2013-019 Award Sale of Bonds Series 2013AEXTRACT OF MINUTES OF A MEETING OF THE
CITY COUNCIL OF THE CITY OF HOPKINS, MINNESOTA
HELD: April 2, 2013
Pursuant to due call and notice thereof, a regular meeting of the City Council of the City of
Hopkins, Minnesota, was called and held at the City Hall in Hopkins, Minnesota, on Tuesday, the 2nd
day of April, 2013, at 7:00 p.m., for the purpose, in part, of awarding the sale of the City's General
Obligation Improvement Bonds, Series 2013A, and directing their execution and delivery.
The following members were present:
Youakim, Gadd, Maxwell, Cummings, and Halverson
and the following were absent:
None
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 Improvement Bonds, Series 2013A,
in the original aggregate principal amount of $3,650,000.
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 Cummings then introduced the following
written resolution, the reading of which was dispensed with by unanimous consent, and moved its
adoption:
420622v2 JAE HP 110-84
RESOLUTION NO. 2013-019
A RESOLUTION AWARDING THE SALE OF GENERAL
OBLIGATION IMPROVEMENT BONDS, SERIES 2013A, IN THE
ORIGINAL AGGREGATE PRINCIPAL AMOUNT OF $3,650,000;
FIXING THEIR FORM AND SPECIFICATIONS; DIRECTING
THEIR EXECUTION AND DELIVERY; AND PROVIDING FOR
THEIR PAYMENT
BE IT RESOLVED By the City Council of the City of Hopkins, Hennepin County, Minnesota
(the "City") as follows:
Section 1. Sale of Bonds.
1.01. Improvement Bonds.
(a) Certain assessable public improvements within the City, including reconstruction
of bituminous streets, concrete curb and gutter replacement, pedestrian facility improvements,
and associated boulevard restoration (collectively, the "Assessable Improvements") associated
with the 2013 Street and Utility Improvements (Project No. 2012-10) (the "Project"), have been
made, duly ordered or contracts let for the construction thereof pursuant to the provisions of
Minnesota Statutes, Chapters 429 and 475, as amended (collectively, the "Improvement Act").
(b) It is necessary and expedient to the sound financial management of the affairs of
the City to issue general obligations in the aggregate principal amount of $1,920,000 (the
"Improvement Bonds"), pursuant to the Improvement Act, to provide financing for the
Assessable Improvements.
1.02. Utility Revenue Bonds.
(a) The City engineer has recommended the construction of various improvements
to the City's water, sanitary sewer, and storm sewer systems (the "Utility Improvements") as part
of the Project, pursuant to Minnesota Statutes, Chapters 444 and 475, as amended (collectively,
the "Utility Revenue Act").
(b) It is necessary and expedient to the sound financial management of the affairs of
the City to issue general obligations in the aggregate principal amount of $1,730,000 (the "Utility
Revenue Bonds"), pursuant to the Utility Revenue Act, to provide financing for the Utility
Improvements.
1.03. Issuance of General Obligation Improvement Bonds.
(a) The City Council finds it necessary and expedient to the sound financial
management of the affairs of the City to issue its General Obligation Improvement Bonds,
Series 2013A (the "Bonds"), in the original aggregate principal amount of $3,650,000, pursuant
to the Improvement Act and Utility Revenue Act (collectively, the "Act"), to provide financing
for the construction of the Assessable Improvements and the construction of the Utility
Improvements.
420622v2 JAE HP 110-84 2
(b) The City is authorized by Section 475.60, subdivision 2(9) of the Act to
negotiate the sale of the Bonds, it being determined that the City has retained an independent
financial advisor in connection with such sale. The actions of the City staff and financial advisor
in negotiating the sale of the Bonds are ratified and confirmed in all aspects.
1.04. Award to the Purchaser and Interest Rates. The proposal of Piper Jaffray & Co.,
Minneapolis, Minnesota (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
$3,729,862.78 (par amount of $3,650,000.00, plus original issue premium of $97,792.80, less underwriter's
discount of $17,930.02), plus accrued interest to date of delivery, if any, for Bonds bearing interest as
follows:
Year
Interest Rate
Year
Interest Rate
2015
2.000%
2022
2.000%
2016
2.000
2023
2.000
2017
2.000
2024
2.000
2018
2.000
2025
2.000
2019
2.000
2026
2.000
2020
2.000
2027
2.125
2021
2.000
2029*
2.500
* Term Bond
True interest cost: 1.8692915%
1.05. Purchase Contract. The sum of $116,362.78, being the amount proposed by the Purchaser
in excess of $3,613,500.00, 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 financial advisor. 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. The Mayor and City Manager are directed to execute a
contract with the Purchaser on behalf of the City.
1.06. Terms and Principal Amounts of the Bonds. The City will forthwith issue and sell the
Bonds pursuant to the Act, in the total principal amount of $3,650,000, originally dated April 25, 2013, 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:
(The remainder of this page is intentionally left blank.)
420622v2 JAE HP 110-84
Year
Amount
Year
Amount
2015
$210,000
2022
$235,000
2016
215,000
2023
250,000
2017
220,000
2024
255,000
2018
230,000
2025
255,000
2019
230,000
2026
260,000
2020
230,000
2027
270,000
2021
235,000
2029*
555,000
* Term Bond
2029*
265,000
(a)
$1,920,000 of the Bonds, constituting the Improvement
Bonds, maturing on the
dates and in
the amounts set forth below,
are being used to finance
the construction of the
Assessable Improvements:
Year
Amount
Year
Amount
2015
$110,000
2022
$125,000
2016
115,000
2023
130,000
2017
115,000
2024
135,000
2018
120,000
2025
135,000
2019
120,000
2026
140,000
2020
120,000
2027
140,000
2021
125,000
2029*
290,000
* Term Bond
(b) The remainder of the Bonds in the principal amount of $1,730,000, constituting the
Utility Revenue Bonds, maturing on the dates and in the amounts set forth below, are being used to
finance the construction of the Utility Improvements.
Year
Amount
Year
Amount
2015
$100,000
2022
$110,000
2016
100,000
2023
120,000
2017
105,000
2024
120,000
2018
110,000
2025
120,000
2019
110,000
2026
120,000
2020
110,000
2027
130,000
2021
110,000
2029*
265,000
* Term Bond
1.07. Optional Redemption. The City may elect on February 1, 2020, and on any day thereafter
to prepay Bonds due on or after February 1, 2021. 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
420622v2 JAE HP 110-84 4
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.
1.08. Mandatory Redemption; Term Bonds. The Bonds maturing on February 1, 2029 shall
hereinafter be referred to collectively as the "Term Bond." The principal amount of the Term Bond 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 Bond in such order as the City shall determine. The Term Bond is 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:
Sinking Fund Installment Date
February 1, 2029 Term Bond Principal Amount
2028 $275,000
2029* 280,000
* Maturity
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, 2014, 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"). 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.
420622v2 JAE HP 110-84
(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 fling 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.
420622v2 JAE HP 110-84 6
2.04. Appointment of Initial Registrar. The City 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 Registrar with another
corporation, if the resulting corporation is a bank or trust company authorized by law to conduct such
business, the resulting corporation is authorized to act as successor Registrar. The City agrees to pay the
reasonable and customary charges of the Registrar for the services performed. The City reserves the right to
remove the Registrar upon 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 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 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.
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 EXHIBIT B attached hereto 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. 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,
which is to be complete except as to dating thereof and cause the opinion to be printed on or accompany
each Bond.
Section 4. Payment; Security; Pledgees and Covenants.
4.01. Debt Service Fund. The Bonds will be payable from the General Obligation Improvement
Bonds, Series 2013A Debt Service Fund (the "Debt Service Fund") hereby created. The Debt Service Fund
shall be administered and maintained by the Finance Director as a bookkeeping account separate and apart
from all other funds maintained in the official financial records of the City. The City will maintain the
following accounts in the Debt Service Fund: the "Assessable Improvements Account" and the "Utility
Improvements Account." Amounts in the Assessable Improvements Account are irrevocably pledged to the
420622v2 JAE HPI 10-84 7
Improvement Bonds, and amounts in the Utility Improvements Account are irrevocably pledged to the
Utility Revenue Bonds.
(a) Assessable Improvements Account. Ad valorem taxes hereinafter levied pursuant
to Section 4.06 (the "Taxes") and special assessments levied against property specially benefited by
the Assessable Improvements (the "Assessments") are hereby pledged to the Assessable
Improvements Account of the Debt Service Fund. There is also appropriated to the Assessable
Improvements Account (i) capitalized interest financed from Bond proceeds; 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 1.05.
(b) Utility IMprovements Account. The City will continue to maintain and operate its
Water Fund, Sanitary Sewer Fund, and Storm Sewer Fund to which will be credited all gross
revenues of the water system, sanitary sewer system, and storm sewer system, 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 paid by the
Purchaser, to the extent designated for deposit in the Debt Service Fund in accordance with
Section 1.05.
4.02. Construction Fund. The City hereby creates the General Obligation Improvement Bonds,
Series 2013A Construction Fund (the "Construction Fund"). The City will maintain the following accounts
in the Construction Fund: the "Assessable Improvements Account" and the "Utility Improvements
Account." Amounts in the Assessable Improvements Account are irrevocably pledged to the Improvement
Bonds, and amounts in the Utility Improvements Account are irrevocably pledged to the Utility Revenue
Bonds.
(a) Assessable Improvements Account. Proceeds of the Improvement Bonds, less the
appropriations made in Section 4.01(a) hereof, together with any other funds appropriated for the
Assessable Improvements, Taxes, and Assessments 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.
420622v2 JAE HP 110-84 8
When the Utility Improvements are completed and the cost thereof paid, the Utility Improvements
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.
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 2014 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 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 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 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 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 water system,
sanitary sewer system, and storm sewer system 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 Water Fund, Sanitary Sewer Fund, and Storm Sewer Fund,
respectively, as hereinabove provided, and will make no expenditures from those accounts except
for a duly authorized purpose and in accordance with this resolution.
(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 water system, sanitary sewer system, and storm sewer system
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
420622v2 JAE HP 110-84 9
as to all transactions relating to the water system, sanitary sewer system, and storm sewer system
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 water system,
sanitary sewer system, and storm sewer system 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 water system, sanitary sewer system, and storm
sewer system 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 water system, sanitary sewer system, and storm sewer system as required by law.
(g) The City will impose and collect charges of the nature authorized by
Section 444.075 of the 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 in this resolution.
(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 Pledgee. 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 the principal of and interest on the
Improvement Bonds, there is levied a direct annual irrepealable ad valorem tax upon all of the taxable
property in the City, which will be spread upon the tax rolls and collected with and as part of other
general taxes of the City. The Taxes will be credited to the Assessable Improvements Account of the
Debt Service Fund above provided and will be in the years and amounts as attached hereto as
EXHIBIT C.
4.07. Certification to Taxpayer Services Division Manager as to Debt Service Fund Amount. It
is hereby determined that the estimated collections of Taxes, Assessments, and Net Revenues of the water
system, sanitary sewer system, and storm sewer system will produce at least five percent 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
420622v2 JAE HP 110-84 10
tax levies the Finance Director may certify to the Taxpayer Services Division Manager of Hennepin
County, Minnesota, the amount available in the Debt Service Fund to pay principal and interest due
during the ensuing year, and the Taxpayer Services Division Manager 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 Taxpayer Services Division Manager 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 and City Manager 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, City Manager, and 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. 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 K1einBank, Chaska, Minnesota on the
closing date for further distribution as directed by the City's financial advisor, Ehlers & Associates, Inc.
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.
420622v2 JAE HP 110-84 11
6.02. No Rebate Required.
(a) The City will comply with requirements necessary under the Code to establish
and maintain the exclusion from gross income of the interest on the Bonds under Section 103 of
the Code, including without limitation requirements relating to temporary periods for
investments, limitations on amounts invested at a yield greater than the yield on the Bonds, and
the rebate of excess investment earnings to the United States, if the Bonds (together with other
obligations reasonably expected to be issued in calendar year 2013) exceed the small -issuer
exception amount of $5,000,000.
(b) For purposes of qualifying for the small issuer exception to the federal arbitrage
rebate requirements, the City finds, determines and declares that the aggregate face amount of all
tax-exempt bonds (other than private activity bonds) issued by the City (and all subordinate
entities of the City) during the calendar year in which the Bonds are issued and outstanding at
one time is not reasonably expected to exceed $5,000,000, all within the meaning of
Section 148(f)(4)(D) of the Code.
6.03. Not Private Activity Bonds. The City further covenants not to use the proceeds of the
Bonds or to cause or permit them or any of them to be used, in such a manner as to cause the Bonds to be
"private activity bonds" within the meaning of Sections 103 and 141 through 150 of the Code.
6.04. Qualified Tax -Exempt Obligations. In order to qualify the Bonds as "qualified tax-exempt
obligations" within the meaning of Section 265(b)(3) of the Code, the City makes the following factual
statements and representations:
(a) the Bonds are not "private activity bonds" as defined in Section 141 of the Code;
(b) the City designates the Bonds as "qualified tax-exempt obligations" for purposes of
Section 265(b)(3) of the Code;
(c) the reasonably anticipated amount of tax-exempt obligations (other than private
activity bonds that are not qualified 501(c)(3) bonds) which will be issued by the City (and all
subordinate entities of the City) during calendar year 2013 will not exceed $10,000,000; and
(d) not more than $10,000,000 of obligations issued by the City during calendar year
2013 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 1.06 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.
420622v2 JAE HP 110-84 12
7.02. Participants. With respect to Bonds registered in the registration books kept by the
Registrar in the name of Cede & Co., as nominee of DTC, the City, the Registrar and the Paying Agent will
have no responsibility or obligation to any broker dealers, banks and other financial institutions from time to
time for which DTC holds Bonds as securities depository (the "Participants") or to any other person on
behalf of which a Participant holds an interest in the Bonds, including but not limited to any responsibility
or obligation with respect to (i) the accuracy of the records of DTC, Cede & Co. or any Participant with
respect to any ownership interest in the Bonds, (ii) the delivery to any Participant or any other person (other
than a registered owner of Bonds, as shown by the registration books kept by the Registrar), of any notice
with respect to the Bonds, including any notice of redemption, or (iii) the payment to any Participant or any
other person, other than a registered owner of Bonds, of any amount with respect to principal of, premium,
if any, or interest on the Bonds. The City, the Registrar and the Paying Agent may treat and consider the
person in whose name each Bond is registered in the registration books kept by the Registrar as the holder
and absolute owner of such Bond for the purpose of payment of principal, premium and interest with respect
to such Bond, for the purpose of registering transfers with respect to such Bonds, and for all other purposes.
The Paying Agent will pay all principal of, premium, if any, and interest on the Bonds only to or on the
order of the respective registered owners, as shown in the registration books kept by the Registrar, and all
such payments will be valid and effectual to fully satisfy and discharge the City's obligations with respect to
payment of principal of, premium, if any, or interest on the Bonds to the extent of the sum or sums so paid.
No person other than a registered owner of Bonds, as shown in the registration books kept by the Registrar,
will receive a certificated Bond evidencing the obligation of this resolution. Upon delivery by DTC to the
City Manager of a written notice to the effect that DTC has determined to substitute a new nominee in place
of Cede & Co., the words "Cede & Co." will refer to such new nominee of DTC; and upon receipt of such a
notice, the City Manager will promptly deliver a copy of the same to the Registrar and Paying Agent.
7.03. Representation Letter. The City has heretofore executed and delivered to DTC a Blanket
Issuer Letter of Representations (the "Representation Letter") which will govern payment of principal of,
premium, if any, and interest on the Bonds and notices with respect to the Bonds. Any Paying Agent or
Registrar subsequently appointed by the City with respect to the Bonds will agree to take all action
necessary for all representations of the City in the Representation Letter with respect to the Registrar and
Paying Agent, respectively, to be complied with at all times.
7.04. Transfers Outside Book -Entry System. In the event the City, by resolution of the City
Council, determines that it is in the best interests of the persons having beneficial interests in the Bonds that
they be able to obtain Bond certificates, the City will notify DTC, whereupon DTC will notify the
Participants, of the availability through DTC of Bond certificates. In such event the City will issue, transfer
and exchange Bond certificates as requested by DTC and any other registered owners in accordance with
the provisions of this resolution. DTC may determine to discontinue providing its services with respect to
the Bonds at any time by giving notice to the City and discharging its responsibilities with respect thereto
under applicable law. In such event, if no successor securities depository is appointed, the City will issue
and the Registrar will authenticate Bond certificates in accordance with this resolution and the provisions
hereof will apply to the transfer, exchange and method of payment thereof.
7.05. Payments to Cede & Co. Notwithstanding any other provision of this resolution to the
contrary, so long as a Bond is registered in the name of Cede & Co., as nominee of DTC, payments with
respect 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.
420622v2 JAE HP 110-84 13
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. Cit�pliance 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.
420622v2 JAE HP 110-84 14
The motion for the adoption of the foregoing resolution was duly seconded by Member
Halverson, and upon vote being taken thereon, the following voted in favor thereof:
Youakim, Gadd, Maxwell, Cummings, and Halverson
and the following voted against the same:
None
whereupon said resolution was declared duly passed and adopted.
420622v2 JAE HP 110-84 15
Passed and adopted this 2nd day of April, 2013.
CITY OF HOPKINS, MINNESOTA
Attest:
City Clerk
420622v2 JAE HP 110-84 16
EXHIBIT A
PROPOSALS
420622v2 JAE HP 110-84 A_1
BID TABULATION
$3,770,000* General Obligation Improvement Bonds, Series 2013A
CITY OF HOPKINS, MINNESOTA
SALE: April 2, 2013
AWARD: PIPER JAFFRAY & CO.
RATING: Standard & Pooes Credit Markets "AA"
881: 3.99%
NET
TRUE
NAME OF BIDDER
MATURITY
RATE
REOFFERING
PRICE
INTEREST
INTEREST
(February 1)
YIELD
COST
RATE
PIPER JAFFRAY & CO.
2015
2.000%
0.450%
$3,852,482.60
$653,454.83
1.8701 %
Minnaapciis, Minnesota
2016
2.000%
0.550%
2017
2.000%
0.600%
2018
2.000%
0.800%
2019
2.000%
1.000%
2020
2.000%
1.200%
2021
2.000%
1.350%
2022
2.000%
1.500%
2023
2.000%
1.650%
2024
2.000%
1.800%
2025
2.000%
1.900%
2026
2.000%
2.000%
2027
2.125%
2.100%
2028"
2.500%
2.320%
2029-*
2.500%
2.320%
BMO CAPITAL MARKETS GKST INC.
2015
2.000%
$3,834,779.95
$653,740.47
1.8786%
Chicago, Bina
2016
2.000%
2017
2.000%
2018
2.000%
2019
2.000%
2020
2.000%
2021
2.000%
2022
2.000%
2023
2.000%
2024
2.000%
2025
2.000%
2026
2.000%
2027
2250%
2028
2250%
2029
2250%
*Subsequent to bid opening the issue size was decreased to $3,650,000.
Adjusted Price - $3,729,862.78 Adjusted Net Interest Cost - $634,327.64
*'5580,000 Term Bond due 2029 with mandatory redemption in 2028 (Adjusted amount of $555,000)
EHLERS
LEADERS IN PORK FINANCE
Minnesota
Offices also n Wisconsin and Illinois
420622v2 JAE HPI 10-84 A_2
Adjusted TIC - 1.8692%
www.ehlm-inc.com
Phone 651-697-8500 3060 Centre Poirxe Drive
fax 651-697-8555 Roseville, MN 55113-1122
$3,770,000 General Obligation I nprovement Bonds, Series 2013A
City of Hopkins, Minnesota
Page 2
BAIRD
Milwaukee, Wisconsin
FTN FINANCIAL CAPITAL MARKETS
Memphis, Tennessee
2017
2018
2019
2020
2021
2022
2023
2024
2025
2026
2027
2028
2029
2015
2016
2017
2018
2019
2020
2021
2022
2023
2024
2025
2026
2027
2028
2029
2015
2016
2017
2018
2019
2020
2021
2022
2023
2024
2025
2026
2027
2028
2029
0.650%
0.800%
1.000%
1.150%
1.350%
1.550%
1.700%
1.850%
1.950%
2.050%
2.150%
2.250%
2.350%
2.000°x6
2.000%
2.000%
2.000%
2.000%
2.000%
2.000%
2.000%
2.000%
2.000%
2.000%
2.100%
2.200%
2.350%
2.450%
2.000%
2.000%
2.000%
2.000%
2.000%
2.000%
2.000%
2.000%
2.000%
2.000%
2.000%
2.500%
2.500%
2.750%
2.750%
420622v2 JAE HP 110-84 A_3
$3,838,573.45 $665,011.88 1.9082%
$3,865,123.95 $694,394.38 1.9787%
NET
TRUE
NAME OF BIDDER MATURITY
RATE REOFFERING PRICE INTEREST
INTEREST
(February 1)
YIELD COST
RATE
UNITED BANKERS' BANK 2015
0.400% $3,737,955.00 $650,236.92
1.8859%
Bloomington, Minnesota 2016
0.500%
BAIRD
Milwaukee, Wisconsin
FTN FINANCIAL CAPITAL MARKETS
Memphis, Tennessee
2017
2018
2019
2020
2021
2022
2023
2024
2025
2026
2027
2028
2029
2015
2016
2017
2018
2019
2020
2021
2022
2023
2024
2025
2026
2027
2028
2029
2015
2016
2017
2018
2019
2020
2021
2022
2023
2024
2025
2026
2027
2028
2029
0.650%
0.800%
1.000%
1.150%
1.350%
1.550%
1.700%
1.850%
1.950%
2.050%
2.150%
2.250%
2.350%
2.000°x6
2.000%
2.000%
2.000%
2.000%
2.000%
2.000%
2.000%
2.000%
2.000%
2.000%
2.100%
2.200%
2.350%
2.450%
2.000%
2.000%
2.000%
2.000%
2.000%
2.000%
2.000%
2.000%
2.000%
2.000%
2.000%
2.500%
2.500%
2.750%
2.750%
420622v2 JAE HP 110-84 A_3
$3,838,573.45 $665,011.88 1.9082%
$3,865,123.95 $694,394.38 1.9787%
$3,770,000 General Obligation Improvement Bonds, Series 2013A
City of Hopkins, Minnesota
Page 3
NET TRUE
NAME OF BIDDER MATURITY RATE REOFFERING PRICE INTEREST INTEREST
(February 1) YIELD COST RATE
JANNEY MONTGOMERY SCOTT LLC 2015 2.000% $3,822,879.25 $720,619.33 2.0693%
Philadelphia, Pennsylvania
RAYMOND JAMES b ASSOCIATES, INC.
Memphis, Tennessee
BOSC, INC., A SUBSIDIARY OF BOK
FINANCIAL CORPORATION
Milwaukee, Wisconsin
2016
2017
2018
2019
2020
2021
2022
2023
2024
2025
2026
2027
2028
2029
2015
2016
2017
2018
2019
2020
2021
2022
2023
2024
2025
2026
2027
2028
2029
2015
2016
2017
2018
2019
2020
2021
2022
2023
2024
2025
2026
2027
2028
2029
2.000%
2.000%
2.000%
2.000%
2.000%
2.000%
2.000%
2.000%
2.000%
2.000%
2.200%
2.350%
2.750%
2.750%
2.000%
2.000%
2.000%
2.000%
2.000%
2.000%
2.000%
2.000%
2.000%
2250%
2.375%
2.375%
2.625%
2.750%
2.750%
2.000%
2.000%
2.000%
2.000%
2.000%
2.000%
2.000%
2.000%
2.000%
2.500%
2.500%
2.500%
2.500%
2.750%
2.750%
420622v2 JAE HP 110-84 A-4
$3,845,759.75 $732,518.51 2.0939%
$3,841,448.95 $747,093.55 2.1373%
EXHIBIT B
FORM OF BOND
No. R- UNITED STATES OF AMERICA
STATE OF MINNESOTA
COUNTY OF HENNEPIN
CITY OF HOPKINS
GENERAL OBLIGATION IMPROVEMENT BOND
SERIES 2013A
Date of
Rate Maturity Original Issue CUSIP
February 1, 20_ April 25, 2013
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, payable February 1 , and August 1 in each year, commencing
February 1, 2014, 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, 2020, and on any day thereafter to prepay Bonds due on or
after February 1, 2021. 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.
Bonds maturing on February 1, 2029 shall hereinafter be referred to collectively as the "Term
Bond." The principal amount of the Term Bond 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 Bond in such order as the City
shall determine. The Term Bond is 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:
420622v2 JAE HP 110-84 B-1
Sinking Fund Installment Date
February 1, 2029 Term Bond Principal Amount
2028 $275,000
2029* 280,000
* Maturity
This Bond is one of an issue in the aggregate principal amount of $3,650,000 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 April 2, 2013 (the "Resolution"), for the purpose
of providing money to defray the expenses incurred and to be incurred in making certain assessable local
improvements and improvements to the City's water system, sanitary sewer system, and storm sewer
system, 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.
The principal hereof and interest hereon are payable in part from ad valorem taxes, special assessments
levied against property specially benefited by local improvements, and net revenues of the City's water
system, sanitary sewer system, and storm sewer system, 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 taxes,
special assessments, and net revenues pledged, which taxes may be levied without limitation as to rate or
amount. The Bonds of this series are issued only as fully registered Bonds in denominations of $5,000 or
any integral multiple thereof of single maturities.
The City Council has designated the issue of Bonds of which this Bond forms a part as "qualified
tax-exempt obligations" within the meaning of Section 265(b)(3) of the Internal Revenue Code of 1986,
as amended (the "Code") relating to disallowance of interest expense for financial institutions and within
the $10 million limit allowed by the Code for the calendar year of issue.
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 water system, sanitary sewer 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 Water Fund, Sanitary
Sewer Fund, and Storm Sewer Fund, into which it will pay all of the gross revenues from the water
system, sanitary sewer system, and storm sewer system, respectively; that it will also create and maintain
a Utility Improvements Account within the General Obligation Improvement Bonds, Series 2013A Debt
Service Fund, into which it will pay, out of the net revenues from the water system, sanitary sewer
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 water system, sanitary sewer
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
420622v2 JAE HP 110-84 B-2
authorized denominations. Upon such transfer or exchange the City will cause a new Bond or Bonds to
be issued in the name of the transferee or registered owner, of the same aggregate principal amount,
bearing interest at the same rate and maturing on the same date, subject to reimbursement for any tax, fee
or governmental charge required to be paid with respect to such transfer or exchange.
The City and the Bond Registrar may deem and treat the person in whose name this Bond is
registered as the absolute owner hereof, whether this Bond is overdue or not, for the purpose of receiving
payment and for all other purposes, and neither the City nor the Bond Registrar will be affected by any
notice to the contrary.
IT IS HEREBY CERTIFIED, RECITED, COVENANTED AND AGREED that all acts,
conditions and things required by the home rule charter of the City and the Constitution and laws of the
State of Minnesota to be done, to exist, to happen and to be performed preliminary to and in the issuance
of this Bond in order to make it a valid and binding general obligation of the City in accordance with its
terms, have been done, do exist, have happened and.have been performed as so required, and that the
issuance of this Bond does not cause the indebtedness of the City to exceed any constitutional, charter, or
statutory limitation of indebtedness.
This Bond is not valid or obligatory for any purpose or entitled to any security or benefit under
the Resolution until the Certificate of Authentication hereon has been executed by the Bond Registrar by
manual signature of one of its authorized representatives.
IN WITNESS WHEREOF, the City of 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: April 25, 2013
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.
BANKERS TRUST COMPANY
IM
420622v2 ]AE HPI 10-84 B-3
Authorized Representative
ABBREVIATIONS
The following abbreviations, when used in the inscription on the face of this Bond, will be
construed as though they were written out in full according to applicable laws or regulations:
TEN COM -- as tenants in common
TEN ENT -- as tenants by entireties
JT TEN -- as joint tenants with right of
survivorship and not as tenants in common
UNIF GIFT MIN ACT
Custodian
(Cust) (Minor)
under Uniform Gifts or Transfers to Minors
Act, State of
Additional abbreviations may also be used though not in the above list.
ASSIGNMENT
For value received, the undersigned hereby sells, assigns and transfers unto
the within Bond and all rights thereunder, and does
hereby irrevocably constitute and appoint attorney to transfer the said Bond
on the books kept for registration of the within Bond, with full power of substitution in the premises.
Dated:
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 fmancial 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 effect transfer of this Bond unless the information concerning the assignee
requested below is provided.
Name and Address:
420622v2 JAE HP 110-84 B-4
(Include information for all joint owners if this Bond is
held by joint account.)
Please insert social security or other identifying
number of assignee
PROVISIONS AS TO REGISTRATION
The ownership of the principal of and interest on the within Bond has been registered on the books
of the Registrar in the name of the person last noted below.
Date of Registration
Registered Owner
Cede & Co.
Federal ID #13-2555119
420622v2 JAE HP 110-84 B-5
Signature of
Officer of Re isg_trar
EXHIBIT D
TAX LEVY SCHEDULE
FOR IMPROVEMENT BONDS
YEAR *
2014
2015
2016
2017
2018
2019
2020
2021
2022
2023
2024
2025
2026
2027
2028
* Year tax levy collected.
420622v2 JAE HP 110-84 C_1
TAX LEVY
$90,028.40
92,968.41
90,553.40
93,388.40
90,868.41
88,348.40
91,078.40
88,453.40
91,078.40
93,598.40
90,763.41
93,178.41
90,238.41
92,364.65
88,558.40
STATE OF MINNESOTA )
COUNTY OF HENNEPIN ) SS.
CITY OF HOPKINS )
I, Kristine A. Luedke, 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
April 2, 2013 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
Improvement Bonds, Series 2013A, in the original aggregate principal amount of $3,650,000.
WITNESS My hand officially as such City Clerk and the corporate seal of the City this
day of '2013.
City Clerk
City of Hopkins, Minnesota
(SEAL)
420622v2 JAE HP 110-84