2024-040 A Resolution Awarding the Sale of General Obligation Bonds, Series 2024A, in the original Aggregate Principal Amount of $8,785,000; Fixing Their Form and Specifications; Directing Their Execution and Delivery; and Providing for Their Payment RESOLUTION NO.2024-040
A RESOLUTION AWARDING THE SALE OF GENERAL
OBLIGATION BONDS, SERIES 2024A, IN THE ORIGINAL
AGGREGATE PRINCIPAL AMOUNT OF $8,785,000; FIXING
THEIR FORM AND SPECIFICATIONS; DIRECTING THEIR
EXECUTION AND DELIVERY; AND PROVIDING FOR THEIR
PAYMENT
BE IT RESOLVED By the City Council (the "City Council") of the City of Hopkins, Hennepin
County,Minnesota(the"City")as follows:
Section 1. Sale of Bonds.
1.01. Authorization. Pursuant to a resolution adopted by the City Council on April 16, 2024,
the City authorized the issuance of its General Obligation Bonds, Series 2024A(the"Bonds"), to provide
financing for(a)certain assessable public improvements within the City designated as the 2024 Street and
Utility Improvements (City Project 2023-10) (the "Assessable Improvements"), pursuant to Minnesota
Statutes, Chapters 429 and 475, as amended (the "Improvement Act"); (b) various improvements to the
City's sewer, water, and storm sewer systems (the "Utility Improvements"), pursuant to Minnesota
Statutes, Chapters 444 and 475, as amended (the "Utility Revenue Act"); and (c) certain street
reconstruction activities described in a five (5) year street reconstruction plan approved by the City
Council on March 1, 2022 (the"Street Reconstruction"), pursuant to Minnesota Statutes, Chapter 475, as
amended, including Section 475.58, subdivision 3b(the"Street Reconstruction Act").
1.02. Award to the Purchaser and Interest Rates. The proposal of Stifel, Nicolaus, Birmingham,
Alabama, 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
$9,160,158.75 (par amount of $8,785,000.00, plus original issue premium of $459,033.25, less an
underwriter's discount of$83,874.50), plus accrued interest, if any, to date of delivery for Bonds bearing
interest as follows:
Year Interest Rate Year Interest Rate
2029 5.000% 2035 4.000%
2030 5.000 2036 4.000
2031 5.000 2037 4.000
2032 5.000 2038 4.000
2033 4.000 2039 4.000
2034 4.000 2040 4.000
True interest cost: 3.6850470%
1.03. Purchase Contract. The sum of$471,793.75,being the amount proposed by the Purchaser in
excess of$8,688,365.00, shall be credited to the accounts in the Debt Service Fund hereinafter created or
deposited in the accounts of 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 City Manager are directed to execute a contract with the Purchaser on
behalf of the City.
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EXTRACT OF MINUTES OF A MEETING OF THE
CITY COUNCIL OF THE CITY OF HOPKINS, MINNESOTA
HELD: May 21, 2024
Pursuant to due call and notice thereof, a regular meeting of the City Council of the City of
Hopkins, Minnesota was called and held in City Hall on Tuesday, the 21st day of May, 2024, at 7:00
p.m., for the purpose, in part, of awarding the sale of the City's General Obligation Bonds, Series 2024A,
and directing their execution and delivery.
The following members were present:
and the following were absent:
* * * * * * * * *
The Mayor announced that the next order of business was consideration of the proposals which
had been received for the purchase of the City's General Obligation Bonds, Series 2024A, to be issued in
the original aggregate principal amount of$8,785,000.
The City Manager presented a tabulation of the proposals that had been received in the manner
specified in the Terms of Proposal for the Bonds. The proposals are attached hereto as EXHIBIT A.
After due consideration of the proposals, Member then introduced the
following written resolution, the reading of which was dispensed with by unanimous consent, and moved
its adoption:
1.04. Terms and Principal Amounts of the Bonds. The City will forthwith issue and sell the
Bonds pursuant to the Improvement Act, the Utility Revenue Act, and the Street Reconstruction Act
(collectively, the "Act"), in the original aggregate principal amount of $8,785,000, originally dated
June 11,2024, 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 Year Amount
2029 $540,000 2035 $800,000
2030 635,000 2036 725,000
2031 675,000 2037 755,000
2032 705,000 2038 790,000
2033 730,000 2039 810,000
2034 770,000 2040 850,000
(a) $2,945,000 of the Bonds, constituting the Improvement Bonds, maturing on
February 1 of the years and in the amounts set forth below,will be used to finance the construction of
the Assessable Improvements:
Year Amount Year Amount
2029 $190,000 2035 $250,000
2030 200,000 2036 260,000
2031 210,000 2037 270,000
2032 220,000 2038 280,000
2033 230,000 2039 290,000
2034 240,000 2040 305,000
(b) $5,225,000 of the Bonds, constituting the Utility Revenue Bonds, maturing on
February 1 of the years and in the amounts set forth below,will be used to finance the construction of
the Utility Improvements:
Year Amount Year Amount
2029 $275,000 2035 $450,000
2030 355,000 2036 465,000
2031 380,000 2037 485,000
2032 395,000 2038 510,000
2033 410,000 2039 520,000
2034 435,000 2040 545,000
(c) The remainder of the Bonds in the principal amount of$615,000, constituting the
Street Reconstruction Bonds, maturing on February 1 of the years and in the amounts set forth
below,will be used to finance the Street Reconstruction:
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Year Amount Year Amount
2029 $75,000 2033 $ 90,000
2030 80,000 2034 95,000
2031 85,000 2035 100,000
2032 90,000
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.
1.06. Combined Maturities. For the purposes of complying with Section 475.54, subdivisions 1
and 2 of the Act,the City hereby combines the maturities of the Bonds(including mandatory sinking fund
installments, if any)with the City's General Obligation Bonds, Series 2022A.
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 February 1, 2025, 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 the"Paying Agent"). 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.
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(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 Destroyed 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 Registrar. 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
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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 Bonds,
Series 2024A 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 fmancial records of the City. The City will maintain the following
accounts in the Debt Service Fund: the "Assessable Improvements Account," the "Utility Improvements
Account,"and the"Street Reconstruction Account." Amounts in the Assessable Improvements Account are
irrevocably pledged to the Improvement Bonds, amounts in the Utility Improvements Account are
irrevocably pledged to the Utility Revenue Bonds, and amounts in the Street Reconstruction Account are
irrevocably pledged to the Street Reconstruction Bonds.
(a) Assessable Improvements Account. The following shall be pledged to the
Assessable Improvements Account of the Debt Service Fund: (i)ad valorem taxes hereinafter levied
for payment of the Improvement Bonds; and (ii) special assessments (the "Assessments") levied
against property specially benefited by the Assessable Improvements. There is also appropriated to
the Assessable Improvements Account (1)a portion of capitalized interest financed from the
proceeds of the Bonds, if any; and (2)a pro rata portion of amounts over the minimum purchase
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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.
(b) Utility Improvements Account. The City will continue to maintain and operate its
Sewer Fund,Water Fund,and Storm Sewer Fund(collectively,the"Revenue Funds"),to which will
be credited all gross revenues of the sewer system, the water system, and the storm sewer system
(collectively, the "Utility Systems"), respectively, and out of which will be paid all normal and
reasonable expenses of current operations of such systems. Any balances therein are deemed net
revenues (the "Net Revenues") and will be transferred, from time to time, to the Utility
Improvements Account of the Debt Service Fund, which Utility Improvements Account will be
used only to pay principal of and interest on the Utility Revenue Bonds and any other bonds
similarly authorized. There will always be retained in the Utility Improvements Account a
sufficient amount to pay principal of and interest on all the Utility Revenue Bonds, and the
Finance Director must report any current or anticipated deficiency in the Utility Improvements
Account to the City Council. There is also appropriated to the Utility Improvements Account a pro
rata portion of 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.
(c) Street Reconstruction Account. Ad valorem taxes hereinafter levied for payment of
the Street Reconstruction Bonds are hereby pledged to the Street Reconstruction Account of the Debt
Service Fund. There is also appropriated to the Street Reconstruction Account (i)a portion of
capitalized interest financed from the proceeds of the Bonds, if any; and (ii)a pro rata portion of
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 Bonds, Series 2024A
Construction Fund (the "Construction Fund"). The City will maintain the following accounts in the
Construction Fund: the "Assessable Improvements Account,"the"Utility Improvements Account,"and the
"Street Reconstruction Account." Amounts in the Assessable Improvements Account are irrevocably
pledged to the Improvement Bonds,amounts in the Utility Improvements Account are irrevocably pledged to
the Utility Revenue Bonds, and amounts in the Street Reconstruction Account are irrevocably pledged to the
Street Reconstruction Bonds.
(a) Assessable Improvements Account. Proceeds of the Improvement Bonds, less the
appropriations made in Section 4.01(a) hereof,together with ad valorem taxes and the Assessments
and any other funds appropriated for the Assessable Improvements collected during the construction
of the Assessable Improvements, will be deposited in the Assessable Improvements Account of the
Construction Fund to be used solely to defray expenses of the Assessable Improvements and the
payment of principal of and interest on the Improvement Bonds prior to the completion and payment
of all costs of the Assessable Improvements. Any balance remaining in the Assessable
Improvements Account after completion of the Assessable Improvements may be used to pay the
cost in whole or in part of any other improvement instituted under the Improvement Act, under the
direction of the City Council. When the Assessable Improvements are completed and the cost
thereof paid,the Assessable Improvements Account of the Construction Fund is to be closed and any
subsequent collections of Assessments and ad valorem taxes for the Assessable Improvements are to
be deposited in the Assessable Improvements Account of the Debt Service Fund.
(b) Utility Improvements Account. Proceeds of the Utility Revenue Bonds, less the
appropriations made in Section 4.01(b) hereof, will be deposited in the Utility Improvements
Account of the Construction Fund to be used solely to defray expenses of the Utility Improvements.
When the Utility Improvements are completed and the cost thereof paid, the Utility Improvements
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Account of the Construction Fund is to be closed and any funds remaining may be deposited in the
Utility Improvements Account of the Debt Service Fund.
(c) Street Reconstruction Account. Proceeds of the Street Reconstruction Bonds, less
the appropriations made in Section 4.01(c) hereof, together with ad valorem taxes and any other
funds appropriated for the Street Reconstruction collected during the Street Reconstruction, will be
deposited in the Street Reconstruction Account of the Construction Fund to be used solely to defray
expenses of the Street Reconstruction and the payment of principal and interest on the Street
Reconstruction Bonds prior to the completion and payment of all costs of the Street Reconstruction.
When the Street Reconstruction is completed and the cost thereof paid, the Street Reconstruction
Account of the Construction Fund is to be closed and any funds remaining may be deposited in the
Street Reconstruction Account of the Debt Service Fund.
4.03. City Covenants with Respect to the Improvement Bonds. 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 will cause the Assessments for the Assessable Improvements to be
promptly levied so that the first installment of the Assessable Improvements will be collectible
not later than 2025 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 Assessable Improvement financed
wholly or partly from the proceeds of the Improvement 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 and interest thereon when due.
(b) In the event of any current or anticipated deficiency in Assessments and ad
valorem 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 ad
valorem 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 Assessable
Improvements described herein will be specially assessed against benefited properties.
4.04. City Covenants with Respect to the Utility Revenue Bonds. The City Council covenants
and agrees with the holders of the Bonds that so long as any of the Bonds remain outstanding and unpaid,
it will keep and enforce the following covenants and agreements:
(a) The City will continue to maintain and efficiently operate the Utility Systems as
public utilities and conveniences free from competition of other like municipal utilities and will
cause all revenues therefrom to be deposited in bank accounts and credited to the respective
Revenue Funds, as hereinabove provided, and will make no expenditures from those accounts
except for a duly authorized purpose and in accordance with this resolution.
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(b) The City will also maintain the Utility Improvements Account of the Debt
Service Fund as a separate account and will cause money to be credited thereto from time to time,
out of Net Revenues from the Utility Systems in sums sufficient to pay principal of and interest on
the Utility Revenue Bonds when due.
(c) 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 Utility Systems 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) The City Council will cause persons handling revenues of the Utility Systems to
be bonded in reasonable amounts for the protection of the City and the Bondholders and will
cause the funds collected on account of the operations of such systems to be deposited in a bank
whose deposits are guaranteed under the Federal Deposit Insurance Law.
(e) The City Council will keep the Utility Systems 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.
(f) The City and each and all of its officers will punctually perform all duties with
reference to the Utility Systems as required by law.
(g) The City will impose and collect charges of the nature authorized by
Section 444.075 of the Utility Revenue Act, 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
and to create and maintain such reserves securing said payments as may be provided herein.
(h) 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.
4.05. 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.
4.06. Pledge of Tax Levy. For the purpose of paying all or a portion of the principal of and
interest on the Improvement Bonds and the Street Reconstruction 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 Assessable Improvements Account, and the Street Reconstruction Account of the Debt
Service Fund above provided and will be in the years and amounts as set forth in EXHIBIT C attached
hereto.
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4.07. Certification to County Auditor/Treasurer as to Debt Service Fund Amount. It is hereby
determined that the estimated collections of Taxes, Assessments, and Net Revenues will produce at least
five percent (5%) in excess of the amount needed to meet when due the principal and interest payments
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 Auditor Treasurer of
Hennepin County, Minnesota(the "County Auditor/Treasurer") the amount available in the Debt Service
Fund to pay principal and interest due during the ensuing year, and the County Auditor/Treasurer will
thereupon reduce the levy collectible during such year by the amount so certified.
4.08. Registration of Resolution. The City Manager is authorized and directed to file a certified
copy of this resolution with the County Auditor/Treasurer 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. The electronic signature of the Mayor, the City Manager, the
Finance Director, and 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.
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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 Treasury Regulations, as presently existing or as hereafter amended and made
applicable to the Bonds.
6.02. Rebate. 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.
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 2024 will not exceed$10,000,000; and
(d) not more than $10,000,000 of obligations issued by the City during calendar year
2024 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.
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
11
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 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.
12
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.
(The remainder of this page is intentionally left blank.)
13
The motion for the adoption of the foregoing resolution was duly seconded by Member
, and upon vote being taken thereon,the following voted in favor thereof:
and the following voted against the same:
whereupon said resolution was declared duly passed and adopted.
14
Passed and adopted this 21st day of May, 2024.
P ric an on,Mayor
Attest:
Davi Baker, Deputy ity Clerk
15
EXHIBIT A
PROPOSALS
glit EHLERS
BID TABULATION
$9,375,000`General Obligation Bonds,Series 2024A
City of Hopkins,Minnesota
SALE: May 21,2024
AWARD: STIFEL,NICOLAUS
Rating:S&P Global Ratings"AA+"
Tax Exempt-Bank Qualified
TRUE
MATURITY COUPON REOFFERING INTEREST
NAME OF BIDDER (February 1) RATE YIELD PRICE RATE
STIFEL,NICOLAUS $9,780,338.65 3.6823%
Birmingham,Alabama 2029 5.000% 3.260%
BOK 2030 5.000% 3.250%
2031 5.000% 3.250%
2032 5.000% 3.260%
2033 4.000% 3.250%
2034 4.000% 3.300%
2035 4.000% 3.350%
2036 4.000% 3.400%
2037 4.000% 3.500%
2038 4.000% 3.600%
2039 4.000% 3.700%
2040 4.000% 3.800%
BAIRD 3.7351%
Milwaukee.Wisconsin
NORTHLAND SECURITIES,INC. 3.7703%
Minneapolis,Minnesota
HILLTOPSECURITIES 3.7947%
Dallas,Texas
Subsequent to bid opening the issue size was decreased to$8,785,000.
Adjusted Price:$9,160,158.75 Adjusted Net Interest Cost:$3,468,270.42 Adjusted TIC: 3.6850%
BUILDING COMMUNITIES.IT'S WHAT WE DO. �'_ :nfonehiers•inc.com 1(800)552-1171 it. www.ehters-inc.com
A-1
EXHIBIT B
FORM OF BOND
No.R- UNITED STATES OF AMERICA $
STATE OF MINNESOTA
COUNTY OF HENNEPIN
CITY OF HOPKINS
GENERAL OBLIGATION BOND
SERIES 2024A
Date of
Rate Maturity Original Issue CUSIP
February 1,20_ June 11, 2024
Registered Owner: Cede&Co.
The City of Hopkins, Minnesota, a duly organized and existing municipal corporation in
Hennepin 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 February 1, 2025, 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$8,785,000 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 May 21, 2024 (the"Resolution"), for the purpose
of providing money to defray the expenses incurred and to be incurred in making and undertaking certain
assessable local improvements, certain improvements to the sewer, water, and storm sewer systems of the
City, and certain street reconstruction projects, 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, 444, and 475, as amended, including Section 475.58, subdivision 3b. The principal hereof
B-1
and interest hereon are payable in part from special assessments levied against property specially
benefited by local improvements, from net revenues of the sewer, water, and storm sewer systems of the
City, and from 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, net
revenues, and ad valorem 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.
IT IS HEREBY CERTIFIED AND RECITED that in and by the Resolution, the City has
covenanted and agreed that it will continue to own and operate the sewer system,water system, and storm
sewer system free from competition by other like municipal utilities; that adequate insurance on said
systems and suitable fidelity bonds on employees will be carried; that proper and adequate books of
account will be kept showing all receipts and disbursements relating to the Sewer Fund, the Water Fund,
and the Storm Sewer Fund, into which it will pay all of the gross revenues from the sewer system, water
system, and storm sewer system,respectively;that it will also create and maintain a Utility Improvements
Account within the General Obligation Bonds, Series 2024A Debt Service Fund, into which it will pay,
out of the net revenues from the sewer system, water system, and storm sewer system, a sum sufficient to
pay principal of the Utility Revenue Bonds (as defined in the Resolution) and interest on the Utility
Revenue Bonds when due; and that it will provide, by ad valorem tax levies, for any deficiency in
required net revenues of the sewer system,water system,and storm sewer system.
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.
B-2
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 Hopkins, Hennepin 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: June 11, 2024
CITY OF HOPKINS,MINNESOTA
(Facsimile) (Facsimile)
Mayor City Manager
CERTIFICATE OF AUTHENTICATION
This is one of the Bonds delivered pursuant to the Resolution mentioned within.
BOND TRUST SERVICES CORPORATION
By
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 UNIF GIFT MIN ACT
Custodian
(Cust) (Minor)
TEN ENT—as tenants by entireties under Uniform Gifts or Transfers to Minors
Act, State of
JT TEN — as joint tenants with right of
survivorship and not as tenants in common
Additional abbreviations may also be used though not in the above list.
B-3
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 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
B-4
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.
Signature of
Date of Registration Registered Owner Officer of Registrar
Cede& Co.
Federal ID#13-2555119
B-5
EXHIBIT C
TAX LEVY SCHEDULES
Tax Levy Schedule for Improvement Bonds
Tax Tax Bond
Levy Collect Pay
Year Year Year Total P.1 CIF Net New D.S P&14105°u Assessments Net Levy
2023 2024 2025 80.500.00 (80.500.00) - - - -
2024 2025 2026 126.000.00 (53,545.23) 72454.77 76,077.51 76,077.51 -
2025 2026 2027 126,000.00 (55.771.60) 70,228.40 73,739.82 73,739.82 -
2026 2027 2028 126.000.00 - 126,000.00 132,300.00 71,402.14 60,897.86
2027 2028 2029 316,000.00316.000.00 331,800.00 69,064.44 262,735.56
2028 2029 2030 316,500.00 - 316,500.00 332,325.00 66,726.74 265,598.26
2029 2030 2031 316,500.00 - 316300.00 332,325.00 64,389.05 267,935.95
2030 2031 2032 316,000.00 - 316,000.00 331,800.00 62,05135 269,748.65
2031 2032 2033 315,000.00 - 315,000.00 330,750.00 59,713.67 271,036.33
2032 2033 2034 315,800.00 - 315.800.00 331,590.00 57,375.97 274,214.03
2033 2034 2035 316,200.00 - 316.200.00 332,010.00 55,038.27 276,971.73
2034 2035 2036 316.200.00 - 316.200.00 332010.00 52,700.59 279,309.41
2035 2036 2037 315,800.00 - 315.800.00 331590.00 50362.89 281,227.11
2036 2037 2038 315,000.00 - 315.000.00 330,750.00 48,025.21 282,724.79
2037 2038 2039 313,800.00 - 313.800.00 329,490-00 45.68731 283,802.49
2038 2039 2040 317,200.00 317 200.00 333.060.04 43 349.83 289.714.17
Total 54,248,500.00 (189.816.83) 54.058,683.1' 54.261.617.33 S39F,704.99 S3.366,912?.4
Bond Data
Dated Date 61F2024
Cali Date 2 01,2032
•
Tax Levy Schedule for Street Reconstruction Bonds
Tax Tax Bond
Levy Collect Pay Net New P& I
Year Year Year Total P+I CIF DIS A105% Net Levy
2023 2024 2025 17.825.00 (17,825.00) - - -
2024 2025 2026 7.400-00 (27,400.00) -
2025 2026 2027 27.900.00 (27,900.00) -
2026 2027 2028 27.900.00 - 27 900.00 29,295.00 29,295.00
2027 2028 2029 102,900.00 - 102900.00 108,045.00 108,045.00
2028 2029 2030 104.150.00 - 104,150.00 109,357.50 109,357.50
2029 2030 2031 105.150.00 - 105,150.00 110.407.50 110,407.50
2030 2031 2032 105.900.00 - 105900-00 111.195.00 111,195.00
2031 2032 2033 101.400.00 - 101,400.00 106.470.00 106,470.00
2032 2033 2034 102.800.00 - 102,800.00 107,940.00 107,940.00
203 2034 2035 104,000.00 - 104,000.00 109.200.00 109,200.00
Total S8?T,S2 .00 (73,625.00) $754,200.00 S')1.910.00 S'91.916.00
Bond Data
Dated Date 6'11/2024
Call Date 2/01/2032
C-1
STATE OF MINNESOTA )
COUNTY OF HENNEPIN ) SS.
CITY OF HOPKINS )
I, being the duly qualified and acting City Clerk of the City of Hopkins, Hennepin County,
Minnesota (the "City"), 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 May 21, 2024 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 the City's General Obligation Bonds, Series 2024A, in the
original aggregate principal amount of$8,785,000.
WITNESS My hand officially as such City Clerk and the corporate seal of the City this 21 S7
day of May,2024.
1� �
Da ' r,Deputy City Clerk
City of Hopkins,Minnesota
(SEAL)
HP110-111 (JAE)
952456v2