for payment, in which case the Bond will be dated as
of the date of authentication, or (ii) the date of authentication is prior to the first interest payment
date, in which case the Bond will be dated as of the date of original issue. The interest on the Bonds
will be payable on February 1 and August 1 of each year, commencing August 1, 2007, to the
registered owners of record thereof as of the close of business on the fifteenth day of the
immediately preceding month, whether or not that day is a business day.
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2.03. Registration. 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 which the Registrar provides for the registration of ownership of Bonds and the
registration of transfers and exchanges of Bonds entitled to be registered, transferred or
exchanged.
(b) Transfer of Bonds. Upon surrender for transfer of a Bond duly endorsed by the
registered owner thereof or accompanied by a written instrument of transfer, in form
satisfactory to the Registrar, duly executed by the registered owner thereof or by an attorney
duly authorized by the registered owner in writing, the Registrar will authenticate and
deliver, in the name of the designated transferee or transferees, one or more new Bonds of a
like aggregate principal amount and maturity, as requested by the transferor. The Registrar
may, however, close the books for registration of any transfer after the fifteenth day of the
month preceding each interest payment date and until that interest payment date.
(c) Exchange of Bonds. When Bonds are surrendered by the registered owner for
exchange the Registrar will authenticate and deliver one or more new Bonds of a like
aggregate principal amount and maturity as requested by the registered owner or the owner's
attorney in writing.
(d) Cancellation. Bonds surrendered upon transfer or exchange will be promptly
cancelled by the Registrar and thereafter disposed of as directed by the City.
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transfer, the Registrar may refuse to transfer the Bond until the Registrar is satisfied that the
endorsement on the Bond or separate instrument of transfer is valid and genuine and that the
requested transfer is legally authorized. The Registrar will incur no liability for the refusal,
in good faith, to make transfers which it, in its judgment, deems improper or unauthorized.
(f) Persons Deemed Owners. The City and the Registrar may treat the person in whose
name a Bond is registered in the bond register as the absolute owner of the Bond, whether
the Bond is overdue or not, for the purpose of receiving payment of, or on account of, the
principal of and interest on the Bond and for all other purposes, and payments so made to a
registered owner or upon the owner's order will be valid and effectual to satisfY and
discharge the liability upon the Bond to the extent of the sum or sums so paid.
(g) Taxes, Fees and Charges. The Registrar may impose a charge upon the owner
thereof for a transfer or exchange of Bonds sufficient to reimburse the Registrar for any tax,
fee or other governmental charge required to be paid with respect to the transfer or
exchange.
(h) Mutilated, Lost, Stolen or Destroyed Bonds. If a Bond becomes mutilated or is
destroyed, stolen or lost, the Registrar will deliver a new Bond of like amount, number,
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maturity date and tenor in exchange and substitution for and upon cancellation of the
mutilated Bond or in lieu of and in substitution for a Bond destroyed, stolen or lost, upon the
payment of the reasonable expenses and charges of the Registrar in connection therewith;
and, in the case of a Bond destroyed, stolen or lost, upon filing with the Registrar of
evidence satisfactory to it that the Bond was destroyed, stolen or lost, and of the ownership
thereof, and upon furnishing to the Registrar of an appropriate bond or indemnity in form,
substance and amount satisfactory to it and as provided by law, in which both the City and
the Registrar must be named as obligees. Bonds so surrendered to the Registrar will be
cancelled by the Registrar and evidence of such cancellation must be given to the City. If
the mutilated, destroyed, stolen or lost Bond has already matured or been called for
redemption in accordance with its terms it is not necessary to issue a new Bond prior to
payment.
(i) Redemption. In the event any of the Bonds are called for redemption, notice
thereof identifying the Bonds to be redeemed will be given by the Registrar by mailing a
copy of the redemption notice by first class mail (postage prepaid) to the registered owner
of each Bond to be redeemed at the address shown on the registration books kept by the
Registrar and by publishing the notice if required by law. Failure to give notice by
publication or by mail to any registered owner, or any defect therein, will not affect the
validity of 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 time.
2.04. Appointment of Initial Registrar. The City appoints U.S. Bank National
Association, St. 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
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VJ.. ,""V..LJ...:"V.l.lUUL.LV.Ll VJ.. L.1.1'" .L"-""6.llJL.lUJ VV H..I,I. "J.lVL1J""1 ,,",VI,!-HJlu..L1VJI, Jj \.J.1'" ""'jJl,.I..U"J.J.l6 "'"'V.l.pV.l.u........'-.J'..l..l ..h.J ....... ULU-ll'\t. V.l.
trust company authorized by law to conduct such business, the resulting corporation is authorized to
act as successor Registrar. The City agrees to pay the reasonable and customary charges of the
Registrar for the services performed. The City reserves the right to remove the Registrar upon 30
days' notice and upon the appointment of a successor Registrar, in which event the predecessor
Registrar must deliver all cash and Bonds in its possession to the successor Registrar and must
deliver the bond register to the successor Registrar. On or before each principal or interest due date,
without further order of this Council, the City Finance Director must transmit to the Registrar
moneys sufficient for the payment of all principal and interest then due.
2.05. Execution, Authentication and Delivery. The Bonds will be prepared under the
direction of the City Manager and executed on behalf of the City by the signatures of the Mayor and
the City Manager, provided that all signatures may be printed, engraved or lithographed facsimiles
of the originals. If an officer whose signature or a facsimile of whose signature appears on the
Bonds ceases to be such officer before the delivery of any Bond, that signature or facsimile will
nevertheless be valid and sufficient for all purposes, the same as if the officer had remained in office
until delivery. Notwithstanding such execution, a Bond will not be valid or obligatory for any
purpose or entitled to any security or benefit under this Resolution unless and until a certificate of
authentication on the Bond has been duly executed by the manual signature of an authorized
representative of the Registrar. Certificates of authentication on different Bonds need not be signed
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by the same representative. The executed certificate of authentication on a Bond is conclusive
evidence that it has been authenticated and delivered under this Resolution. When the Bonds have
been so prepared, executed and authenticated, the City Manager will deliver the same to the
Purchaser upon payment of the purchase price in accordance with the contract of sale heretofore
made and executed, and the Purchaser is not obligated to see to the application of the purchase
pnce.
2.06. Temporary Bonds. The City may elect to deliver in lieu of printed definitive Bonds
one or more typewritten temporary Bonds in substantially the fonn set forth in Section 3 with such
changes as may be necessary to reflect more than one maturity in a single temporary bond. Upon
the execution and delivery of definitive Bonds the temporary Bonds will be exchanged therefor and
cancelled.
Section 3.
Form of Bond.
3.01. Execution of the Bonds. The Bonds will be printed or typewritten in substantially
the following form:
No. R-
UNITED STATES OF AMERICA
STATE OF MINNESOTA
COUNTY OF ANOKA
CITY OF COLUMBIA HEIGHTS
GENERAL OBLIGATION IMPROVEMENT AND UTILITY
REVENUE BOND, SERIES 2006A
Date of
Rate
Maturity
Original Issue
CUSIP
February 1,20_
December 7, 2006
Registered Owner: Cede & Co.
The City of Columbia Heights, Minnesota, a duly organized and existing municipal
corporation in Anoka County, Minnesota (the "City"), acknowledges itself to be indebted and for
value received hereby promises to pay to the Registered Owner specified above or registered
assigns, the principal sum of $ on the maturity date specified above, with interest
thereon from the date hereof at the annual rate specified above, payable February 1 and August 1 in
each year, commencing August 1,2007, to the person in whose name this Bond is registered at the
close of business on the fifteenth day (whether or not a business day) of the immediately preceding
month. The interest hereon and, upon presentation and surrender hereof, the principal hereof are
payable in lawful money of the United States of America by check or draft by U.S. Bank National
Association, S1. Paul, Minnesota, as Registrar, Paying Agent, Transfer Agent and Authenticating
Agent, or its designated successor under the Resolution described herein. For the prompt and full
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payment of such principal and interest as the same respectively become due, the full faith and credit
and taxing powers of the City have been and are hereby irrevocably pledged.
The City may elect on February 1,2013, and on any day thereafter to prepay Bonds due on
or after February 1, 2014. Redemption may be in whole or in part and ifin 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 ("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 will be at a price of par plus
accrued interest.
The City Council 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 financial
institutions and within the $10 million limit allowed by the Code for the calendar year of issue.
This Bond is one of an issue in the aggregate principal amount of $4,075,000 all of like
original issue date and tenor, except as to number, maturity date, redemption privilege, and interest
rate, all issued pursuant to a resolution adopted by the City Council on November 13, 2006
(the "Resolution"), for the purpose of providing money to aid in financing various improvements to
the water and sewage disposal system of the City and certain other local improvements, pursuant to
and in full conformity with the Constitution and laws of the State of Minnesota, including
Minnesota Statutes, Section 444.075 and Chapters 429 and 475 and the principal hereof and interest
hereon are payable in part from the net revenues of the utility system of the City, in part from
special assessments levied against property specially benefited by local improvements, and in part
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.l.lVll1 au vatU.l"".l11 lUA\.I.:l .LV!. L.l.lV'-'.1L] 0 .':'-1.1".L",,", V.L ".lA,""' ""'v~:)'" '-J.L U.1.V .......Llp.1.V"......J...l..l........I..u...u, u..l..1.~........., ....._~ .1.'-'.&-.."'.... ........1. ........-
Resolution to which reference is made for a full statement of rights and powers thereby conferred.
The full faith and credit of the City are irrevocably pledged for payment of this Bond and the City
Council has obligated itself to levy additional ad valorem taxes on all taxable property in the City in
the event of any deficiency in net revenues, special assessments and taxes pledged, which taxes may
be levied without limitation as to rate or amount. The Bonds of this series are issued only as fully
registered Bonds in denominations of$5,000 or any integral multiple thereof of single maturities.
As provided in the Resolution and subject to certain limitations set forth therein, this Bond is
transferable upon the books of the City at the principal office of the 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 Registrar, duly executed by the
registered owner or the owner's attorney; and may also be surrendered in exchange for Bonds of
other authorized denominations. Upon such transfer or exchange the City will cause a new Bond or
Bonds to be issued in the name of the transferee or registered owner, of the same aggregate
principal amount, bearing interest at the same rate and maturing on the same date, subject to
reimbursement for any tax, fee or governmental charge required to be paid with respect to such
transfer or exchange.
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The City and the Registrar may deem and treat the person in whose name this Bond is
registered as the absolute owner hereof, whether this Bond is overdue or not, for the purpose of
receiving payment and for all other purposes, and neither the City nor the Registrar will be affected
by any notice to the contrary.
IT IS HEREBY CERTIFIED, RECITED, COVENANTED AND AGREED that all acts,
conditions and things required by the home rule charter of the City and the Constitution and laws of
the State of Minnesota to be done, to exist, to happen and to be performed preliminary to and in the
issuance of this Bond in order to make it a valid and binding general obligation of the City in
accordance with its terms, have been done, do exist, have happened and have been performed as so
required, and that the issuance of this Bond does not cause the indebtedness of the City to exceed
any constitutional, statutory or charter limitation of indebtedness.
This Bond is not valid or obligatory for any purpose or entitled to any security or benefit
under the Resolution until the Certificate of Authentication hereon has been executed by the
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 facsimile or manual
signatures of the Mayor and City Manager and has caused this Bond to be dated as of the date set
forth below.
Dated: November 13, 2006
CITY OF COLUMBIA HEIGHTS,
MINNESOTA
,~
Attest: Patricia Muscovitz, c+
. CMC Deputy City Clerk/CouncIl Secretary
CERTIFICATE OF AUTHENTICATION
This is one of the Bonds delivered pursuant to the Resolution mentioned within.
U.S. BANK NATIONAL ASSOCIATION
By
Authorized Representative
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The following abbreviations, when used in the inscription on the face of this Bond, will be
construed as though they were written out in full according to applicable laws or regulations:
TEN COM -- as tenants
III common
UNIF GIFT MIN ACT Custodian
(Cust) (Minor)
TEN ENT -- as tenants
by entireties
under Uniform Gifts or
Transfers to Minors
JT TEN --
as joint tenants with
right of survivorship and
not as tenants in common
Act. . . . . .
(State)
Additional abbreviations may also be used though not in the above list.
(The remainder of this page is intentionally left blank.)
ASSIGNMENT
F or value received, the undersigned hereby sells, assigns and transfers unto
tho n,~th;.... 0"....,.1 "....,.1 ,,11 ";...ht<, th"',."'"....r1"',. "....r!
t.l.l\.l VV.lt-J..J..J...1-.l .LIV.l.lU U.lJU u.J.1 1.15J..IL~ Ll.1........1......U..l..l.'-"""'.I., '-A..I..I......
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 any change
whatever.
Signature Guaranteed:
Signature(s) must be guaranteed by a financial institution that is a member of the Securities Transfer
Agent Medallion Program ("STEMP"), the Stock Exchange Medallion Program ("SEMP"), the
New York Stock Exchange, Inc. Medallion Signatures Program ("MSP") or other such "signature
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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 Registrar will not effect transfer of this Bond unless the information concerning the
assignee requested below is provided.
Name and Address:
(Include information for all joint owners if this
Bond is held by joint account.)
Please insert social security or other
identifying number of assignee
PROVISIONS AS TO REGISTRATION
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.
~; crn~tnrA A.f
UJ.51.U...."'uJ."'" '-'.I..
Date of Registration
Registered Owner
Officer of Registrar
Cede & Co.
Federal ID #13-2555119
3.02. Approving Legal Opinion. The City Manager will obtain a copy of the proposed
approving legal opinion of Kennedy & Graven, Chartered, Minneapolis, Minnesota, which will be
complete except as to dating thereof and will cause the opinion to be printed on or accompany each
Bond.
Section 4.
Payment; Security; Pledges and Covenants.
4.01. Debt Service Fund and Accounts Maintained in the Debt Service Fund. (a) The
Bonds are payable :from the General Obligation Improvement and Utility Revenue Bonds, Series
2006A Debt Service Fund (the "Debt Service Fund") hereby created. The City will maintain an
"Improvements Account" (the "Improvements Account") and a "Sewer and Water Utilities
Account" (the "Utilities Account") in the Debt Service Fund.
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(b) The City Manager will timely deposit in the Improvements Account the special
assessments (the "Assessments") and taxes (the "Taxes") levied or to be levied for the Assessable
Improvements, which Assessments and Taxes are pledged to that account of the Debt Service Fund.
If any payment of principal or interest on the Improvement Bonds portion of the Bonds will become
due when there is not sufficient money in the Improvements Account of the Debt Service Fund to
pay the same, the Finance Director is directed to pay such principal or interest from the general fund
of the City, and the general fund will be reimbursed for such advances out of the proceeds of
Assessments and Taxes when received.
(c) The City will create and continue to operate its Water and Sewer Fund to which will
be credited all gross revenues of the water and sewer plant and system and out of which will be paid
all normal and reasonable expenses of current operations of the water and sewer plant and system.
Any balance therein are deemed net revenues and will be transferred, from time to time, to the
Utilities Account of Debt Service Fund, hereby created in the Water and Sewer Fund, which
account will be used only to pay principal of and interest on Utility Revenue Bonds portion of the
Bonds and any other bonds similarly authorized. There will always be retained in the Utilities
Account of the Debt Service Fund a sufficient amount to pay principal of and interest on all the
Utility Revenue Bonds portion of the Bonds and the City Manager must report any current or
anticipated deficiency in the Utilities Account to the City Council.
(d) The proceeds of the Bonds, less the appropriations made in paragraphs (b) and (c),
together with any other funds appropriated during the construction of the Assessable Improvements
and Utility Improvements (collectively, the "Improvements") will be deposited in an Assessable
Improvements subaccount and a Utility Improvements subaccount, respectively, in a separate
construction fund to be used solely to defray expenses of the Improvements and the payment of
principal and interest on the Bonds prior to the completion and payment of all costs of the Projects.
There is also appropriated to the Assessahle Improvements subaccount $75,019.29, representing a
portion of the amount over the minimum purchase price paid by the Purchaser; and there is
appropriated to the Utility Improvements subaccount $14,759.66, representing a portion of the
amount over the minimum purchase price paid by the Purchaser. When the Improvements are
completed and the cost thereof paid, the construction account is to be closed and any balance in the
respective subaccounts therein to be deposited in the Improvements Account and the Utilities
Account, respectively, of the Debt Service Fund, as the case may be.
4.02. Covenants Regarding Assessable Improvements. It is hereby determined that the
Assessable Improvements will directly and indirectly benefit abutting property, and the City hereby
covenants with the holders from time to time of the Bonds as follows:
(a) The City has caused or will cause the Assessments for the Assessable
Improvements to be promptly levied so that the first installment will be collectible not
later than 2007 and will take all steps necessary to assure prompt collection, and the levy
of the Assessments is hereby authorized. The City Council will cause to be taken with
due diligence all further actions that are required for the construction of each
Improvement financed wholly or partly from the proceeds of the Improvement Bonds
portion of the Bonds, and will take all further actions necessary for the final and valid
levy of the Assessments and the appropriation of
any other funds needed to pay the Improvement Bonds portion of the Bonds and interest
thereon when due.
(b) In the event of any current or anticipated deficiency in Assessments and Taxes, the
City Council will levy additional ad valorem taxes in the amount of the current or
anticipated deficiency.
(c) The City will keep complete and accurate books and records showing: receipts and
disbursements in connection with the Assessable Improvements, Assessments and Taxes
levied therefor and other funds appropriated for their payment, collections thereof and
disbursements therefrom, monies on hand and, the balance of unpaid Assessments and
Taxes.
(d) The City will cause its books and records to be audited at least annually and will
furnish copies of such audit reports to any interested person upon request.
4.03. Covenants Regarding Utility System Improvements. The City Council covenants
and agrees with the holders of the Bonds that so long as any of the Utility Revenue portion of the
Bonds remain outstanding and unpaid, it will keep and enforce the following covenants and
agreements:
(a) Maintenance and Operation of System. The City will continue to maintain and
efficiently operate the water and sewer plant and system as public utilities and conveniences
free from competition of other like utilities and will cause all revenues therefrom to be
deposited in bank accounts and credited to the water and sewer system accounts as
hereinabove provided, and will make no expenditures from those accounts except for a duly
.,nth"M7prl .....nrn"C'p <:>.....rl,..... <:>{,{,"1'rl<:>.....{'p "'1th th1C' 1'p~{"\111t1{"\"'"
UU.L.l...LV.I..l.L.<,",,"-I- yu..I.yvu_ .......I..I.~ ..L.I..1. ___V.&._~.I.__ ,".&."""-.... ........L..L.... ..._.............._..................e
(b) Utilities Account to be Maintained as Separate Account. The City will also maintain
the Utilities Account of the Debt Service Fund as a separate account in the Water and Sewer
Fund and will cause money to be credited thereto from time to time, out of net revenues
from the water and sewer plant and system in sums sufficient to pay principal of and interest
on the Utility Revenue Bonds portion ofthe Bonds when due.
(c) Books of Records and Accounts Relating to the System. The City will keep and
maintain proper and adequate books of records and accounts separate from all other records
of the City in which will be complete and correct entries as to all transactions relating to the
water and sewer plant and system and which will be open to inspection and copying by any
bondholder, or the bondholder's agent or attorney, at any reasonable time, and it will furnish
certified transcripts therefrom upon request and upon payment of a reasonable fee therefor,
and said account will be audited at least annually by a qualified public accountant and
statements of such audit and report will be furnished to all bondholders upon request.
(d) Persons Handling Revenues and Banks Receiving Deposits. The City Council will
cause persons handling revenues of the water and sewer plant and system to be bonded in
reasonable amounts for the protection of the City and the bondholders and will cause the
13
funds collected on account of the operations of the water and sewer plant and system to be
deposited in a bank whose deposits are guaranteed under the Federal Deposit Insurance
Law.
(e) Insurance. The Council will keep the water and sewer plant and system insured at
all times against loss by fire, tornado and other risks customarily insured against with an
insurer or insurers in good standing, in such amounts as are customary for like plants, to
protect the holders, from time to time, of the Bonds and the City from any loss due to any
such casualty and will apply the proceeds of such insurance to make good any such loss.
(t) Performance of Duties. The City and each and all of its officers will punctually
perform all duties with reference to the water and sewer plant and system as required by
law.
(g) Pledge to Produce Revenues. The City will impose and collect charges of the nature
authorized by Minnesota Statutes, Section 444.075 at the times and in the amounts required
to produce, net revenues adequate to pay all principal and interest when due on the Utility
Revenue Bonds portion of the Bonds and to create and maintain such reserves securing said
payments as may be provided in this resolution.
(h) Payment of Deficiencies, if Any. The City Council will levy general ad valorem
taxes on all taxable property in the City, when required to meet any deficiency in net
revenues.
4.04. Pledge of Taxes. It is determined that at least 20% of the cost of the Assessable
Improvements will be specially assessed against benefited properties. For the purpose of paying
the principal of and interest on the Improvement Bonds portion of the Bonds, there is levied a
direct annual irrepealable ad valorem tax (the "Taxes") upon all of the taxable property in the
City, which will be spread upon the tax rolls and collected with and as part of other general taxes
of the City. The taxes will be credited to the Improvement Account of the Debt Service Fund
above provided and will be in the years and amounts as follows (year stated being year of levy
collection):
Year l&Yy
(See Exhibit A)
4.05. Certification to Manager of Pro pert V Records & Taxation as to Debt Service Fund
Amount. (a) It is hereby determined that the estimated collections of Assessments and the
foregoing Taxes will produce at least five percent in excess of the amount needed to meet when
due the principal and interest payments on the Improvement Bonds portion of the Bonds. The
tax levy herein provided is irrepealable until all of the Bonds are paid, provided that at the time
the City makes its annual tax levies the City Manager may certify to the Manager of Property
Records & Taxation of Anoka County the amount available in the Improvement Account of the
Debt Service Fund to pay principal and interest due during the ensuing year, and the Manager of
14
Property Records & Taxation will thereupon reduce the levy collectible during such year by the
amount so certified.
(b) It is hereby detennined that the estimated collection of net revenues for the
payment of principal and interest on the Utility Revenue Bonds portion of the Bonds will
produce at least five percent in excess of the amount needed to meet, when due, the principal and
interest payments on such portion of the Bonds and that no tax levy is needed at this time with
respect to the Utility Revenue Bonds portion of the Bonds.
4.06. Manager of Property Records & Taxation Certificate as to Registration. The City
Manager is directed to file a certified copy of this Resolution with the Manager of Property Records
& Taxation of Anoka County and obtain the certificate required by Minnesota Statutes, Section
475.63.
Section 5.
Authentication of Transcript.
5.01. City Proceedings and Records. The officers of the City are authorized and directed
to prepare and furnish to the Purchaser and to the attorneys approving the Bonds, certified copies of
proceedings and records of the City relating to the Bonds and to the financial condition and affairs
of the City, and such other certificates, affidavits and transcripts as may be required to show the
facts within their knowledge or as shown by the books and records in their custody and under their
control, relating to the validity and marketability of the Bonds, and such instruments, including any
heretofore furnished, will be deemed representations of the City as to the facts stated therein.
5.02. Certification as to Official Statement. The Mayor, City Manager and Finance
Director are authorized and directed to certifY that they have examined the Official Statement
__..-.-,...........",.1 n.......rl ~~"'''''''"'111l''\+t3r1 ~'t"'\ ro.A......"na,....+~^-n nT~th tho. 1vC"nt:l1"'l~,::3Io '=1nrl C"":llA f'\.fthp 'QAnrlc -=anA th~t tn thP hP~t f'\f
j!.l\.lpOl\..iU aJ.iU \..IIJ.vUJ.C.U.,VU J..l.l vVJ.llJ."'.....".lVJ..1 YVJ.LA.! LJ...l"" .100U<<..4.I..I'I..,I"" (.4.lU."" \.Ju.......... VL ....l.l.V .LJ''-J.I..I.......u u..l.L...... "'.I....u.....'" "''"' "......1._ ,-,_v\- "".....
their knowledge and belief the Official Statement is a complete and accurate representation of the
facts and representations made therein as of the date of the Official Statement.
5.03. Payment of Costs of Issuance. The City authorizes the Purchaser to forward the
amount of Bond proceeds allocable to the payment of issuance expenses (other than amounts
payable to Kennedy & Graven, Chartered as Bond Counsel) to U.S. Trust Company,
Minneapolis, Minnesota on the closing date for further distribution as directed by the City's
financial adviser, Ehlers & Associates, Inc.
Section 6.
Tax Covenant.
6.01. Tax-Exempt Bonds. The City covenants and agrees with the holders from time 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 affirmative action within its power that may be necessary
to ensure that such interest will not become subject to taxation under the Code and applicable
15
Treasury Regulations, as presently existing or as hereafter amended and made applicable to the
Bonds.
6.02. No Rebate Required. (a) The City will comply with requirements necessary
under the Code to establish and maintain the exclusion from gross income of the interest on the
Bonds under Section 103 of the Code, including without limitation requirements relating to
temporary periods for investments, limitations on amounts 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 2006) exceed the
small-issuer exception amount of $5,000,000.
(b) For purposes of qualifying for the small issuer exception to the federal arbitrage
rebate requirements, the City finds, determines 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)(D) ofthe
Code.
6.03. Not Private Activity Bonds. 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 "private activity bonds" within the meaning of Sections 103 and 141 through 150 of
the Code.
6.04. Qualified Tax-Exempt Obligations. 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 designates the Bonds as "qualified tax-exempt obligations" for purposes
of Section 265(b )(3) of the Code;
(c) the reasonably anticipated amount of tax-exempt obligations (other than private
activity bonds that are not qualified 501(c)(3) bonds) which will be issued by the City (and all
subordinate entities of the City) during calendar year 2006 will not exceed $10,000,000; and
(d) not more than $10,000,000 of obligations issued by the City during calendar year
2006 have been designated for purposes of Section 265(b)(3) of the Code.
6.05. Procedural Requirements. The City will use its best efforts to comply with any
federal procedural requirements which may apply in order to effectuate the designations made by
this section.
16
Section 7.
Book-Entry System; Limited Obligation of City.
7.01. DTC. The Bonds will be initially issued in the form of a separate single typewritten
or printed fully registered Bond for each of the maturities set forth in Section 1.03 hereof. Upon
initial issuance, the ownership of each Bond will be registered in the registration books kept by the
Registrar in the name of Cede & Co., as nominee for The Depository Trust Company, New York,
New York, and its successors and assigns ("DTC"). Except as provided in this section, all of the
outstanding Bonds will be registered in the registration books kept by the Registrar in the name of
Cede & Co., as nominee ofDTC.
7.02. Participants. With respect to Bonds registered in the registration books kept by the
Registrar in the name of Cede & Co., as nominee of DTC, the City, the Registrar and the Paying
Agent will have no responsibility or obligation to any broker dealers, banks and other financial
institutions from time to time for which DTC holds Bonds as securities depository
(the "Participants") or to any other person on behalf of which a Participant holds an interest in the
Bonds, including but not limited to any responsibility or obligation with respect to (i) the accuracy
of the records of DTC, Cede & Co. or any Participant with respect to any ownership interest in the
Bonds, (ii) the delivery to any Participant or any other person (other than a registered owner of
Bonds, as shown by the registration books kept by the Registrar), of any notice with respect to the
Bonds, including any notice of redemption, or (iii) the payment to any Participant or any other
person, other than a registered owner of Bonds, of any amount with respect to principal of,
premium, if any, or interest on the Bonds. The City, the Registrar and the Paying Agent may treat
and consider the person in whose name each Bond is registered in the registration books kept by the
Registrar as the holder and absolute owner of such Bond for the purpose of payment of principal,
premium and interest with respect to such Bond, for the purpose of registering transfers with respect
to such Bond, and for all other purposes. The Paying Agent will pay all principal of, premium, if
<In" <lnr1,ntprpd rm thp Ronr1~ onl" to or on thp orrlpr of thp rpc;:npdlvP' rp'O"lc;:tp.rp.rl ()wnerc;: 1lC;: c;:h()wn
-.......J' -............. .............-...-....... ............... ...........- .--................-...... .....................1 ........... .......... ............... .........- ..........--..... ........... ...........- ....-.....r-.-.--. - --0-'---'--'- - ..----'-'7 --~ '---- ,---
in the registration books kept by the Registrar, and all such payments will be valid and effectual to
fully satisfY and discharge the City's obligations with respect to payment of principal of, premium,
if any, or interest on the Bonds to the extent of the sum or sums so paid. No person other than a
registered owner of Bonds, as shown in the registration books kept by the 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 Registrar
and Paying Agent.
7.03. Representation Letter. The City has heretofore executed and delivered to DTC a
Blanket Issuer Letter of Representations (the "Representation Letter") which will govern
payment of principal of, premium, if any, and interest on the Bonds and notices with respect to
the Bonds. Any Paying Agent or Registrar subsequently appointed by the City with respect to
the Bonds will agree to take all action necessary for all representations of the City in the
Representation letter with respect to the Registrar and Paying Agent, respectively, to be
complied with at all times.
17
7.04. Transfers Outside Book-Entry System. In the event the City, by resolution of the
City Council, determines that it is in the best interests of the persons having beneficial interests in
the Bonds that they be able to obtain Bond certificate, the City will notify DTC, whereupon DTC
will notify the Participants, of the availability through DTC of Bond certificates. In such event the
City will issue, transfer and exchange Bond certificates as requested by DTC and any other
registered owner in accordance with the provisions of this Resolution. DTC may detennine to
discontinue providing its services with respect to the Bonds at any time by giving notice to the City
and discharging its responsibilities with respect thereto under applicable law. In such event, if no
successor securities depository is appointed, the City will issue and the Registrar will authenticate
Bond certificates in accordance with this resolution and the provisions hereof will apply to the
transfer, exchange and method of payment thereof.
7.05. Payments to Cede & Co. Notwithstanding any other provision of this Resolution to
the contrary, so long as a Bond is registered in the name of Cede & Co., as nominee of DTC,
payments with respect to principal of, premium, if any, and interest on the Bond and all notices with
respect to the Bond will be made and given, respectively in the manner provided in DTC's
Operational Arrangements, as set forth in the Representation Letter.
Section 8.
Continuing Disclosure.
8.01. Limited Continuing Disclosure. In order to qualify the Bonds for limited
continuing disclosure 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
ClOro......"";+;OCl .:ht:lt nro..1"'13 avo"t"'nnt +;"n.n-l. tho ~Pr' DllL::~ '1"'\11....."l1':1-nt tn 1"'\'.:lrglTr~nh (;1'\/1'\ thprpf'\f
Ll""""'U-J..1L-J."'.:l L-..L.U..tL \'V"-'A.'" .......^"'LJ.lt'L .I-.1''/..lI..1 1,..1.1."-' U.L..t'-' ..L....u..lV yu..l.>JU.U....lL LV yU,LlA-bLU.'p.I..1. \......J\.&.J L.l..J........._V.L.
8.02. City Compliance with Provisions of Continuing Disclosure Certificate. The City
hereby covenants and agrees that it will comply with and carry out all of the provisions of the
Continuing Disclosure Certificate. Notwithstanding any other provision of this Resolution,
failure ofthe City to comply with the Continuing Disclosure Certificate will not be considered an
event of default with respect to the Bonds; however, any Bondholder may take such actions as
may be necessary and appropriate, including seeking mandate or specific perfonnance by court
order, to cause the City to comply with its obligations under this section.
8.03. Execution of Continuing Disclosure Certificate. "Continuing Disclosure
Certificate" means that certain Continuing Disclosure Certificate executed by the Mayor and
City Manager and dated the date of issuance and delivery of the Bonds, as originally executed
and as it may be amended from time to time in accordance with the terms thereof.
18
Section 9. Defeasance. When all Bonds (or all of either the Improvement Bonds or
Utility Revenue Bonds portion thereot) have been discharged as provided in this section, all
pledges, covenants and other rights granted by this resolution (with respect to the Improvement
Bonds or Utility Revenue Bonds portion of the Bonds, as the case may be) to holders of the
Bonds will cease, except that the pledge of the full faith and credit of the City for the prompt and
full payment of the principal of and interest on the Bonds will remain in full force and effect.
The City may discharge all Bonds (or all of either the Improvement Bonds or Utility Revenue
Bonds portion thereot) which are due on any date by depositing with the Registrar on or before
that date a sum sufficient for the payment thereof in full. If any Bond should not be paid when
due, it may nevertheless be discharged by depositing with the Registrar a sum sufficient for the
payment thereof in full with interest accrued to the date of such deposit.
(The remainder of this page is intentionally left blank.)
19
The motion for the adoption of the foregoing resolution was duly seconded by Member
Williams, and upon vote being taken thereon, the following voted in favor thereof:
Peterson, Diehm, Kelzenberg, Nawrocki and Williams;
and the following voted against the same:
none;
whereupon said resolution was declared duly passed and adopted.
20
STATE OF MINNESOTA )
)
COUNTY OF ANOKA ) SS.
)
CITY OF COLUMBIA HEIGHTS )
I, the undersigned, being the duly qualified and acting Manager of the City of Columbia
Heights, Anoka County, Minnesota, do hereby certify that I have carefully compared the attached
and foregoing extract of minutes of a regular meeting of the City Council of the City held on
November 13, 2006 with the original minutes on file in my office and the extract is a full, true and
correct copy of the minutes insofar as they relate to the issuance and sale of $4,075,000 General
Obligation Improvement and Utility Revenue Bonds, Series 2006A of the City.
WITNESS My hand officially as such Manager and the corporate seal of the City this 14th
day of November, 2006.
t:/Lltl~
City Manager
Columbia Heights, Minnesota
(SEAL)
A-I
YEAR *
EXHIBIT A
TAX LEVY SCHEDULE
TAX LEVY
*Year tax levy collected.
2007
2008
2009
2010
2011
2012
2013
2014
2015
2016
A-2
$ 15,783
148,263
178,682
196,922
229,651
102,990
106,739
101,652
104,055
116,748