HomeMy WebLinkAbout2023-080CITY OF COLUMBIA HEIGHTS, MINNESOTA
RESOLUTION NO.2023-080
A RESOLUTION AWARDING THE SALE OF GENERAL
OBLIGATION IMPROVEMENT BONDS, SERIES 2023B, IN THE
ORIGINAL AGGREGATE PRINCIPAL AMOUNT OF $2,635,000;
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. Sale of Bonds.
1.01. Authorization. Pursuant to a resolution adopted by the City Council on October 23, 2023,
the City authorized the sale of its General Obligation Improvement Bonds, Series 2023B (the "Bonds"), to
finance the construction of certain assessable public improvements within the City included in the 2021
Street Rehabilitation Improvements (City Project 2002) and the 2022 Street Rehabilitation Improvements
(City Project 2202) (the "Improvements"), pursuant to Minnesota Statutes, Chapters 429 and 475, as
amended (the "Act").
1.02. Award to the Purchaser and Interest Rates. A tabulation of proposals received for the
purchase of the Bonds is attached hereto as EXHIBIT A. The proposal of Robert W. Baird & Co., Inc.,
Milwaukee, Wisconsin, as syndicate manager (the "Purchaser"), to purchase the Bonds is hereby found and
determined to be a reasonable offer and is hereby accepted, the proposal being to purchase the Bonds at a price
of $2,837,621.41(par amount of $2,635,000.00, plus original issue premium of $222,606.00, less underwriter's
discount of $19,984.59), plus accrued interest, if any, to the date of delivery for Bonds bearing interest as
follows:
Year
Interest Rate
Year
Interest Rate
2025
5.000%
2030
5.000%
2026
5.000
2031
5.000
2027
5.000
2032
5.000
2028
5.000
2033
5.000
2029
5.000
2034
4.000
True interest cost: 3.3133767%
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 Construction Fund hereinafter
created, as determined by the Finance Director of the City in consultation with the City's municipal advisor.
The good faith deposit of the Purchaser shall be retained and deposited until the Bonds have been 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.
CL 162-69-915986.v2
1.04. Terms and Principal Amounts of the Bonds. The City will forthwith issue and sell the Bonds
pursuant to the Act, in the total principal amount of $2,635,000, 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, upward, bearing interest as above set forth, and maturing serially on February 1 in the years
and amounts as follows:
Year Amount
2025
$250,000
2026
275,000
2027
280,000
2028
290,000
2029
295,000
Year Amount
2030
$300,000
2031
305,000
2032
315,000
2033
215,000
2034
110,000
1.05. Optional Redemption. The City may elect on February 1, 2032, and on any day thereafter to
prepay Bonds due on or after February 1, 2033. Redemption may be in whole or in part and if in part, at the
option of the City and in such manner as the City will determine. If less than all Bonds of a maturity are called
for redemption, the City will notify DTC (as defined in Section 7 hereof) of the particular amount of such
maturity to be prepaid. DTC will determine by lot the amount of each participant's interest in such maturity to
be redeemed and each participant will then select by lot the beneficial ownership interests in such maturity to
be redeemed. 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 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 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
CL 162-69-915986.v2 2
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.
(e) Improper or Unauthorized Transfer. When a Bond is presented to the Registrar for
transfer, the Registrar may refuse to transfer the Bond until the Registrar is satisfied that the
endorsement on the Bond or separate instrument of transfer is valid and genuine and that the requested
transfer is legally authorized. The Registrar will incur no liability for the refusal, in good faith, to make
transfers which it, in its judgment, deems improper or unauthorized.
(f) Persons Deemed Owners. The City and the Registrar may treat the person in whose
name a Bond is registered in the bond register as the absolute owner of the Bond, whether the Bond is
overdue or not, for the purpose of receiving payment of, or on account of, the principal of and interest
on the Bond and for all other purposes, and payments so made to a registered owner or upon the
owner's order will be valid and effectual to satisfy and discharge the liability upon 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 Destroxed Bonds. If a Bond becomes mutilated or is
destroyed, stolen or lost, the Registrar will deliver a new Bond of like amount, number, maturity date
and tenor in exchange and substitution for and upon cancellation of the mutilated Bond or in lieu of
and in substitution for any 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 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 Re ig stray. The City appoints Bond Trust Services Corporation,
Roseville, Minnesota, as the initial Registrar. The Mayor and the City Manager are authorized to execute and
CL 162-69-915986.v2
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 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 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 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 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 Bonds ceases to be such officer before the
delivery of a 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 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 price.
Section 3. Form of Bond.
3.01. Execution of the Bonds. The Bonds will be printed or typewritten in substantially the form
set forth in 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
cause the opinion to be printed on or accompany each Bond.
Section 4. Payment• Security; Pledges and Covenants.
4.01. Debt Service Fund. The Bonds will be payable from the General Obligation Improvement
Bonds, Series 2023B Debt Service Fund (the "Debt Service Fund") hereby created. The Debt Service Fund
shall be administered and maintained by the Finance Director as a bookkeeping account separate and apart
from all other funds maintained in the official financial records of the City. The Finance Director shall timely
deposit in the Debt Service Fund the special assessments levied against property specially benefited by the
Improvements (the "Assessments") and the ad valorem taxes hereinafter levied (the "Taxes"), which
Assessments and Taxes are hereby pledged to the Debt Service Fund. There is also appropriated to the Debt
Service Fund amounts over the minimum purchase price of the Bonds paid by the Purchaser, to the extent
designated for deposit in the Debt Service Fund in accordance with Section 1.03 hereof.
4.02. Construction Fund. The City hereby creates the General Obligation Improvement Bonds,
Series 2023B Construction Fund (the "Construction Fund"). Proceeds of the Bonds, less the appropriations
made in Section 4.01 hereof, together with any other funds appropriated for the Improvements, Taxes, and
Assessments collected during the construction of the Improvements, will be deposited in the Construction Fund
to be used solely to defray expenses of the Improvements and the payment of principal of and interest on the
CL 162-69-915986.v2 4
Bonds prior to the completion and payment of all costs of the Improvements. Any balance remaining in the
Construction Fund after completion of the Improvements may be used to pay the cost in whole or in part of
any other improvement instituted under the Act, under the direction of the City Council. When the
Improvements are completed and the cost thereof paid, the Construction Fund is to be closed and any
subsequent collections of Assessments and Taxes for the Improvements are to be deposited in the Debt Service
Fund.
4.03. Cily Covenants with Respect to the Bonds. It is hereby determined that the 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 will cause the Assessments for the Improvements to be promptly levied
so that the first installment of the Improvements will be collectible not later than 2024 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 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 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 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.
(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.
(e) At least twenty percent (20%) of the cost to the City of the Improvements described
herein will be specially assessed against benefited properties.
4.04. General Obligation Pledge. For the prompt and full payment of the principal of and interest
on the Bonds, as the same respectively become due, the full faith, credit and taxing powers of the City will be
and are hereby irrevocably pledged. If the balance in the Debt Service Fund is ever insufficient to pay all
principal and interest then due on the Bonds and any other bonds payable therefrom, the deficiency will be
promptly paid out of monies in the general fund of the City which are available for such purpose, and such
general fund may be reimbursed with or without interest from the Debt Service Fund when a sufficient balance
is available therein.
4.05. Pledgee of Tax Levy. For the purpose of paying a portion of the principal of and interest on
the Bonds, there is levied a direct annual irrepealable ad valorem tax 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 Debt Service Fund above provided and will be in the years and
amounts as attached hereto as EXHIBIT C.
4.06. Certification to Manager of Property Records and Taxation as to Debt Service Fund
Amount. It is hereby determined that the estimated collections of Taxes and Assessments will produce at
least five percent (5%) in excess of the amount needed to meet when due the principal and interest payments
CL 162-69-915986.v2
on 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 Finance Director may certify to the Manager of Property
Records and Taxation of Anoka County, Minnesota (the "Manager of Property Records and Taxation") the
amount available in the Debt Service Fund to pay principal and interest due during the ensuing year, and
the Manager of Property Records and Taxation will thereupon reduce the levy collectible during such year
by the amount so certified.
4.07. Registration of Resolution. The City Manager is authorized and directed to file a certified
copy of this resolution with the Manager of Property Records and Taxation and to obtain the certificate
required by Section 475.63 of the Act.
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, 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 Bonds and that to the best of their knowledge and belief the
Official Statement is a complete and accurate representation of the facts and representations made therein as of
the date of the Official Statement.
5.03. Other 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 Bonds 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
material litigation, and the Finance Director shall also execute and deliver a certificate as to payment for
and delivery of the Bonds.
5.04. Electronic Signatures. tures. 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.
5.05. 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 6. Tax Covenant.
CL 162-69-915986.v2 6
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 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 2023) 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) of
the 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 2023 will not exceed $10,000,000; and
(d) not more than $10,000,000 of obligations issued by the City during calendar year
2023 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.
Section 7. Book -Entry System; Limited Obligation of City.
CL 162-69-915986.v2
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 1.04 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 of DTC.
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 Bonds, and for all other purposes. The Paying Agent will pay all principal of,
premium, if any, and interest on the Bonds only to or on the order of the respective registered owners, as shown
in the registration books kept by the Registrar, and all such payments will be valid and effectual to fully satisfy
and discharge the City's obligations with respect to payment of principal of, 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.
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 certificates, the City will notify DTC, whereupon DTC will notify the Participants, of the
availability through DTC of Bond certificates. In such event the City will issue, transfer and exchange Bond
certificates as requested by DTC and any other registered owners in accordance with the provisions of this
resolution. DTC may determine to discontinue providing its services with respect to the Bonds at any time by
giving notice to the City and discharging its responsibilities with respect thereto under applicable law. In such
event, if no successor securities depository is appointed, the City will issue and the 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
CL162-69-915986.v2
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 Bonds, 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
Bonds; 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 Bonds 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
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 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.
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CL 162-69-915986.v2 9
Approved this 271" day of November, 2023, by the City Council of the City of Columbia Heights,
Minnesota.
Offered by: James
Seconded by: Jacobs
Roll Call: All Ayes
ATTEST:
Sara Ion, City Clerk
� U"-V
Amdda Marquez Simula, Mayor
CL 162-69-915986.v2 10
EXHIBIT A
PROPOSALS
A-1
CL 162-69-915986.v2
g'ZEHLERS
It ?UBLtC FINANCE` ADVi:>ORS
BID TABULATION
$2,885,000' General Obligation Improvement Bonds, Series 2023B
City of Columbia Heights, Minnesota
SALE: November 27, 2023
AWARD: BAIRD
Rating: S&P Global Ratings "AA"
NAME OF BIDDER
BAIRD
Milwaukee, Wisconsin
C.L. King & Associates
Colliers Securities LLC
Edward Jones
Fidelity Capital Markets
Crews & Associates, Inc.
Duncan -Williams, Inc.
Country Club Bank
Siena Pacific Securities
Alliance Global Partners
Celadon Financial Group, LLC
Isaak Bond Investments, Lrc
Carty & Company, Inc.
UMB Bank N.A.
Wintrvst Investments, LLC
FMS Bonds Inc.
Central States Capital Markets
Midland Securities
First Southern LLC
Dinosaur Securities
First Bankers' Banc Securities, Inc.
Mountainside Securities LLC
StoneX Financial Inc.
Commerce Bank, N.A.
Seaport Global Securities LLC
lt'fATURITY
(February 1)
REOFFERING COUPON
YIELD RATE
2025
3.250%
5.000a/o
2026
3.200%
5.000*/0
2027
3.150%
5.000010
2028
3.100%
5,0000/0
2029
3.100%
5.000010
2030
3.100a/a
5.000%
2031
3.100%
5.000%
2032
3.120%
5.000%
2033
3.150%
5.000%
2034
3.250%
4.000%
Tax Exempt - Bank Qualified
TRUE
INTEREST
PRICE RATE
$3,115,717.05 3.3165%
Subsequent to bid opening the issue size was decreased to $2,635,000.
Adjusted Price - $2,837,621.41 Adjusted Net Interest Cost - $491,685.67 Adjusted TIC - 3.3133%
BUILDING COMMUNITIES. IT'S WHAT WE DO, infodehlers-inc.com k, 1 (800) 552-1171 g, www.ehiers-inc.com
A-2
CL 162-69-915986.v2
NAME OF BIDDER
TD SECURITIES (USA) LLC
New York, New York
PIPER SANDLER & CO.
Minneapolis, Minnesota
NORTHLAND SECURITIES, INC.
Minneapolis, Minnesota
KEYBANC CAPITAL MARKETS
INCORPORATED
Cleveland, Ohio
HILLTOPSECURITIES
Dallas, Texas
STIFEL, NICOLAUS
Binningbam, Alabama
VIATURII'Y
(February 1)
Bid Tabulation
City of Columbia Heights, Minnesota
$2,895,000* General Obligation Improvement Bonds, Series 2023B
TRUE
INTEREST
PRICE RATE
$3,091,653.05 3.3532%
$3,084,712.15 3.4014%
$3,112,480.80 3,4181%
$3,112,193.65 3.4200%
$3,081,967.75 3.4205%
$2,959,428.30
3.5288%
November 27, 2023
Page 2
A-3
CL 162-69-915986.v2
FORM OF BOND
No. R- UNITED STATES OF AMERICA
STATE OF MINNESOTA
COUNTY OF COLUMBIA HEIGHTS
CITY OF ANOKA
GENERAL OBLIGATION IMPROVEMENT BOND
SERIES 2023B
Date of
Rate Maturjjy Original Issue CUSIP
February 1, 20_ 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
$ 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 February 1, 2032, and on any day thereafter to prepay Bonds due on or after
February 1, 2033. Redemption may be in whole or in part and if in part, at the option of the City and in
such manner as the City will determine. If less than all Bonds of a maturity are called for redemption, the
City will notify The Depository Trust Company ("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.
This Bond is one of an issue in the aggregate principal amount of $2,635,000 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 27, 2023 (the "Resolution"), for the
purpose of providing money to defray the expenses incurred and to be incurred in making certain assessable
local improvements, 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 429 and 475, as
amended. The principal hereof and interest hereon are payable from special assessments levied against
B-1
CL 162-69-915986,v2
property specially benefited by local improvements and ad valorem taxes, as set forth in the Resolution to
which reference is made for a full statement of rights and powers thereby conferred. The full faith and
credit of the City are irrevocably pledged for payment of this Bond and the City Council has obligated itself
to levy additional ad valorem taxes on all taxable property in the City in the event of any deficiency in
special assessments and taxes pledged, which additional 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.
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.
As provided in the Resolution and subject to certain limitations set forth therein, this Bond is
transferable upon the books of the City at the principal office of the Bond Registrar, by the registered owner
hereof in person or by the owner's attorney duly authorized in writing upon surrender hereof together with
a written instrument of transfer satisfactory to the Bond Registrar, duly executed by the registered owner
or the owner's attorney; and may also be surrendered in exchange for Bonds of other authorized
denominations. Upon such transfer or exchange the City will cause a new Bond or Bonds to be issued in
the name of the transferee or registered owner, of the same aggregate principal amount, bearing interest at
the same rate and maturing on the same date, subject to reimbursement for any tax, fee or governmental
charge required to be paid with respect to such transfer or exchange.
The City and the Bond Registrar may deem and treat the person in whose name this Bond is
registered as the absolute owner hereof, whether this Bond is overdue or not, for the purpose of receiving
payment and for all other purposes, and neither the City nor the Bond Registrar 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.
IM
CL 162-69-915986.v2
Dated: December 14, 2023
(Facsimile)
Mayor
CITY OF COLUMBIA HEIGHTS,
MINNESOTA
(Facsimile)
City Manager
CERTIFICATE OF AUTHENTICATION
This is one of the Bonds delivered pursuant to the Resolution mentioned within.
BOND TRUST SERVICES CORPORATION
:A
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.
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:
CL162-69-915986.v2
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 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.
Date of Registration
Registered Owner
Cede & Co.
Federal ID #13-2555119
Signature of
Officer of Re isg tray
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CL 162-69-915986.v2
EXHIBIT C
TAX LEVY SCHEDULE
Tax Levy Schedule
Tax
Tax
Bond
Levy
Collect
Pay
Year
Year
Year
Total P+I
Net New DIS
P & 1(0105%
Assessments
Net Levy
2022
2023
2024
-
-
-
-
2023
2024
2025
397,707.08
397,707.08
417,592.43
298,886.00
118,706.43
2024
2025
2026
393,150.00
393,150.00
412,807.50
290,450.00
122,35Z50
2025
2026
2027
384,400.00
384,400.00
403,620.00
282,014.00
121,606.00
2026
.. .. 2027
2028
................. 380,400.00
380,400.00
.... _ .........
399,420.00
......_... 273,577.00
125,843.00
2027
2028
2fl29
37Q900.00
370,900.00
389,445.00
265,141.00
124,304.00
2028
2029
2030
361,150.00
361,150.00
379,207.50
256,706.00
122,501.50
2029
2030
2031
351,150.00
351,150.00
368,707.50
248,270.00
120,437.50
2030
2031
2032
345,900.00
345,900.00
363,195.00
239,832.00
123,363.00
2031
2032
2033
230,150.00
230,150.00
241,657.50
121,199.00
120,458.50
2032
2033
2034
114,400.00
114,400.00
120,120.00
120,120.00
Total
$3,329,307.08
S3,329,307.08
$3,495,772.43
$2,276,075.00
S1,219,697.43
Bond Data
Dated Date 12/14/2023
Call Date 2/01/2032
C-1
CL162-69-915986.v2