VII.1. Resolution Awarding the Sale of $4,155,000 General Obligation Housing Improvement Area Bonds, Series 2025B; Kvilvang
CITY OF HOPKINS
City Council Report 2025-132
To: Honorable Mayor and Council Members
Mike Mornson, City Manager
From: Nick Bishop, Finance Director
Stacie Kvilvang; Senior Municipal Advisor
Date: August 19, 2025
Subject: Award the Sale of $4,155,000 General Obligation Housing Improvement
Area Bonds, Series 2025B
_____________________________________________________________________
RECOMMENDED ACTION
MOTION TO Adopt Resolution No. 2025-050: Awarding the Sale of General Obligation
Bonds, Series 2025A, in the original aggregate principal amount of $4,155,000; fixing
their form and specification; directing their execution and delivery; and providing for their
payment.
OVERVIEW
The Series 2025B bonds will be used to finance improvements to the Summit on 7
building located at 1502 5th St. N. The bonds are general obligations of the City,
however they will be paid from Housing Improvement Area fees applied to each unit.
There is no tax levy required for the bonds. All costs are paid by the owners of Summit
on 7. This method of financing has been well-tested in the Twin Cities and has not had
negative impacts on bond ratings or resulted in any cash flow issues for bond
payments.
On August 14, 2025, Standard & Poor’s reaffirmed the City’s AA+ bond rating with a
stable outlook. The rating report is being finalized and will be sent to City Council by
email and included in City Council Agenda archives.
At the July 15, 2025 Council Meeting the City Council authorized the sale of $4,615,000
General Obligation Housing Improvement Area bonds. The value of the bonds has been
reduced for prepayments received. The bond bids will be accepted until 10:00 AM on
August 19, 2025 at which time they will be reviewed and the recommendation
incorporated into Resolution 2024-050.
Stacie Kvilvang (Ehlers, Senior Municipal Advisor) will present information on the bond
sale and be available for any questions. Finance Director Bishop will not be in
attendance.
SUPPORTING INFORMATION
• Resolution 2024-050 (preliminary version, will be updated on August 19th)
Finance Department
RESOLUTION 2025-050 AWARDING THE SALE OF TAXABLE
GENERAL OBLIGATION HOUSING IMPROVEMENT AREA
BONDS, SERIES 2025B, IN THE ORIGINAL AGGREGATE
PRINCIPAL AMOUNT OF $4,155,000; FIXING THEIR FORM
AND SPECIFICATIONS; DIRECTING THEIR EXECUTION AND
DELIVERY; AND PROVIDING FOR THEIR PAYMENT
BE IT RESOLVED by the City Council (the “Council”) of the City of Hopkins, Hennepin County,
Minnesota (the “City”) as follows:
Section 1. Findings, Determinations; Sale of Bonds.
1.01. Background. It is hereby determined that:
(a) The City has established the Summit on 7 Housing Improvement Area (the
“Housing Improvement Area”) in order to facilitate certain housing improvements (the “Housing
Improvements”) to a property known as the Summit on 7 Condominiums, which is governed by
the Summit Condominium Association (the “Association”). The Council has imposed a housing
improvement fee (the “Housing Fees”) on housing units located in the Housing Improvement Area
in order to finance the Housing Improvements.
(b) Pursuant to Minnesota Statutes, Chapter 475, as amended (the “Act”), and
Minnesota Statutes, Sections 428A.11 through 428A.21, as amended (the “Housing Act”), the City
is authorized to issue general obligation bonds in the amount necessary to defray the costs of the
Housing Improvements, which costs are payable primarily from the Housing Fees and may be
further secured by the pledge of the City’s full faith and credit and taxing power.
(c) On July 15, 2025, the Council adopted a resolution (the “Intent Resolution”)
stating the intention of the City to issue and sell its Taxable General Obligation Housing
Improvement Area Bonds, Series 2025B (the “Bonds”), in the original aggregate principal amount
of approximately $4,615,000, pursuant to the Act and the Housing Act, in order to defray the costs
of the Housing Improvements.
(d) The City is authorized by Section 475.60, subdivision 2(9), of the Act to sell the
Bonds other than pursuant to a competitive sale because the City has retained Ehlers and
Associates, Inc, (the “Municipal Advisor”) to serve as the City’s independent municipal advisor in
connection with the sale of the Bonds. The actions of the City staff and the Municipal Advisor in
negotiating the sale of the Bonds are ratified and confirmed in all aspects.
1.02. Award to the Purchaser and Interest Rates. The proposal of_____________[., as syndicate
manager] (the “Purchaser”), to purchase the Bonds of the City 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
$______________ (par amount of $4,155,000, plus original issue premium of $___________, less original
issue discount of $________________, less an underwriter’s discount of $____________), plus accrued
interest, if any, as set forth in the Purchase Agreement (defined below), to date of delivery for Bonds bearing
interest as follows:
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Year Interest Rate Year Interest Rate
2027 0.000% 2037 0.000%
2028 0.000% 2038 0.000%
2029 0.000% 2039 0.000%
2030 0.000% 2040 0.000%
2031 0.000% 2041 0.000%
2032 0.000% 2042 0.000%
2033 0.000% 2043 0.000%
2034 0.000% 2044 0.000%
2035 0.000% 2045 0.000%
2036 0.000% 2046 0.000%
[*Term Bonds]
True interest cost: __________________%
1.03. Purchase Agreement. The execution and delivery of a proposal form, dated as of August
19, 2025 (the “Purchase Agreement”), between the City and the Purchaser, is hereby ratified and confirmed in
the form set forth in EXHIBIT A to this resolution (the “Resolution”). The Bonds shall be issued and delivered
in accordance with the terms and conditions of the Purchase Agreement and this Resolution. The amount
proposed by the Purchaser in excess of the minimum bid, if any, shall be credited to the Debt Service Fund
hereinafter created or deposited in the Construction Fund hereinafter created, as determined by the Finance
Director in consultation with the Municipal Advisor. The Municipal Advisor is directed to receive and retain
the good faith payment of the Purchaser in accordance with the terms of the Purchase Agreement, pending
completion of the sale of the Bonds. The Mayor and City Manager are authorized and directed to execute a
contract with the Purchaser on behalf of the City.
1.04. Terms and Principal Amounts of the Bonds. The City will forthwith issue and sell the Bonds
pursuant to the Act and the Housing Act in the original aggregate principal amount of $4,155,000, originally
dated September 9, 2025, in fully registered form and in denominations 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
2027 $0.00 2037 $0.00
2028 $0.00 2038 $0.00
2029 $0.00 2039 $0.00
2030 $0.00 2040 $0.00
2031 $0.00 2041 $0.00
2032 $0.00 2042 $0.00
2033 $0.00 2043 $0.00
2034 $0.00 2044 $0.00
2035 $0.00 2045 $0.00
2036 $0.00 2046 $0.00
[*Term Bonds]
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1.05. Schedule of Maturities. The schedule of maturities satisfies the requirements of
Section 475.54, subdivision 1 of the Act.
1.06. Optional Redemption. The City may elect on February 1, 2035, and on any day thereafter to
prepay Bonds due on or after February 1, 2036. 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 shall determine. If less than all Bonds of a maturity are called
for optional redemption, the City shall notify DTC (as defined in Section 7 hereof) of the particular amount of
such maturity to be prepaid. DTC shall 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 shall be at a price of par plus accrued interest to the date of optional
redemption.
[1.07 Mandatory Sinking Fund Redemptions; Term Bonds. The Bonds maturing on
February 1, 20___, shall hereinafter be referred to collectively as the “Term Bonds.” The Term Bonds are
subject to mandatory sinking fund redemption and shall be redeemed in part at par plus accrued interest on
February 1 of the following years and in the principal amounts as follows:
Mandatory Sinking Fund Redemptions
February 1, 20__ Term Bond
Year Principal Amount
____________________
* Maturity
The principal amount of Term Bonds subject to mandatory sinking fund redemption on any date may be
reduced through earlier optional redemptions, with any partial redemptions of the Term Bond credited against
future mandatory sinking fund redemptions of such Term Bonds in such order as the City shall determine.]
Section 2. Registration and Payment.
2.01. Registered Form. The Bonds shall be issued only in fully registered form. The interest thereon
and, upon surrender of each Bond, the principal amount thereof, is payable by check, draft or wire issued by
the Registrar described herein.
2.02. Dates; Interest Payment Dates. Each Bond shall 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 shall 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 shall 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, 2026, to the registered owners of record thereof as of the close of business on the fifteenth day
immediately preceding each interest payment date, whether or not such day is a business day.
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2.03. Registration. The City shall appoint a bond registrar (the “Registrar”), authenticating agent
(the “Authenticating Agent”), and paying agent (the “Paying Agent”). Except as specifically provided
otherwise in Section 7 hereof, 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
(the “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 shall authenticate and deliver, in the name of the designated
transferee or transferees, one or more new Bonds of a like aggregate principal amount and maturity, as
requested by the transferor. The Registrar may, however, close the books for registration of any transfer
after the fifteenth day of the month preceding each interest payment date and until that interest payment
date.
(c) Exchange of Bonds. When Bonds are surrendered by the registered owner for
exchange the Registrar shall 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 shall 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 shall 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 shall 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 shall 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 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 shall be
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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 whole 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 shall 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 Bond Register and, if publication of the notice of redemption is
required by law, by publishing the notice of redemption as required by law. Failure to give notice by
publication or by mail to any registered owner, or any defect therein, shall not affect the validity of the
proceedings for the redemption of Bonds. Bonds so called for redemption shall 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, Paying Agent, and Authenticating Agent. The City appoints
Bond Trust Services Corporation, Minneapolis, Minnesota, as the initial Registrar, Paying Agent, and
Authenticating Agent with respect to the Bonds. The Mayor and the City Manager are authorized to execute
and deliver, on behalf of the City, a contract with Bond Trust Services Corporation, as the initial Registrar,
Paying Agent, and Authenticating Agent with respect to the Bonds. Upon merger or consolidation of the
Registrar, Paying Agent, and Authenticating Agent 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, Paying Agent, and Authenticating Agent. The City agrees to pay the reasonable and
customary charges of the Registrar, Paying Agent, and Authenticating Agent for the services performed. The
City reserves the right to remove the Registrar, Paying Agent, or Authenticating Agent upon thirty (30) days’
notice and upon the appointment of a successor Registrar, Paying Agent, or Authenticating Agent, in which
event the predecessor Registrar, Paying Agent, or Authenticating Agent must deliver all cash and Bonds in its
possession to the successor Registrar, Paying Agent, or Authenticating Agent and the Registrar must deliver the
Bond Register to the successor Registrar. On or before three (3) business days prior to each principal or interest
due date, without further order of the Council, the Finance Director must transmit to the Paying Agent money
sufficient for the payment of all principal and interest then due.
2.05. Execution, Authentication, and Delivery. The Bonds shall 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 shall 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 shall 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 Authenticating Agent. Certificates of authentication on different Bonds need not be signed
by the same representative of the Authenticating Agent. 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 shall 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.
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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; Funds; Pledges and Covenants.
4.01. Housing Fund Established. For the convenience and proper administration of the moneys to
be borrowed and repaid on the Bonds, and to make adequate and specific security for the Purchaser and any
other purchasers and holders of the Bonds from time to time, there is hereby created a separate special fund of
the City to be known as the Summit Condominium Association’s Housing Improvement Area Fund (the
“Housing Fund”), which fund will be continued and maintained as a permanent fund of the City until all the
Bonds are paid. Within the Housing Fund, separate funds will be established and maintained as follows:
(a) Project Fund. Proceeds of the Bonds in the amount of $__________ will be deposited
into the Project Fund. Upon issuance of the Bonds, the City shall also deposit into the Project Fund
prepaid Housing Fees in the amount of $________________, which Housing Fees were levied on
property within the Housing Improvement Area and were prepaid pursuant to the resolution levying
the Housing Fees. A portion of the amount deposited in the Project Fund will be disbursed to (i)
reimburse the Association for costs it incurred for the Housing Improvements made to the Summit on
7 Condominiums; and (2) pay a portion of the administrative costs of the Housing Improvement Area,
including any rebate of prepaid Housing Fees. Interest earnings from moneys in the Project Fund shall
be credited to the Surplus Fund hereinafter created.
(b) Cost of Issuance Fund. Proceeds of the Bonds in the amount of $____________ will
be deposited into the Cost of Issuance Fund, which amount will be used solely for the purpose of
paying the costs of issuance of the Bonds. Any balance remaining in the Costs of Issuance Fund after
all disbursements for issuance expenses shall be transferred to the Project Fund. Interest earnings from
moneys in the Costs of Issuance Fund shall be credited to the Surplus Fund hereinafter created.
(c) Debt Service Fund. Housing Fees for the payment of debt service on the Bonds are
hereby pledged to the Debt Service Fund. Interest earnings from moneys in the Debt Service Fund
shall be credited to the Debt Service Fund. There is also appropriated to the Debt Service Fund
amounts over the minimum purchase price paid by the Purchaser, to the extent designated for deposit
in the Debt Service Fund in accordance with Section 1.03 hereof.
(d) Surplus Fund. Housing Fees in excess of the amounts required to be deposited into
the Debt Service Fund and the Project Fund will be deposited into the Surplus Fund. Amounts in the
Surplus Fund shall be applied and disbursed in accordance with the Development Agreement. Interest
earnings from moneys in the Surplus Fund shall be credited to the Surplus Fund.
4.02. Deposit of Funds. Money in the funds created by this Resolution will be kept separate from
other municipal funds and deposited only in a bank or banks which are members of the Federal Deposit
Insurance Corporation (FDIC”). Deposits which cause the aggregate deposits of the City in any one bank to
be in excess of the amount insured by FDIC must be continuously secured in the manner provided by law for
the investment of municipal funds. In the event excess moneys are held in any of the funds created pursuant
to Section 4.01 hereof, such excess moneys shall be applied and disbursed in accordance with the Development
Agreement.
4.03 Covenants Regarding Housing Improvements. The City hereby covenants with the holders
from time to time of the Bonds as follows:
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(a) The City has caused or will cause the Housing Fees for the Housing Improvements
in the Housing Improvement Area to be promptly levied against housing units in the Housing
Improvement Area so that the first installment will be collectible not later than 2025 and will take all
steps necessary to assure prompt collection. The City Council will cause to be taken with due diligence
all further actions that are required under the Development Agreement for the construction of the
Housing Improvements 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 Housing Fees 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 Housing Fees for the payment
of the Bonds (after taking into account any revenues collected or anticipated to be collected under the
Development Agreement), the City Council will levy 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 Housing Improvements, Housing Fees levied therefor, and other
funds appropriated for their payment, collections thereof and disbursements therefrom, and monies on
hand.
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 and credit and taxing powers of the City
are hereby irrevocably pledged. If a payment of principal of or interest on the Bonds becomes due when
there is not sufficient money in the Debt Service Fund to pay the same, the Finance Director must pay such
principal or interest from the general fund of the City which are available for such purpose, and the general
fund shall be reimbursed for those advances out of the proceeds of the taxes levied herein, when collected.
4.05. No Tax Levy Required. It is determined that the Housing Fees for the Housing
Improvements in the Housing Improvement Area shall produce at least five percent (5%) in excess of the
amount needed to meet when due the principal and interest on the Bonds and that no ad valorem tax levy
is needed at this time. In the event of any deficiency of Housing Fees pledged, ad valorem taxes shall be
levied on all taxable property in the City, which taxes may be levied without limitation as to rate or amount.
Said tax levies shall be irrevocable as long as any of the Bonds are outstanding and unpaid, provided that
the City reserves the right and power to reduce the levies in the manner and to the extent permitted by the
Act (specifically, Section 475.61 of the Act).
4.06. Registration of Resolution. The Finance Director is authorized and directed to file a certified
copy of this Resolution with the County Auditor/Treasurer of Hennepin County, Minnesota 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, shall be deemed representations of the
City as to the facts stated therein.
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5.02. Certification as to Official Statement. The Mayor, the City Manager and the Finance Director,
or any of their authorized designees, are authorized and directed to certify that they have examined the final
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 final Official Statement is a complete and accurate representation of
the facts and representations made therein as of the date of the final Official Statement and further that said
final Official Statement did not (as of the date of the final Official Statement) and does not contain any untrue
statement of a material fact or omit to state a material fact which should be included therein for the purpose for
which the final Official Statement is to be used, or which is necessary in order to make the statements made
therein, in light of the circumstances under which they are made, not misleading.
5.03. Other Certificates. The Mayor, the City Manager and the Finance Director, or any of their
authorized designees, 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. Payment of Costs of Issuance. The City authorizes the Purchaser to forward the amount of
Bond proceeds allocable to the payment of issuance expenses to Wells Fargo Bank, National Association on
the closing date for further distribution as directed by the Municipal Advisor.
5.05. Electronic Signatures. The electronic signatures of the Mayor, the City Manager and the
Finance Director, or any of their authorized designees, to this Resolution and any document or 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) a manually signed original
signature that is then transmitted by electronic means or (b) a signature obtained through DocuSign or
Adobe or a similarly digitally auditable signature gathering process; 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.
Section 6. [Intentionally Omitted].
Section 7. Book-Entry System; Limited Obligation of City.
7.01. DTC. The Bonds shall 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 shall 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 shall be registered in the Bond
Register in the name of Cede & Co., as nominee of DTC.
7.02. Participants. With respect to Bonds registered in the Bond Register in the name of Cede &
Co., as nominee of DTC, the City, the Registrar, and the Paying Agent shall 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,
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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 Bond
Register 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 shall 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 shall 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 Bond Register, shall 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.” shall refer to such new nominee of DTC; and upon receipt of such a notice, the City
Manager shall 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 shall 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 shall 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 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 shall notify DTC, whereupon DTC shall notify the Participants, of the
availability through DTC of Bond certificates. In such event the City shall 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 shall issue and the Registrar shall authenticate
Bond certificates in accordance with this resolution and the provisions hereof shall 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 shall 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. For purposes of this Section, “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 to 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.
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Section 9. Defeasance. When all of the 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 shall 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 shall 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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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.
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EXHIBIT A
PURCHASE AGREEMENT
B-1
EXHIBIT B
FORM OF BOND
UNITED STATES OF AMERICA
STATE OF MINNESOTA
COUNTY OF HENNEPIN
CITY OF HOPKINS
TAXABEL GENERAL OBLIGATION HOUSING IMPROVEMENT AREA BONDS
SERIES 2025B
No. R-___ $_______
Interest Rate Maturity Date Date of Original Issue CUSIP
0.000% February 1, 20__ June ___, 2025
REGISTERED OWNER: CEDE & CO.
PRINCIPAL AMOUNT: _____________ THOUSAND DOLLARS
The City of Hopkins, 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 Amount specified above, 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, 2026, 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, draft or wire by Bond Trust Services Corporation,
Roseville, Minnesota, as Bond Registrar, Paying 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, 2035, and on any day thereafter to prepay Bonds due on or after
February 1, 2036. 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 shall determine. If less than all Bonds of a maturity are called for redemption, the
City shall 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 shall then select by lot the beneficial ownership interests in such maturity to
be redeemed. Prepayments shall be at a price of par plus accrued interest to the date of optional redemption.
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[The Bonds maturing on February 1, 20___, shall hereinafter be referred to collectively as the “Term
Bonds.” The Term Bonds are subject to mandatory sinking fund redemption and shall be redeemed in part at
par plus accrued interest on February 1 of the following years and in the principal amounts as follows:
Mandatory Sinking Fund Redemptions
February 1, 20__ Term Bond
Year Principal Amount
____________________
* Maturity
The principal amount of Term Bonds subject to mandatory sinking fund redemption on any date may be
reduced through earlier optional redemptions, with any partial redemptions of the Term Bond credited against
future mandatory sinking fund redemptions of such Term Bonds in such order as the City shall determine.]
This Bond is one of an issue in the aggregate principal amount of $4,155,000 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 August 19, 2025 (the “Resolution”), for the purpose
of providing money to aid in financing a portion of the various housing improvements within a housing
improvement area in the City, pursuant to and in full conformity with the home rule charter of the City and
the Constitution and laws of the State of Minnesota, including Minnesota Statutes, Chapters 475, as
amended, and Minnesota Statutes, Sections 428A.11 to 428A.21, as amended. The principal hereof and
interest hereon are payable primarily from certain housing improvement fees levied on property within the
housing improvement area in which the housing improvements are located, 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 ad valorem taxes on all taxable property in the City in the event of any deficiency in housing
improvement fees 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.
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 Taxable General Obligation Improvement Area Bonds, Series 2025B 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
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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.
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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.
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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: September 9, 2025
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
________________________
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ASSIGNMENT
For value received, the undersigned hereby sells, assigns and transfers unto
________________________________________ the within Bond and all rights thereunder, and does hereby
irrevocably constitute and appoint _________________________________ attorney to transfer the said Bond
on the books kept for registration of the within Bond, with full power of substitution in the premises.
Dated:
Notice: The assignor’s signature to this assignment must correspond with the name as it appears
upon the face of the within Bond in every particular, without alteration or any change
whatever.
Signature Guaranteed:
NOTICE: Signature(s) must be guaranteed by a financial institution that is a member of the Securities Transfer
Agent Medallion Program (“STAMP”), the Stock Exchange Medallion Program (“SEMP”), the New York
Stock Exchange, Inc. Medallion Signatures Program (“MSP”) or other such “signature guarantee program” as
may be determined by the Registrar in addition to, or in substitution for, STEMP, SEMP or MSP, all in
accordance with the Securities Exchange Act of 1934, as amended.
The Registrar will not transfer 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 federal identification or other
identifying number of assignee
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PROVISIONS AS TO REGISTRATION
The ownership of the principal of and interest on the within Bond has been registered on the books of
the Registrar in the name of the person last noted below.
Date of Registration Registered Owner Signature of Officer of Registrar
September 9, 2025
Cede & Co.
Federal ID #13-2555119
STATE OF MINNESOTA )
)
COUNTY OF HENNEPIN ) ss.
)
CITY OF HOPKINS )
I, the undersigned, 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 20, 2025 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 Taxable General Obligation Improvement Area Bonds,
Series 2025B, in the original aggregate principal amount of $4,155,000.
WITNESS My hand officially as such City Clerk this ______ day of August, 2025.
Clerk of the City Counsel
City of Hopkins, Hennepin County, Minnesota