HomeMy WebLinkAbout2023-079CITY OF COLUMBIA HEIGHTS, MINNESOTA
RESOLUTION NO.2023-079
A RESOLUTION AWARDING THE SALE OF TAXABLE
GENERAL OBLIGATION TEMPORARY TAX INCREMENT
REFUNDING BONDS, SERIES 2023A, IN THE ORIGINAL
AGGREGATE PRINCIPAL AMOUNT OF $6,615,000; FIXING
THEIR FORM AND SPECIFICATIONS; DIRECTING THEIR
EXECUTION AND DELIVERY; PROVIDING FOR THEIR
PAYMENT; AUTHORIZING THE EXECUTION OF
DOCUMENTS IN CONNECTION THEREWITH; AND
PROVIDING FOR THE REDEMPTION OF BONDS REFUNDED
THEREBY
BE IT RESOLVED By the City Council of the City of Columbia Heights, Anoka County,
Minnesota (the "City"), as follows:
Section 1. Sale of the Bond.
1.01. Authorization. Pursuant to a resolution adopted by the City Council on
October 23, 2023, the City authorized the sale of its Taxable General Obligation Temporary Tax
Increment Refunding Bonds, Series 2023A (the "Bond"), pursuant to Minnesota Statutes, Chapters 469
and 475, as amended, including Sections 469.174 through 469.1794, particularly Section 469.178,
subdivision 5, Section 475.65, subdivision 6, and Section 475.67, subdivision 3 (collectively, the "Act"),
to refinance the City's Taxable General Obligation Temporary Tax Increment Bonds, Series 2021A (the
"Refunded Bond"), dated July 29, 2021, issued in the original aggregate principal amount of $5,935,000.
The Refunded Bond is outstanding in the full principal amount as is subject to optional redemption on or
after August 1, 2022. The City used the proceeds of the Refunded Bond to pay all or a portion of the
public redevelopment costs incurred or to be incurred within the Alatus TIF District (the "TIF District")
established within the Downtown Central Business Redevelopment Project as identified in the tax
increment financing plan for the TIF District, including but not limited to a bridge loan provided to Alatus
Columbia Heights II LLC, a Delaware limited liability company, for land acquisition, demolition, and related
costs (the "Project Costs").
1.02. Award to the Purchaser and Interest Rate. A tabulation of proposals received for the
purchase of the Bond is attached hereto as EXHIBIT A. The proposal of Robert W. Baird & Co., Inc.,
Milwaukee, Wisconsin, as syndicate manager (the "Purchaser"), to purchase the Bond is hereby found
and determined to be a reasonable offer and is hereby accepted, the proposal being to purchase the Bond
at a price of $6,575,971.50 (par amount of $6,615,000.00, plus original issue premium of $5,622.75, less
underwriter's discount of $44,651.25), plus accrued interest, if any, to the date of delivery for the Bond.
The Bond shall bear interest at a rate of 5.200% per annum. The true interest cost of the Bond is
5.4915352%.
1.03. Purchase Contract. The amount proposed by the Purchaser in excess of the minimum bid
shall be credited to the Debt Service Fund hereinafter created or deposited in the Redemption Fund
hereinafter created, as determined by the Finance Director in consultation with the City's municipal
advisor. The good faith deposit of the Purchaser shall be retained and deposited until the Bond has been
CL 162-68-915951.v2
delivered and shall be deducted from the purchase price paid at settlement. The Mayor and the City Manager,
or if the City Manager position is vacant, the Interim City Manager (hereinafter, the "City Manager"), are
directed to execute a contract with the Purchaser on behalf of the City.
1.04. Terms and Principal Amount of the Bond. The City will forthwith issue and sell the Bond
pursuant to the Act, in the total principal amount of $6,615,000, originally dated the date of delivery (which is
anticipated to be December 14, 2023), in the denomination of $5,000 each or any integral multiple thereof,
numbered No. R-1, bearing interest as above set forth, and maturing on February 1, 2026.
1.05. Optional Redemption. The City may elect on August 1, 2024, and on any day thereafter to
prepay the Bond. 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 of the Bond is called for redemption, the City will notify
DTC (as defined in Section 7 hereof) of the particular amount 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.
Section 2. Registration and Payment.
2.01. Registered Form. The Bond will be issued only in fully registered form. The interest
thereon and, upon surrender of the Bond, the principal amount thereof, is payable by check or draft issued by
the Registrar described herein.
2.02. Dates; Interest Payment Dates. The 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 Bond is payable on February 1 and August 1 of each year,
commencing August 1, 2024, to the registered owners of record thereof as of the close of business on the
fifteenth day of the immediately preceding month, whether or not such day is a business day.
2.03. Registration. The City will appoint a bond registrar, transfer agent, authenticating agent and
paying agent (the "Registrar" and "Paying Agent"). The effect of registration and the rights and duties of the
City and the Registrar with respect thereto are as follows:
(a) Re ister. The Registrar must keep at its principal corporate trust office a bond
register in which the Registrar provides for the registration of ownership of the Bond and the
registration of transfers and exchanges of the Bond entitled to be registered, transferred or
exchanged.
(b) Transfer of Bond. Upon surrender for transfer of the 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.
CL 162-68-915951.v2 2
(c) Exchange of Bond. When the Bond is 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. The Bond surrendered upon transfer or exchange will be promptly
cancelled by the Registrar and thereafter disposed of as directed by the City.
(e) Improper or Unauthorized Transfer. When the Bond is presented to the Registrar
for transfer, the Registrar may refuse to transfer the Bond until the Registrar is satisfied that the
endorsement on the Bond or separate instrument of transfer is valid and genuine and that the
requested transfer is legally authorized. The Registrar will incur no liability for the refusal, in good
faith, to make transfers which it, in its judgment, deems improper or unauthorized.
(f) Persons Deemed Owners. The City and the Registrar may treat the person in whose
name the 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 the Bond 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 Destxoyed Bond. If the Bond becomes mutilated or is
destroyed, stolen or lost, the Registrar will deliver a new Bond of like amount, number, maturity date
and tenor in exchange and substitution for and upon cancellation of the mutilated Bond or in lieu of
and in substitution for a Bond destroyed, stolen or lost, upon the payment of the reasonable expenses
and charges of the Registrar in connection therewith; and, in the case of the Bond destroyed, stolen or
lost, upon filing with the Registrar of evidence satisfactory to it that the Bond was destroyed, stolen
or lost, and of the ownership thereof, and upon furnishing to the Registrar an appropriate bond or
indemnity in form, substance and amount satisfactory to it and as provided by law, in which both the
City and the Registrar must be named as obligees. The Bond 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 the Bond is called for redemption, notice thereof
identifying the Bond 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 the 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 the Bond. The
Bond 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.
CL162-68-915951.v2
2.04. Appointment of Initial Re ig strar. The City appoints Bond Trust Services Corporation,
Roseville, Minnesota, as the initial Registrar. The Mayor and the City Manager are authorized to execute
and deliver, on behalf of the City, a contract with the Registrar. Upon merger or consolidation of the
Registrar with another corporation, if the resulting corporation is a bank or trust company authorized by law
to conduct such business, 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 thirty (30) days' notice and upon the appointment of a
successor Registrar, in which event the predecessor Registrar must deliver all cash and the Bond 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 the City Council, the 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 Bond will be prepared under the direction of
the City Manager and executed on behalf of the City by the signatures of the Mayor and the City Manager,
provided that those signatures may be printed, engraved or lithographed facsimiles of the originals. If an
officer whose signature or a facsimile of whose signature appears on the Bond ceases to be such officer
before the delivery of the 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, the
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 a different Bond need not be
signed by the same representative. The executed certificate of authentication on the Bond is conclusive
evidence that it has been authenticated and delivered under this resolution. When the Bond has been so
prepared, executed and authenticated, the City Manager will deliver the same to the Purchaser upon payment
of the purchase price in accordance with the contract of sale heretofore made and executed, and the Purchaser
is not obligated to see to the application of the purchase price.
Section 3. Form of Bond.
3.01. Execution of the Bond. The Bond will be printed or typewritten in substantially the form
attached hereto as EXHIBIT B.
3.02. Approving Legal Opinion. The City Manager is authorized and directed to obtain a copy
of the proposed approving legal opinion of Kennedy & Graven, Chartered, Minneapolis, Minnesota, and
to cause the opinion to be printed on or accompany the Bond.
Section 4. Payment; Security; Pledges and Covenants.
4.01. Debt Service Fund. The Bond will be payable from the Taxable General Obligation
Temporary Tax Increment Refunding Bonds, Series 2023A Debt Service Fund (the "Debt Service Fund")
hereby created. The Debt Service Fund shall be administered and maintained by the Finance Director of the
City as a bookkeeping account separate and apart from all other funds maintained in the official financial
records of the City. Tax increment revenues resulting from increases in taxable valuation of real property in
the TIF District (the "Tax Increment Revenues") received by the Columbia Heights Economic Development
Authority (the "Authority") from the TIF District are pledged to the Debt Service Fund pursuant to the Pledge
Agreement (hereinafter defined). There is also appropriated to the Debt Service Fund (i) amounts over the
minimum purchase price of the Bond paid by the Purchaser, to the extent designated for deposit in the Debt
Service Fund in accordance with Section 1.03 hereof; (ii) capitalized interest financed from Bond proceeds, if
any; and (iii) rounding in the amount of $1,738.25.
CL 162-68-915951.v2 4
4.02. Redemption Fund. All proceeds of the Bond, less the appropriations made in Section 4.01
hereof and the costs of issuance of the Bond, will be deposited in a separate fund (the "Redemption Fund") to
be used solely to pay the Refunded Bond on December 29, 2023 (the "Redemption Date"). Any balance
remaining in the Redemption Fund after the payment in full of the Refunded Bond shall be deposited in the
Debt Service Fund herein created for the Bond.
4.03. Pledge Agreement. An Amended and Restated Tax Increment Pledge Agreement between
the City and the Authority, to be dated the date of issuance and delivery of the Bond (the "Pledge
Agreement"), is hereby approved and shall be executed by the Mayor and the City Manager in
substantially the form now on file with the City, with such additions, deletions, and other changes as are
approved by the City Manager. The Pledge Agreement is to be executed and delivered in order to satisfy
the requirements of Section 469.178, subdivision 2, Section 475.58, subdivision 1, and Section 475.61,
subdivision I of the Act. The Pledge Agreement creates rights in the City and the Authority but is not
intended to create duties or obligations of the City or the Authority to any other persons (including the
beneficial or registered owners of the Bond) with respect to the Tax Increment Revenues or other
revenues described or referenced in the Pledge Agreement, except to the extent required by applicable
law, and is not intended to create rights in or claims by any other persons (including the beneficial or
registered owners of the Bond) with respect to the Tax Increment Revenues or other revenues described or
referenced in the Pledge Agreement, except to the extent required by applicable law. The Pledge
Agreement amends and restates the Tax Increment Pledge Agreement, dated July 29, 2021, between the
City and the Authority.
4.04. Tax Increment Revenues. The estimated amount of the Tax Increment Revenues
available to pay debt service on the Bond exceeds twenty percent (20%) of the Project Costs related to the
TIF District. The total Project Costs are estimated to be at least equal to the amount of the Bond.
4.05. General Obligation Pledge. For the prompt and full payment of the principal of and
interest on the Bond, as the same respectively become due, the full faith, credit, and taxing powers of the
City are irrevocably pledged. If a payment of principal of or interest on the Bond becomes due when
there is not sufficient money in 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 those advances out of the proceeds of Tax Increment Revenues when received.
Furthermore, in accordance with its statutory duties under Section 475.61, subdivision 6 and
Section 469.178, subdivision 5 of the Act, the City covenants and agrees with the holders of the Bond that
if the Bond cannot be paid at maturity from Tax Increment Revenues or from other funds appropriated by
the City Council, the Bond will be paid from the proceeds of definitive bonds that will be issued and sold
prior to the maturity date of the Bond.
4.06. Debt Service Coverage. It is hereby determined that the estimated collection of the Tax
Increment Revenues for the payment of principal of and interest on the Bond will produce at least five
percent (5%) in excess of the amount needed to meet, when due, the principal and interest payments on
the Bond and that no tax levy is needed at this time.
4.07. Prior Debt Service Fund. The debt service fund heretofore established for the Refunded
Bond pursuant to the resolution providing for the issuance and sale of the Refunded Bond shall be closed
following the payment of the Refunded Bond, and all monies therein shall be transferred to the Debt Service
Fund herein created.
CL 162-68-915951.v2
4.08. Certificate of Manager of Property Records and Taxation as to Registration. The City
Manager is authorized and directed to file a certified copy of this resolution with the Manager of Property
Records and Taxation of Anoka County, Minnesota and to obtain the certificate required by
Section 475.63 of the Act.
Section 5. Refunding of Tem oraty Bond; Findings.
5.01. Purpose of Refunding. Proceeds of the Bond will be used to pay the Refunded Bond on
the Redemption Date, thereby providing additional temporary financing for the Project. It is hereby
found and determined that based upon information presently available from the City's municipal advisor,
the issuance of the Bond, a portion of which will be used to refund the Refunded Bond, is consistent with
covenants made with the holder of the Refunded Bond and is necessary and desirable for the reduction of
debt service costs to the City.
5.02. Application of Proceeds of Bond. It is hereby found and determined that the proceeds of
the Bond deposited in the Redemption Fund, along with any other funds on hand in the debt service fund
established for the Refunded Bond, will be sufficient to pay all of the principal of, interest on and
redemption premium (if any) on the Refunded Bond on the Redemption Date.
5.03. Redemption; Date of Redemption Notice of Call for Redemption. The Refunded Bond
will be redeemed and prepaid on the Redemption Date. The Refunded Bond will be redeemed and
prepaid in accordance with the terms of the Refunded Bond and in accordance with the terms and
conditions set forth in the form of Notice of Call for Redemption attached hereto as EXHIBIT C, which
terms and conditions are hereby approved and incorporated herein by reference. The registrar for the
Refunded Bond is authorized and directed to send a copy of the Notice of Call for Redemption to each
registered holder of the Refunded Bond at least thirty (30) days prior to the Redemption Date.
Section 6. Authentication of Transcript.
6.01. 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 Bond certified copies of
proceedings and records of the City relating to the Bond 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 Bond, and such instruments, including any heretofore furnished, may
be deemed representations of the City as to the facts stated therein.
6.02. Certification as to Official Statement. The Mayor, the City Manager, and the Finance
Director are authorized and directed to certify that they have examined the Official Statement prepared
and circulated in connection with the issuance and sale of the Bond and that to the best of their knowledge
and belief the Official Statement is a complete and accurate representation of the facts and representations
made therein as of the date of the Official Statement.
6.03. Closing Certificates. The Mayor, the City Manager, and the Finance Director are hereby
authorized and directed to furnish to the Purchaser at the closing such certificates as are required as a
condition of sale. Unless litigation shall have been commenced and be pending questioning the Bond or
the organization of the City or incumbency of its officers, at the closing the Mayor, the City Manager, and
the Finance Director shall also execute and deliver to the Purchaser a suitable certificate as to absence of
CL 162-68-915951.v2 6
material litigation, and the Finance Director shall also execute and deliver a certificate as to payment for
and delivery of the Bond.
6.04. Electronic Signatures. The electronic signature of the Mayor, the City Manager, the
Finance Director, and/or the City Clerk to this resolution and to any certificate authorized to be executed
hereunder shall be as valid as an original signature of such party and shall be effective to bind the City
thereto. For purposes hereof, (i) "electronic signature" means a manually signed original signature that is
then transmitted by electronic means; and (ii) "transmitted by electronic means" means sent in the form of
a facsimile or sent via the internet as a portable document format ("pdf') or other replicating image
attached to an electronic mail or internet message.
6.05. Payment of Costs of Issuance. The City authorizes the Purchaser to forward the amount
of Bond proceeds allocable to the payment of issuance expenses in accordance with the closing
memorandum to be prepared and distributed by Ehlers and Associates, Inc., the municipal advisor to the
City, on the date of closing.
Section 7. Book -Entry System; Limited Obligation of City.
7.01. DTC. The Bond will be initially issued in the form of a separate single typewritten or
printed fully registered Bond for the maturity set forth in Section 1.04 hereof. Upon initial issuance, the
ownership of the 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 Bond will be registered in the registration
books kept by the Registrar in the name of Cede & Co., as nominee of DTC.
7.02. Participants. With respect to the Bond 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 the Bond as a securities depository (the "Participants") or to any other person on
behalf of which a Participant holds an interest in the Bond, 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 Bond, (ii) the delivery to any Participant or any other person (other than a
registered owner of the Bond, as shown by the registration books kept by the Registrar), of any notice with
respect to the Bond, including any notice of redemption, or (iii) the payment to any Participant or any other
person, other than a registered owner of the Bond, of any amount with respect to principal of, premium, if
any, or interest on the Bond. The City, the Registrar and the Paying Agent may treat and consider the person
in whose name the Bond is registered in the registration books kept by the Registrar as the holder and
absolute owner of the Bond for the purpose of payment of principal, premium and interest with respect to the
Bond, for the purpose of registering transfers with respect to the Bond, and for all other purposes. The
Paying Agent will pay all principal of, premium, if any, and interest on the Bond only to or on the order of the
respective registered owners, as shown in the registration books kept by the Registrar, and all such payments
will be valid and effectual to fully satisfy and discharge the City's obligations with respect to payment of
principal of, premium, if any, or interest on the Bond to the extent of the sum or sums so paid. No person
other than a registered owner of Bond, 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.
CL 162-68-915951.v2 7
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 Bond and notices with respect to the Bond. Any Paying Agent or
Registrar subsequently appointed by the City with respect to the Bond 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.
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 Bond that
they be able to obtain Bond certificates, the City will notify DTC, whereupon DTC will notify the
Participants, of the availability through DTC of Bond certificates. In such event the City will issue, transfer
and exchange Bond certificates as requested by DTC and any other registered owners in accordance with the
provisions of this resolution. DTC may determine to discontinue providing its services with respect to the
Bond 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 the 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. 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 Bond, as originally executed and as it may be amended from time
to time in accordance with the terms thereof.
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 of the City to
comply with the Continuing Disclosure Certificate is not to be considered an event of default with respect
to the Bond; however, any Bondholder may take such actions as may be necessary and appropriate,
including seeking mandate or specific performance by court order, to cause the City to comply with its
obligations under this section.
Section 9. Defeasance. When all of the Bond and all interest thereon have been discharged as
provided in this section, all pledges, covenants and other rights granted by this resolution to the holders of the
Bond 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 Bond will remain in full force and effect. The City may discharge all of
the Bond which is due on any date by depositing with the Registrar on or before that date a sum sufficient for
the payment thereof in full. If the 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.
CL 162-68-915951.v2
Approved this 27"' day of November, 2023, by the City Council of the City of Columbia Heights,
Minnesota.
Offered by: Spriggs
Seconded by: James
Roll Call: All Ayes
r
4AmdaMarquez Simu , Mayor
ATTEST:
�- C-S��
(S ra Ion, City Clerk
CL162-68-915951.v2
EXHIBIT A
PROPOSALS
CL 162-68-915951.v2 A-1
gk�EHLERS
ft PUBLIC FINANCE ADVISORS
BID TABULATION
$6,675,000* Taxable General Obligation Temporary Tax Increment Financing Bonds, Series 2023A
Rating: S&P Global Ratings "AA"
NAME OF BIDDER
BAIRD
Milwaukee, Wisconsin
C.L. King & Associates
Colliers Securities LLC
Sierra Pacific Securities
Crews & Associates, Inc.
Commerce Bank, N.A.
UMB Bank,N.A.
Oppenheimer & Co.
First Bankers' Banc Securities, Inc.
Isaak Bond Investments, Inc
Celadon Financial Group, LLC
FMS Bonds Inc.
Alliance Global Partners
Wintrust Investments, LLC
First Southern LLC
Midland Securities
Multi Bank Securities Inc.
Dinosaur Securities
Mountainside Securities LLC
StoneX Financial Inc.
Valdes and Moreno
Central States Capital Markets
Carty & Company, Inc.
Seaport Global Securities LLC
City of Columbia Heights, Minnesota
SALE: November 27, 2023
AWARD: BAIRD
Taxable - Non -Bank Qualified
MATURITY
TRUE
(February I)
INTEREST
REOFFERING COUPON PRICE
RATE
YIELD RATE
2026 5.050% 5.200% $6,635,617.50
5.4915%
Subsequent to bidopening decreased to 15,000.
Adjusted Price - $6,575 97 .50Adjusted N t Interest Costs $771 97$6 6.00 Adjusted TIC - 5.4915%
BUILDING COMMUNITIES. IT'S WHAT WE DO.
into@ehlers-inc.com �, 1 (800) 552-1171
www.ehlers-inc.com
CL 162-68-915951.v2 A-2
TRUE
MATURITY INTEREST
NAME OF BIDDER (February 1) PRICE RATE
NORTHLAND SECURITIES, INC.
Minneapolis, Minnesota
BNY MELLON CAPITAL
MANAGEMENT
Pittsburgh, Pennsylvania
KEYBANC CAPITAL MARKETS
INCORPORATED
Cleveland, Oltio
$6,634,950.00 5.6718%
$6,635,217.00 5.7449%
$6,639,956.25 5.9092%
Bid Tabulation November 27, 2023
City of Columbia Heights, Minnesota
$6,675,000* Taxable General Obligation Temporary Tax Increment Financing Bonds, Series 2023A Page 2
CL 162-68-915951.v2 A-3
EXHIBIT B
FORM OF BOND
No. R-
UNITED STATES OF AMERICA
STATE OF MINNESOTA
COUNTY OF ANOKA
CITY OF COLUMBIA HEIGHTS
TAXABLE GENERAL OBLIGATION TEMPORARY TAX INCREMENT REFUNDING BOND
SERIES 2023A
Date of
Rate Maturi Original Issue CUSIP
February 1, 2026 December 14, 2023
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 $6,615,000 on the maturity date specified above, with interest thereon from the date hereof at the
annual rate specified above (calculated on the basis of a 360 day year of twelve 30 day months), payable
February 1 and August 1 in each year, commencing August 1, 2024, to the person in whose name this
Bond is registered at the close of business on the fifteenth day (whether or not a business day) of the
immediately preceding month. The interest hereon and, upon presentation and surrender hereof, the
principal hereof are payable in lawful money of the United States of America by check or draft by Bond
Trust Services Corporation, Roseville, Minnesota, as Bond Registrar, Paying Agent, Transfer Agent and
Authenticating Agent, or its designated successor under the Resolution described herein. For the prompt
and full payment of such principal and interest as the same respectively become due, the full faith and
credit and taxing powers of the City have been and are hereby irrevocably pledged.
The City may elect on August 1, 2024, and on any day thereafter to prepay this Bond. 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 of the Bond is called for redemption, the City will notify The Depository Trust
Company ("DTC") of the particular amount to be prepaid. DTC will determine by lot the amount of each
participant's interest to be redeemed and each participant will then select by lot the beneficial ownership
interests to be redeemed. Prepayments will be at a price of par plus accrued interest.
This Bond is issued pursuant to a resolution adopted by the City Council on November 27, 2023
(the "Resolution"), for the purpose of providing money to aid in refunding certain outstanding general
obligations of the City, thereby providing additional temporary financing for public redevelopment costs
of projects in the Alatus TIF District (the "TIF District") in the City, pursuant to and in full conformity
with the home rule charter of the City and the Constitution and laws of the State of Minnesota, including
Minnesota Statutes, Chapters 469 and 475, as amended, including Sections 469.174 through 469.1794,
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Particularly Section 469.178, subdivision 5, Section 475.65, subdivision 6, and Section 475.67,
subdivision 3. The principal hereof and interest hereon are payable primarily from tax increments
resulting in increases in the taxable value of real property in the TIF District and from proceeds of
definitive bonds to be issued by the City prior to the maturity hereof, as set forth in the Resolution to
which reference is made for a full statement of rights and powers thereby conferred. The Columbia
Heights Economic Development Authority (the "Authority") has pledged the tax increments from the TIF
District to the City for payment of the principal of and interest on the Bond, pursuant to the terms of an
Amended and Restated Tax Increment Pledge Agreement of even date herewith between the City and the
Authority. The full faith and credit of the City is irrevocably pledged for payment of this Bond and the
City Council has obligated itself to levy ad valorem taxes on all taxable property in the City in the event
of any deficiency in tax increment revenues pledged, which taxes may be levied without limitation as to
rate or amount. The Bond is issued only as a fully registered Bond in denominations of $5,000 or any
integral multiple thereof of single maturities.
As provided in the Resolution and subject to certain limitations set forth therein, this Bond is
transferable upon the books of the City at the principal office of the Bond Registrar, by the registered
owner hereof in person or by the owner's attorney duly authorized in writing, upon surrender hereof
together with a written instrument of transfer satisfactory to the Bond Registrar, duly executed by the
registered owner or the owner's attorney; and may also be surrendered in exchange for a Bond of other
authorized denominations. Upon such transfer or exchange the City will cause a new Bond 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 salve date, subject to reimbursement for any tax, fee or governmental
charge required to be paid with respect to such transfer or exchange.
The City and the Bond Registrar may deem and treat the person in whose name this Bond is
registered as the absolute owner hereof, whether this Bond is overdue or not, for the purpose of receiving
payment and for all other purposes, and neither the City nor the Bond Registrar will be affected by any
notice to the contrary.
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, charter, or
statutory limitation of indebtedness.
This Bond is not valid or obligatory for any purpose or entitled to any security or benefit under
the Resolution until the Certificate of Authentication hereon has been executed by the Bond Registrar by
manual signature of one of its authorized representatives.
IN WITNESS WHEREOF, the City of 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.
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Dated: December 14, 2023
(Facsimile)
Mayor
CITY OF COLUMBIA HEIGHTS,
MINNESOTA
(Facsimile)
City Manager
CERTIFICATE OF AUTHENTICATION
This is the Bond delivered pursuant to the Resolution mentioned within.
BOND TRUST SERVICES CORPORATION
I:
Authorized Representative
ABBREVIATIONS
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 in common
TEN ENT -- as tenants by entireties
JT TEN -- as joint tenants with right of
survivorship and not as tenants in common
UNIF GIFT MIN ACT
Custodian
(Cust) (Minor)
under Uniform Gifts or Transfers to Minors
Act, State of
Additional abbreviations may also be used though not in the above list.
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ASSIGNMENT
For value received, the undersigned hereby sells, assigns and transfers unto
the within Bond and all rights thereunder, and does
hereby irrevocably constitute and appoint attorney to transfer the said
Bond on the books kept for registration of the within Bond, with full power of substitution in the
premises.
Dated:
Notice: The assignor's signature to this assignment must correspond with the name as it
appears upon the face of the within Bond in every particular, without alteration or
any change whatever.
Signature Guaranteed:
NOTICE: Signature(s) must be guaranteed by a financial institution that is a member of the Securities
Transfer Agent Medallion Program ("STAMP"), the Stock Exchange Medallion Program ("SEMP"), the
New York Stock Exchange, Inc. Medallion Signatures Program ("MSP") or other such "signature guarantee
program" as may be determined by the Registrar in addition to, or in substitution for, STAMP, SEMP or
MSP, all in accordance with the Securities Exchange Act of 1934, as amended.
The Bond Registrar will not effect transfer of this Bond unless the information concerning the
assignee requested below is provided.
Name and Address:
(Include information for all joint owners if this Bond is
held by joint account.)
Please insert social security or other identifying
number of assignee
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PROVISIONS AS TO REGISTRATION
The ownership of the principal of and interest on the within Bond has been registered on the
books of the Registrar in the name of the person last noted below.
Date of Registration
Registered Owner
Cede & Co.
Federal ID #13-2555119
Signature of
Officer of Re istrar
CL162-68-915951.v2
EXHIBIT C
NOTICE OF CALL FOR REDEMPTION
$5,935,000
CITY OF COLUMBIA HEIGHTS, MINNESOTA
TAXABLE GENERAL OBLIGATION TEMPORARY TAX INCREMENT BONDS
SERIES 2021A
NOTICE IS HEREBY GIVEN that, by order of the City Council of the City of Columbia
Heights, Minnesota (the "City"), there have been called for redemption and prepayment on
December 29, 2023
all outstanding principal of the bonds of the City designated as the Taxable General Obligation Temporary
Tax Increment Bonds, Series 2021A (the "Bond"), dated July 29, 2021, having a stated maturity date of
February 1, 2024, totaling $5,935,000 in principal amount, and with the following CUSIP number:
Year of Maturity Amount to Be Redeemed
CUSIP
2024 $5,935,000 197684 UEl
The Bond is being called at a price of par plus accrued interest to December 29, 2023, on which date
all interest on the Bond will cease to accrue. Redemption shall be within a maturity chosen by random
selection by U.S. Bank Trust Company, National Association, as paying agent and registrar. Holders of the
Bond hereby called for partial redemption are requested to present the Bond for payment at the office of U.S.
Bank Trust Company, National Association, as registrar and paying agent, on or before December 29, 2023:
U.S. Bank Trust Company, National Association
Corporate Trust Services
111 Fillmore Avenue East
St. Paul, MN 55107
Important Notice: In compliance with the Economic Growth and Tax Relief Reconciliation Act of
2009, the paying agent is required to withhold a specified percentage of the principal amount of the
redemption price payable to the holder of any bonds subject to partial redemption and prepayment on the
redemption date, unless the paying agent is provided with the Social Security Number or Federal
Employer Identification Number of the holder, properly certified. Submission of a fully executed Request
for Taxpayer Identification Number and Certification, Form W-9, will satisfy the requirements of this
paragraph.
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Dated: , 2023.
BY ORDER OF THE CITY COUNCIL OF THE CITY
OF COLUMBIA HEIGHTS, MINNESOTA
By /s/ Kevin Hansen
Interim City Manager
City of Columbia Heights, Minnesota
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