1999-063~ ,y„;
Extract of Minutes of Meeting
of the City Council of the City of
Hopkins, Hennepin County, Minnesota
Pursuant to due call and notice thereof, a regular meeting of the City Council of the City of
Hopkins, Minnesota, was duly held in the. City Hall in said City on Tuesday, July 20, 1999,
commencing at 7:30 P.M.
The following members were present: Mayor Redepenning, Councilmembers Hesch,
Jensen, Johnson and Maxwell
and the following were absent: None
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The Mayor announced that the next order of business was consideration of the proposals
which had been received for the purchase of the City's $2,565,000 Taxable General Obligation
Housing Improvement Area Bonds, Series 1999B.
The City Clerk presented a tabulation of the proposals which had been received in the
manner specified in the Terms and Conditions of Issue of the Bonds. The proposals were as set
forth in Exhibit A attached.
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After due consideration of the proposals, Member Johnson then introduced the following
written resolution and moved its adoption the reading of which had been dispensed with by
unanimous consent:
RESOLUTION N0.99-063
A RESOLUTION AWARDING THE SALE OF $2,565,000
TAXABLE GENERAL OBLIGATION HOUSING IMPROVEMENT AREA BONDS
SERIES 1999B; FIXING THEIR FORM AND SPECIFICATIONS;
DIRECTING THEIR EXECUTION AND DELNERY;
AND PROVIDING FOR THEIR PAYMENT
BE IT RESOLVED By the City Council of the City of Hopkins, Hennepin County,
Minnesota (City) as follows:
Section 1. Sale of Bonds.
1.01. The proposal of Salomon Smith Barney (Purchaser) to purchase $2,565,000 Taxable
General Obligation Housing Improvement Area Bonds, Series 1999E (Bonds) of the City described
in the Terms and Conditions of Issue thereof is found and determined to be a reasonable offer and is
accepted, the proposal being to purchase the Bonds at a price of $2,516,300.14 plus accrued interest
to date of delivery, for Bonds bearing interest as follows:
Year of Maturity Interest Rate Year of Maturity Interest Rate
2002 6.00% 2006 6.35%
2003 6.10 2007 6.40
2004 6.20 2008 6.45
2005 6.30 2009 6.50
Term Bonds due February 1, 2011 at 6.80%
Term Bonds due February 1, 2013 at 7.00%
Term Bonds due February 1, 2015 at 7.15%
Term Bonds due February 1, 2017 at 7.25%
Term Bonds due February 1, 2019 at 7.35%
Term Bonds due February 1, 2021 at 7.375%
True interest cost: 7.3170%
1.02. The sum of $.14 being the amount proposed by the Purchaser in excess of
$2,516,300 will be credited to the Debt Service Account in the Housing Fund hereinafter created.
The Finance Director is directed to retain the good faith check of the Purchaser, pending completion
of the sale of the Bonds, and to return the good faith checks of the unsuccessful proposers
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forthwith. The Mayor and City Manager are directed to execute a contract with the Purchaser on
behalf of the City.
1.03. The City shall forthwith issue and sell the Bonds in the total principal amount of
$2,565,000, originally dated August 1, 1999, in the denomination of $5,000 each or any integral
multiple thereof, numbered No. R-1, upward, bearing interest as above set forth, and which mature
in the years and amounts as follows:
Year of Maturitv
2002
2003
2004
2005
Principal Amount
65,000
70,000
75,000
80,000
Year of Maturity
2006
2007
2008
2009
$ 85,000
90,000
95,000
100,000
Principal Amount
Term Bonds due February 1, 2011 in the aggregate principal amount of $225,000
Term Bonds due February 1, 2013 in the aggregate principal amount of $250,000
Term Bonds due February 1, 2015 in the aggregate principal amount of $290,000
Term Bonds due February 1, 2017 in the aggregate principal amount of $330,000
Term Bonds due February 1, 2019 in the aggregate principal amount of $375,000
Term Bonds due February 1, 2021 in the aggregate principal amount of $435,000
1.04. Optional Redemption. The City may elect on February 1, 2009, and on any date
~` thereafter to prepay Bonds due on or after February 1, 2010. Redemption may be in whole or in
part and if in part, at the option of the City and in such manner as the Ciry will determine. If less
than all Bonds of a maturity are called for redemption, the Ciry will notify DTC (as defined in
Section 6 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. All
prepayments will be at a price of par plus accrued interest.
1.05. The Term Bonds are subject to mandatory redemption on February 1 of the following
years in the following amounts:
Year Amount
2010 $110,000
2011 (maturity) 115,000
2012 $120,000
2013 (maturity) 130,000
2014 $140,000
2015 (maturity) 150,000
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2016 $160,000
2017 (maturity) 170,000
2018 $180,000
2019 (maturity) 195,000
2020 $210,000
2021 (maturity) 225,000
The specific Term Bonds to be redeemed will be selected by lot by the Registrar. All prepayments
will be at a price of par plus accrued interest.
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 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 such 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 such Bond will be dated as of the date of original issue. The interest on the
Bonds will be payable on February 1 and August 1 of each yeah, commencing February 1, 2000, to
the owner 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. Re istg ration. The City will appoint, and shall maintain, a bond registrar, transfer
agent, authenticating agent and paying agent (Registrar). The effect of registration and the rights
and duties of the City and the Registrar with respect thereto are as follows:
(a) Register. The Registrar must keep at its principal corporate trust office a
bond register in which the Registrar provides for the registration of ownership of Bonds and
the registration of transfers and exchanges of Bonds entitled to be registered, transferred or
exchanged.
(b) Transfer of Bonds. Upon surrender for transfer of a Bond duly endorsed by
the registered owner thereof or accompanied by a written instrument of transfer, in form
satisfactory to the Registrar, duly executed by the registered owner thereof or by an attorney
duly authorized by the registered owner in writing, the Registrar will authenticate and
deliver, in the name of the designated transferee or transferees, one or more new Bonds of a
like aggregate principal amount and maturity, as requested by the transferor. The Registrar
may, however, close the books for registration of any transfer after the fifteenth day of the
month preceding each interest payment date and until such 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 any transfer or exchange will be
promptly cancelled by the Registrar and thereafter disposed of as directed by the Ciry.
(e) ImRroper or Unauthorized Transfer. When a Bond is presented to the
Registrar for transfer, the Registraz 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 prder will be valid and effectual to satisfy
and discharge the liability upon such Bond to the extent of the sum or sums so paid.
(g) Taxes Fees and Chaz~es. Far a transfer or exchange of Bonds, the Registrar
may impose a charge upon the owner thereof 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 Destroved Bonds. If a Bond becomes mutilated or
is destroyed, stolen or lost, the Registraz will deliver a new Bond of like amount, number,
maturity date and tenor in exchange and substitution for and upon cancellation of the
mutilated Bond or in lieu of and in substitution for a Bond destroyed, stolen or lost, upon
the payment of the reasonable expenses and charges of the Registraz in connection
therewith; and, in the case of a Bond destroyed, stolen or lost, upon filing with the Registrar
of evidence satisfactory to it that the Bond was destroyed, stolen or lost, and of the
ownership thereof, and upon furnishing to the Registrar of an appropriate bond or indemnity
in form, substance and amount satisfactory to it and as provided by law, in which both the
City and the Registrar must be named as obligees. Bonds so surrendered to the Registrar
will be cancelled by the Registrar and evidence of such cancellation must be given to the
City. If the mutilated, destroyed, stolen or lost Bond has already matured or been called for
redemption in accordance with its terms it is not necessary to issue a new Bond prior to
payment.
(i) Redemption. In the event any of the Bonds aze called for redemption, notice
thereof identifying the Bonds to be redeemed will be given by the Registraz by mailing a
copy of the redemption notice by first class mail (postage prepaid) not more than 60 and not
less than 30 days prior to the date fixed for redemption to the registered owner of each Bond
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to be redeemed at the address shown on the registration books kept by the Registrar and by
publishing the notice in the manner required bylaw. Failure to give notice by publication or
by mail to any registered owner, or any defect therein, will not affect the validity of any
proceeding for the redemption of Bonds. Bonds so called for redemption will cease to bear
interest after the specified redemption date, provided that the funds for the redemption are
on deposit with the place of payment at that time.
2,04. Appointment of Initial Re ig strar. The Ciry appoints Bankers Trust Company, Des
Moines, Iowa, 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 Registraz with another corporation, if the resulting corporation is a bank or trust company
authorized by law to conduct such business, such 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 Registraz upon 30 days' notice and
upon the appointment of a successor Registraz, in which event the predecessor Registrar must
deliver all cash and Bonds in its possession to the successor Registrar and must deliver the bond
register to the successor Registrar. On or before each principal or interest due date, without further
order of this Council, the 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 Clerk and executed on behalf of the City by the signatures of the Mayor and
the Ciry Manager provided that all signatures may be printed, engraved or lithographed facsuniles
of the originals. In case any officer whose signature or a facsimile of whose signature appears on
the Bonds ceases to be such officer before the delivery of any Bond, such 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 each 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 Finance Director 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.
2.06, Temporary Bonds. The City may Elect to deliver in lieu of printed definitive Bonds
one or more typewritten temporary Bonds in substantially the form set forth in Section 3 with such
changes as may be necessary to reflect more than one maturity in a single temporary bond. Upon
the execution and delivery of definitive Bonds the temporary Bonds will be exchanged therefor and
cancelled.
Section 3. Form of Bond.
3.01. The Bonds will be printed in substantially the following form:
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Face of the Bond
UNITED STATES OF AMERICA
STATE OF MINNESOTA
COUNTY OF HENNEPIN
CITY OF HOPKINS
TAXABLE GENERAL OBLIGATION HOUSING IMPROVEMENT AREA BONDS,
SERIES 1999B
Date of
Rate Maturity Original Issue CUSIP
February 1, August 1, 1999
No. $
Registered Owner: Cede & Co.
The City of Hopkins, Minnesota, a duly organized and existing municipal corporation in
Hennepin County, Minnesota (city), acknowledges itself to be indebted and for value received
hereby promises to pay to the Registered Owner specified above or registered assigns, the principal
sum of $ on the maturity date specified above, with interest thereon from the date
hereof at the annual rate specified above, payable February 1 and August 1 in each year,
commencing February 1, 2000, 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 Bankers Trust Company, Des
Moines, Iowa, 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, 2009, and on any date thereafter to prepay Bonds due on
or after February 1, 2010. Redemption maybe in whole or in part and if in part, at the option of the
City and in such manner as the Ciry will determine. If less than all Bonds of a maturity are called
for redemption, the City will notify 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. All prepayments will be at a price of par plus accrued interest.
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- The Term Bonds are subject to mandatory redemption on February 1 of the following years
in the following amounts:
Year Amount
2010 $110,000
2011 (maturity) 115,000
20 i 2 $120,000
2013 (maturity) 130,000
2014 $140,000
2015 (maturity) 150,000
2016 $160,000
2017 (maturity) 170,000
2018 $180,000
2019 (maturity) 195,000
2020 $210,000
2021 (maturity) 225,000
The specific Term Bonds to be redeemed will be selected by lot by the Registrar. All prepayments
will be at a price of par plus accrued interest.
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: ~ CITY OF HOPKINS, MINNESOTA
City Manager
Mayor
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CERTIFICATE OF AUTHENTICATION
This is one of the Bonds delivered pursuant to the Resolution mentioned within.
BANKERS TRUST COMPANY
Des Moines, Iowa
By
Authorized Representative
Reverse of the Bond
This Bond is one of an issue in the aggregate principal amount of $2,565,000 all of like
original issue date and tenor, except as to number, maturity date, and interest rate, all issued
pursuant to a resolution adopted by the City Council on July 20, 1999 (the Resolution), for the
purpose of providing money to aid in financing various housing improvements within a housing
improvement azea in the City, pursuant to and in full conformity with the Constitution and laws of
the State of Minnesota, including Minnesota Statutes, Chapter 475, 1994 Minnesota Laws, Chapter
587, Article 9, Sections 22 through 31, and the principal hereof and interest hereon are payable
primarily from certain housing improvement fees levied or to be 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 revenues pledged, which taxes may be levied without limitation as to rate or
amount. The Bonds of this series aze issued only as fully registered Bonds in denominations of
$5,000 or any integral multiple thereof of single maturities.
As provided in the Resolution and subject to certain limitations set forth therein, this Bond
is transferable upon the books of the City at the principal office of the 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 Registraz 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 shall be
affected by any notice to the contrary.
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TT IS HEREBY CERTIFIED, RECITED, COVENANTED AND AGREED that all acts,
conditions and things required by the Constitution and laws of the State of Minnesota and the
City' s home rule charter to be done, to exist, to happen and to be performed preliminary to and in
the issuance of this Bond in order to make it a valid and binding general obligation of the City in
accordance with its terms, have been done, do exist, have happened and have been performed as so
required, and that the issuance of this Bond does not cause the indebtedness of the City to exceed
any constitutional, statutory or charter limitation of indebtedness.
The following abbreviations, when used in the inscription on the face of this Bond, shall be
construed as though they were written out in full according to applicable laws or regulations:
TEN COM -- as tenants UNIF GIFT MIN ACT Custodian
in common (Gust) (Minor)
TEN ENT -- as tenants under Uniform Gifts or
by entireties Transfers to Minors
JT TEN -- as joint tenants with
right of survivorship and Act ......... . .
not as tenants in common (State)
Additional abbreviations may also be used though not in the above list.
ASSIGNMENT
For value received, the undersigned hereby sells, assigns and transfers unto
the within Bond and all rights thereunder, and
does hereby irrevocably constitute and appoint attorney to transfer
the said Bond on the books kept for registration of the within Bond, with full power of substitution
in the premises.
Dated:
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:
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Signature(s) must be guaranteed by a financial institution that is a member of the _Securities
Transfer Agent Medallion Program ("STAMP"), the Stock Exchange Medallion Program
("SEMP"), the New York Stock Exchange, Inc. Medallion Signatures Program ("MSP") or other
such "signature guarantee program" as may be determined by the Registrar in addition to, or in
substitution for, STAMP, SEMP or MSP, all in accordance with the Securities Exchange Act of
1934, as amended.
The Bond Registrar will not effect transfer of this Bond unless the information concerning
the assignee requested below is provided.
Name and Address:
(Include information for all joint owners if this Bond is held
by joint account.)
Please insert social security or other
identifying number of assignee
3.02. The City Clerk shall obtain a copy of the proposed approving legal opinion of
Kennedy & Graven, Chartered, Minneapolis, Minnesota, which shall be complete except as to
dating thereof and shall cause the opinion to be printed on or accompany each Bond.
Section 4. Payment: Security: P1edQes and Covenants.
4.01. For the convenience and proper administration of the moneys to be borrowed and
repaid on the Bonds, and to make adequate and specific security to the 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 Housing Improvement Area No. 2, Phase II Fund (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 there will be established and maintained separate accounts as follows:
(a) Project Account, into which account will be paid proceeds of the Bonds in the
amount of $ 2 , 358 , 690 Upon issuance of the Bonds, the City shall also deposit into the
Project Account (i) prepaid Phase II housing improvement fees (Housing Fees) in the
amount of $662,810, which Housing Fees are levied on property within Housing
Improvement Area No. 2 pursuant to City Council Resolution No. 99-005, adopted
February 16, 1999 (the Fee Resolution), and were prepaid pursuant to the Fee Resolution,
and (ii) the amount of $164,000 transferred from the special reserve account established for
the City's $1,700,000 Taxable General Obligation Housing Improvement Area Bonds,
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Series 1997B. Moneys in the Project Account shall be disbursed to pay the cost of Phase II
housing improvements in Housing Improvement Area No. 2, in accordance with the terms
of the Development Agreement between the City and Westbrooke Patio Homes
Association, Inc., dated as of Apri120, 1999 (the Development Agreement).
(b) Administrative Account, into which account will be paid proceeds of the Bonds
in the amount of $ 51.780 ,which amount will be used solely for the purpose of
paying administrative costs in connection with Housing Improvement Area No. 2 and costs
of issuance of the Bonds. Of that amount, $10,000 shall be credited to the City upon
issuance of the Bonds as reimbursement for internal City administrative expenses. The City
authorizes the Purchaser to forward amounts in the Administrative Account allocable to the
payment of issuance expenses (other than amounts payable to Kennedy & Graven,
Chartered as Bond Counsel) to Resource Bank & Trust Company, Minneapolis, Minnesota
on the closing date for further distribution as directed by the City' s financial adviser, Ehlers
and Associates, Inc. Any other administrative costs shall be disbursed upon presentation to
the City of proper invoices for such costs. Any balance remaining in the Administrative
Account after all disbursements for administrative and issuance expenses shall be
transferred to the Project Account.
(c) Debt Service Account, into which account will be deposited from Bond
proceeds capitalized interest through February 1, 2000, any amount over the minimum
purchase price of the .Bonds paid by the Purchaser, and all accrued interest paid by the
Purchaser upon delivery of the Bonds, together with Housing Fees in the amount necessary
to pay when due the principal, interest and redemption premium, if any, on the Bonds.
(d) Special Reserve Account, into which will be deposited proceeds of the Bonds in
the amount of $20,000. Amounts in the Special Reserve Fund shall be deposited in
accordance with the terms of the Use Agreement.
(e) Surolus Account, into which account will be deposited all Housing Fees in
excess of the amounts required to be deposited into the Debt Service Account and the
Project Account under this Section. Amounts in the Surplus Account shall be applied and
disbursed in accordance with the Development Agreement.
4.02. Money in the funds and accounts 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. Income derived from
investments of funds in the Project Account and the Debt Service Account will be credited to the
respective fund from which the interest was derived. Income derived from investment of funds in
all other accounts established under this resolution will be conditional to the Surplus Account.
4.03. The City hereby covenants with the holders from time to time of the Bonds
follows:
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(a) The City has caused or will cause the Housing Fees for the Phase II housing
improvements in Housing Improvement Area No, 2 to be promptly levied against housing
units in such area so that the first installment will be collectible not later than 2000 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 (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. It is hereby determined that the estimated collections of Fee Revenues for the
payment of principal and interest on the Bonds will produce at least five percent in excess of the
amount needed to meet when due, the principal and interest payments on the Bonds and that no tax
levy is needed at this time.
4.05. The Ciry Clerk is authorized and directed to file a certified copy of this resolution
with the Taxpayer Services Division Manager and to obtain the certificate required by Minnesota
Statutes, Section 475.63.
Section S. Authentication of Transcript.
5.01. 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 Ciry relating to the Bonds and to the financial condition and affairs of the Ciry, 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.
5.02. The Mayor, City Manager and Finance Duector 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.
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Section 6. Book-Entry System; Limited Obligation of City.
6.01. The Bonds will be initially issued in the form of a sepazate single typewritten or
printed fully registered Bond for each of the maturities set forth in Section 1.03 hereof. Upon initial
issuance, the ownership of each such Bond will be registered in the registration books kept by the
Bond Registraz 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 Bond Registrar in the
name of Cede & Co., as nominee of DTC.
6.02.. With respect to Bonds registered in the registration books kept by the Bond
Registrar in the name of Cede & Co., as nominee of DTC, the City, the Bond Registrar and the
Paying Agent will have no responsibility or obligation to any broker dealers, banks and other
financial institutions from time to time for which DTC holds Bonds as securities depository (the
Participants) or to any other person on behalf of which a Participant holds an interest in the Bonds,
including but not limited to any responsibility or obligation with respect to (i) the accuracy of the
records of DTC, Cede & Co. or any Participant with respect to any ownership interest in the Bonds,
(ii) the delivery to any Participant or any other person other than a registered owner of Bonds, as
shown by the registration books kept by the Bond 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, or any amount with respect to principal of,
premium, if any, or interest on the Bonds. The City, the Bond Registraz and the Paying Agent may
treat and consider the person in whose name each Bond is registered in the registration books kept
by the Bond Registraz 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 Bond Registraz, 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
Bond Registraz, 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 piace of Cede & Co., and 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 Bond Registrar and Paying Agent.
6.03. Representation Letter. The City has heretofore executed and delivered to DTC a
Blanket Issuer Letter of Representations (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 Bond Registraz 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 Bond Registrar and Paying Agent, respectively, to at all times be complied with.
6.04. Transfers Outside Book-Entry System. In the event the Ciry, by resolution of the
City Council, determines that it is in the best interests of the persons having beneficial interest in
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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 Bond 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.
6.05. Payments to Cede & Co. Notwithstanding any other provision of this resolution to
the contrary, so long as any Bond is registered in the name of Cede & Co., as nominee of DTC, all
payments with respect to principal of, premium, if any, and interest on such Bond and all notices
with respect to such Bond will be made and given, respectively in the manner provided in the
Representation Letter.
Section 7. Continuing Disclosure.
7.01. 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, and Bondholder may take such
actions as may be necessary and appropriate, including seeking mandate or specific performance by
court order, to cause the Ciry to comply with its obligations under this section.
7.02. "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.
Passed and adopted this 20th day of July, 1999.
CITY OF HOPI~NNS, MINNESOTA
Mayor
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1fie motion for the adoption of the foregoing resolution was duly seconded by Member
Hesch, and upon vote being taken thereon, the following voted in favor thereof: Redepenning,
Hesch, Jensen, Johnson and Maxwell
and the following voted against the same: None
whereupon said resolution was declared duly passed and adopted.
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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, 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 July 20,
1999, with the orig""anal 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 $2,565,000 Taxable General Obligation
Housing Improvement Area Bonds, Series 1999B of the City.
WITNESS My hand officially as such City Clerk and the corporate seal of the City this
2(~ day of V ~ , 1999.
(SEAL)
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BID TABULATION
$2,565,000 Taxabl G n ral Obligation Improvement
Area Bonds, Series 19998
City of Hopkins, Minnesota
SALE: July 20, 1999
AWARD: SALOMON SMITH BARNEY
RATING:MBIA Insured (Moody's "Aaa"/ S & P "AAA")*
EXHIBIT A
BBI: 5.36%
NET TRUE
NAME OF BIDDER RATE YEAR PRICE INTEREST INTEREST
COST RATE
SALOMON SMITH BARNEY
Chicago, Illinois
CRONIN & CO., INC.
Minneapolis, Minnesota
U.S. BANCORP PIPER JAFFRAY
Minneapolis, Minnesota
6.00% 2002
6.10% 2003
6.20% 2004
6.30% 2005
6.35% 2006
6.40% 2007
6.45% 2008
6.50% 2009
6.80% 2010-2011 Term**
7.00% 2012-2013 Term***
7.15% 2014-2015 Term****
7.25% 2016-2017 Term*****
7.35% 2018-2019 Term******
7.375% 2020-2021 Term*******
5.85% 2002
6.05% 2003
6.20% 2004
6.35% 2005
6.50% 2006
6.60% 2007
6.65% 2008
6.70% 2009
6.75% 2010
6.85% 2011
7.30% 2012-2015 Term
7.45% 2016-2021 Term
MBIA Insurance purchased by Salomon Smith Barney
$2,516,300.14 $2,627,445.70
$2,522,130.38 $2,668,763.36
`*$225,000 Term Bond due February 1, 2011 with mandatory redemption in 2010.
`**$250,000 Term Bond due February 1, 2013 with mandatory redemption in 2012.
'***$290,000 Term Bond due February 1, 2015 with mandatory redemption in 2014.
"**$330,000 Term Bond due February 1, 2017 with mandatory redemption in 2016.
'375,000 Term Bond due February 1, 2019 with mandatory redemption in 2018.
` *$435,000 Term Bond due February 1, 2021 with mandatory redemption in 2020.
7.3170%
7.4219%
FREERS L E A D E R S I N P U B L I C F I N A N C E
3060 Centre Pointe Drive, Roseville, MN 55113-1105
& ASSOCIATES I N C 651.697.8500 fax 651.697.8555 www.ehlers-inc.com
Offices in Roseville, MN, Brookfield, WI and Naperville, IL
;y. ~.~
$2,565,000 Taxable General Obligation Improv
City of Hopkins, Minnesota ment Area Bonds, Series 19996
p.
NET TRUE
NAME OF BIDDER R ATE YEAR PRICE INTEREST INTEREST
COST RATE
MILLER, JOHNSON & KUEHN, INC. 6.10% 2002 $2,546,532.00 $2,728,678.00 7.5239%
Minneapolis, Minnesota 6.20% 2003
DOUGHERTY SUMMIT SECURITIES LLC 6.30% 2004
Minneapolis, Minnesota 6.40% 2005
6.50% 2006
6.60% 2007
6.70% 2008
6.80% 2009
6.90% 2010
7.00% 2011
7.10% 2012
7.50% 2013-2016 Term
7.80% 2017-2021 Term