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88-247 I WHITE - CtTV ClE K . PINK - FINANCE COUnC1I (�//' ry�•[/L/� CANARY - DEPARTMENT GITY OF SAINT PALTL /J �/( ! ,( BLUE - MAVOR �, F11C NO. �u Council �Resolution Presented By , ���� � Referre To � � Committee: Date Out of ommittee By Date � ACCEPTING $ID ON SALE OF $11, 250, 000 GENERAL OBLIGATION CAPITAL IMPROVEMENT BONDS, SERIES 1988B, PROVIDING FOR THEIR ISSUANCE, AND LEVYING A TAX FOR THE� PAYMENT THEREOF WHEREAS, the Director; Department of Finance and Management Servi ces, has presented affidavits showing publication of notice t�f t e sale of $11, 250, 000 General Obligation Capital Improvement Bond , Series 1988B (the "Bonds" ) , in conjunction with $500, 000 Gene al Obligation Urban Renewa;l Bonds, Series 1988C (the "1988 Urba Renewal Bonds" ) , of the City of Saint Paul, Minnesota (the "City" ) , for which bids were to be considered at this meeting in a cordance with Resolution No. 88-93 adopted by this Council on J nuary 21, 1988, and approved by the Mayor on January 25 , i 1988 ; and the affidavits have been examined, have been found to c mply with the provisions o� Minnesota Statutes, Chapter 475, and have been approved and� ordered placed on file; and WHEREAS, the bids set' forth on Exhibit A attached here o were received pursuant tp the Official Terms of Offering by he Director, Department of Finance and Management Services, at he offices of Springsted In'corporated at 1 :00 P.M. , Central Tim , on February 22, 1988 ; and � � COUNCIL M MBERS R uested b De artment of: Yeas Nays � Y P nimon ' Finance and Management rvices �� In Favor Goswi Re Sc6ei Against ' By Sonnen Wilson ' Form Approved b City Attorn _ Adopted by Co ncil: Date � Certified Pass d by Council Secretary BY By Appr v by M v • Date __ _ Appro d by Mayor for S is ►on ta ncil c � �--�-�-.��� WHEREAS, the Bonds and the 1988 Urban Renewal Bonds a e, and will be, treated for purposes of the exclusi.on of the i terest thereon from federal income taxation as one issue, b t are issued pursuant to s�parate resolutions of this C uncil; and WHEREAS, the Director , Department of Fi.nance and M nagement Services, has advised this Council that the bid of H rris Trust and Savings Bank & Associates was found to be the m st advantageous and has re�ommended that said bid be a cepted; and WHEREAS, the proce�ds of the Bonds will finance c rtain capital improvementsy for which the City is proceeding p rsuant to its Charter and Laws of Minnesota for 1971 , C apter 773 , as amended; and� WHEREAS, the City has heretofore issued registered o ligations in certificated form, and incurs substantial c sts associated with their printing and issuance, and s bstantial continuing transaction costs relating to their ayment, transfer and exchange; and WHEREAS, the City 'has deter.mined again in 1988 that significant savings in trans�action costs will result from issuing bonds in "global boo�k-entry form" , by which bonds are issued in certificated form �i.n large denominations, registered n the books of the City in ;the name of a depository or its ominee, and held in safekee;ping and irnmobilized by such epository, and such deposit,ory as part of the computerized ational securities clearance and settlement system (the "National System" ) registers transfers of ownership interests ' n the bonds by making computerized book entries on its own ooks and distributes payments on the bonds to its Partici- ants shown on its books as the owners of such interests; and uch Participants and other 'banks, brokers and dealers articipating in the Nationa�l System will do likewise (not as gents of the City) if not the beneficial owners of the bonds; nd WHEREAS, "Participants" means those financial insti- utions for whom the Deposi�ory effects book-entry transfers nd pledges of securities deposited and immobilized with the epository; and WHEREAS, Midwest 5ecurities Trust Company, a limited urpose trust company organized under the laws of the State of llinois, or any of its successors or successors to its func- 2 ���_��y,� t 'ons hereunder (the "Depository" ) , will act as such deposi- t ry with respect to the Bonds except as set for_ th below, and t ere is before this Council 'a form of letter agreement (the " epositor_y Letter Agreement"' ) setting forth various matters r lating to the Depository ar�d its role with respect to the B nds; and WHEREAS, the City will deliver the Bonds in the form 0 one certificate per maturity, each representing the entire p incipal amount of the Bond� due on a particular maturity d te (each a "Global Certificate" ) , which single certificate p r maturity may be transferred on the City' s bond register as r quired by the Uniform Comm�rc� al Code, but not exchanged for s aller denominations unless � the City determines to issue R placement Bonds as provided below; and WHEREAS, the City �ai_l.l be able to replace the D pository or under certain �ircumstances to abandon the " lobal book-entry form" by permitting the Global Certificates t be exchanged for smaller denominations typical of ordinary b nds registered on the City�' s bond register; and "Replacement B nds" means the certificates repr.esenti.ng the Bonds so authenticated and delivered by the Bond Registrar pursuant to aragraphs 6 and 12 hereof; and WHEREAS, "E�older" as used herei.n means the person in hose name a Bond is registe'red on the registration books o� he City maintained by the City Treasurer or a successor egistrar appointed as provi,ded in paragraph 8 (the "Bond egistrar" ) : NOW, THEREFORE, BE IT RESOLVED by the Council of the ity of Saint Paul, Minnesot�a , as follows: l. Acceptance of Bid. The bid of Harris Trust and avings Bank & Associates (�.he "Purchaser" ) to purchase 11, 250, 000 General Obligation Capital Improvement Bonds, eries 1988B, of the Ci.ty (t�he "Bonds" , or individua_tly a 'Bond" ) , and the 1988 Urban Renewal Bonds, in accordance with he Official Terms of Offering for the bond sale, at the rates f interest set forth hereiriafter for the Bonds and in a eparate resolution for the ' 1988 Urban Renewal Bonds, and to ay for the Bonds and the 1988 Urban Renewal Bonds the sum of 11, 615,499. 25, plus intere�t accrued to settlement, is hereby ound, determined and declared to be the most favorable bid eceived and is hereby accepted, and the Bonds and 1988 Urban enewal Bonds are hereby awarded to said bidder . The irector , Department of Finance and Management Services, or 3 � �--��-�y� h s designee, is directed to �retain the deposit of said bidder a d to forthwith return to the unsuccessful bidders their good f ith checks or drafts. A paragraph sim.ilar to this also a pears in the resolution adopted this day which provides for t e issuance of the 1988 Urban Renewal Bonds. 2. Title; Original Issue Date; Denominations; M turities. The Bonds shall ! be titled "General Obligation C pital Improvement Bonds, S�ries 1988B" , shall be dated M rch 1 , 1988 , as the date of original issue and shal.l be i sued forthwith on or after ' such date as fully registered b nds. The Bonds shall be numbered from R-1 upward. Global C rtificates shall each be in the denomination of the entire p incipal amount maturing on ' a single date. Replacement B nds, if issued as provided , in paragraph 6, shall be in the d nomination of $5 , 000 each or in any integral multiple t ereof of a single maturity: The Bonds shall mature, without o tion of prepayment, on Mar�h 1 in the years and amounts as f llows: Year Amount'I Year Amount 1989 $ 850, 000 1994 $1, 125, 000 1990 900, 000 1995 1, 200, 000 1991 950, 000 1996 1, 300 , 000 1992 1 , OOO, b00 1997 1, 375, 000 1993 1, 075, Q00 1998 1, 475 , 000 3 . Purpose. The l�onds shall provide funds for the c nstruction of various capital improvements (the "Improve- m nts" ) in the City. The p�oceeds of the Bonds shall be d posited and used as provided in paragraph 18, for the p rpose described by Laws of'� Minnesota for 1971, Chapter 773 , a amended. The total cost pf the Improvements, which shall i clude all costs enumerated' in Minnesota Statutes, Section 4 5. 65 , is estimated to be a�t least equa_t to the amount of the B nds. Work on the Improvem�nts shall proceed with due diligence to completion. 4. Interest. The,IBonds shall bear interest payable semiannually on March 1 and September 1 of each year (each, an "Interest Payment Date" ) ,! commencing September 1, 1988 , alculated on the basis of a; 360-day year of twelve 30-day onths, at the respective rates per annum set £orth opposite he maturity years as follow's: ; � 4 � ��� a��� Matu it Year Interest Rate M�turity Year Interest Rate 1989 4. 80% 1994 5 . 800 990 5. 10 1995 6. 00 991 5 . 30 ]_996 6. 10 992 5 . 50 1997 6 . 25 993 5. 70 1998 6 . 25 5. Description of tY�e Global Certificates and Glo al Book-Entr S stem. Upon their original issuance the Bon s will be issued in the form of a single Global Certifi- cat for each maturity, deposited with the Depository by the Pur haser and immobilized as p'rovided in paragraph 6 . No be eficial owners of interests in the Bonds will receive ce tificates representing their respective interests in the Bo ds except as provided in paragraph 6. Except as so pr vided, during the term of the Bonds, benefi.cial ownership (a d subsequent transfers of beneficial ownership) of in erests in the Global Certificates will be reflected by book en ries made on the records o� the Depository and its Pa ticipants and other banks, brokers, and dealers partici- pa ing in the National System. The Depository' s book entries of beneficial ownership interests are authorized to be in i rements of $5,000 of principal of the Bonds, but not s aller increments, despite the larger authorized d nominations of the Global Certificates. Payment of p incipal of, premium, if any, and interest on the Globa.l C rtificates will be made to the Bond Registrar as paying a ent, and in turn by the Bond Registrar to the Deposi_tory or i s nominee as registered owner of the Global Certificates, a d the Depository according to the laws and rules governing i will receive and forward payments on behalf of the b neficial owners of the Global Certificates. Payment of principal of, premium, if any, and interest on Global Certificate may in the City' s discretion be made by uch other method of transferring funds as may be requested by he Holder of a Global Certificate. 6 . Immobilization of Global Certificates by the e ositor ; Successor De ository; Replacement Bonds. Pursuant o the request of the Purch�ser to the Depository, which equest is required by the Official Terms of Offeri.ng, immedi- tely upon the original delivery of the Bonds the Purchaser ill deposit the Global Certificates representing all of the Bonds with the Depository. The Global Certificates shall be in typewritten form or otherwise as acceptable to the Depository, shall be registered in the name of the Depository 5 �r����� or its nominee and shall be held immobilized from circulation at the offices of the Depository on behalf of the Purchaser an subsequent bondowners. The Depository or its nominee will be the sole hol.der of record of the Global Certificates and no in estor or other party purchasing, selling or otherwise tr nsferring ownership of interests i.n any Bond is to receive, hold or deliver any bond certificates so long as the De ository holds the Global Certificates immobilized f.r.om circulation, except as provided below in this paragraph and in paragraph 12. Certificates evidencing ,the Bonds may not after their o iginal delivery be transfer;red or exchanged except: ( i) Upon registration of transfer of ownership of a Global Certificate, as provided in paragraph 12, ( ii) To any successor of the Depository (or its nominee) or any substitute depos.itory (a "substitute depository" ) designated pursuant to clause ( iii) of this subparagraph, provided that any successor of the Depository or any subst�tute depository must be both a "clearing corporation" as defined in the Minnesota Uniform Commercial Code at Minnesota Statutes, Section 336. 8-102, and a qualified and registered "clearing agency" as provided in Section 17A of the Securities Exchange Act of 1934 , as amended, ( iii) To a substi�ute depository designated by and acceptable to the City wpon (a) the determination by the Depository that the Bonds shall no longer be eligible for its depository services� or (b) a determination by the City that the Depository is no l.onger able to carry out its functions, provided that any substitute depository must be qualified to act as such, as provided in clause ( ii) of this subparagraph, or ( iv) To those persons to whom transfer is requested in written tr�ansfer instructions in the event that: ' (a) the Depository shall resign or discontinue its services for t'he Bonds and the City is unable to locate a substitut'e depository within two (2) months following the resi'gnation or determination of non- eligibility, or 6 L����-�,�7 (b) upon a determination by the City in its sole discretion that '(l.) the continuation of the book-entry system described herein, which precludes the issuance of certificates (other than Global Certificates) to any ;Holder other than the Depository (or its naminee) , might adversely affect the interest of the t�eneficial owners of the nonds, or (2) that it is in the best interest of the beneficial owners of the Bonds that they be able to obtain certificated bonds, in either of which events; the City sha]_1 notify Holders of its determination and of the availability of certificates (the "Replac�ment Bonds" ) to Holders requesting the same and the registration, transfer and exchange of such Bonds wi;ll be conducted as provided in paragraphs 9B and 12 hereof. In the event of a su'ccession of the Depository as ma be authorized by this paragraph, the Bond Registrar upon pr sentation of Global Certificates shall register their tr nsfer to the substitute or successor depositories, and the su stitute or successor deposi.tory shall be treated as the De ository for all purposes arid functions under this re olution. The Depository Letter Agreement shall not apply to a substitute or successor depository unless the City and th substitute or successor d�pository so agree, and a similar ag eement may be entered into'. 7. No Redemption. The Bonds shal]. not be subject t redemption and prepayment ;prior to their maturity. 8 . Bond Registrar . The Tr.easurer of the City is a pointed to act as bond regi'strar and transfer agent with r spect to the Bonds (the "Bqnd Registrar" ) , and shall do so u less and until a successor Bond Registrar is duly appointed. A successor Bond Registrar sl�all be an officer of the City or a bank or trust company eligible f.or designation as bond r gistrar pursuant to Minnesota Statutes, Chapter 475 , and may b appointed pursuant to any contract the City and such s ccessor Bond Registrar. sha�l execute which is consistent h rewith. The Bond Registrair shall also serve as paying agent u less and until a successor paying agent is duly appointed. rincipal and interest on the Bonds shall be paid to the olders (or record holders) of the Bonds in the manner set orth in the forms of Bond a;nd paragraph 14 of this esolution. 7 'I �/���f�7 / 9. Forms of Bond. IThe Bonds shall be in the form of Global Certificates unless� and until Replacement Ronds ar.e ma e available as provided in par. agraph 6 . Each form of bond ma contain such additional or different terms and provisions as to the form of payment, re�ord date, notices and other ma ters as are consistent with the Depository Letter Agreement an approved by the City Atto�ney. A. Global Certificates. The Global Certificates, to ether with the Certificateiof Registration, the form of As ignment and the registration information thereon, shall be in substantially the followin� form and may be typewritten rather than printed: , � � i I i i i i i i I i � � 8 ������ UNITED STATES OF AMERICA STATE OE MINNESOTA RAMSE'Y COUNTY CITY OF SAINT PAUL R- $ GENERAL OBLIGATION CAPITAL IMPROVEMENT BOND, SERIES 1988B INTEREST MATURITY DATE OF RATE DATE ORIGINAL ISSUE CUSIP March l, 19_ March l, 1988 R GISTERED OWNER: P INCIPAL AMOUNT: DOLLARS KNOW ALL PERSONS BY THESF. PRESENTS that the City of S int Paul, Ramsey County, Minnesota (the "Issuer" or "City" ) , c rtifies that it is indebted and for value received promises o pay to the registered owner specified above or on the ertificate of registration �below, or registered assigns, ithout option of prepayment, in the manner hereinafter set orth, the principal amount 'specified above, on the maturity ate specified above, and to pay interest thereon semiannually n March 1 and September 1 af each year (each, an "Interest ayment Date" ) , commencing 3eptember 1, 1988 , at the rate per nnum specified above (calculated on the basis of a 360-day ear of twelve 30-day month�) until the principal sum is paid r has been provided for . This Bond will bear interest from he most recent Interest Payment Date to which interest has een paid or , if no interest has been paid, from the date of riginal issue hereof. The� principal of and premium, if any, n this Bond are payable by' check or draft in next day funds r its equivalent (or by wire transfer in immediately available funds if payment ;in such form is necessary to meet the timing requirements below) upon presentation and surrender hereof at the principal office of the Treasurer of the Issuer in Saint Paul, Minnesota (t;he "Bond Registrar" ) , act.ing as paying agent, or any succe5sor paying agent duly appointed by the Issuer . Interest on this Bond will be paid on each Interest Payment Date by check or draft in next day funds or its equivalent mailed (or by wire tr. ansfer in immediately available funds if payment ' in such form is necessary to meet 9 (,,���-��� the timing requirements below) to the person in whose name thi Bond is registered (the "Holder" or "Bondholder" ) on the reg ' stration books of the Issuer maintained by the Bond Reg ' strar and at the address appearing thereon at the close of bus 'ness on the fifteenth calendar day preceding such Interest Pay ent Date (the "Regular Recard Date" ) . Interest payments sha 1 be received by the Holder no later than 12: 00 noon, Chi ago, Illinois, time; and principal and premium payments sha 1 be received by the Holder no later than 12: 00 noon, Chi ago, Illinois, time, if the Bond is surrendered for pay ent enough in advance to p�rmit payment to be made by such ti . Any interest not so timely paid shal.l cease to be pa able to the person who is t1�e Holder hereof as of the Re ular Record Date, and shall be payable to the person who is th Holder hereof at the close of business on a date (the "S ecial Record Date" ) fixed by the Bond Registrar whenever mo ey becomes available for payment of the defaulted interest. No ice of the Special Record I�ate shall be given to Bo dholders not less than ten days prior to the Special Record Da e. The principal of and peemium, if any, and interest on th' s Bond are payable in lawfwl money of the United States of Am rica. Date of Payment Not Business D�. If the date for p yment of the principal of , premium, if any, or interest on t is Bond shall be a Saturday, Sunday, legal holiday or a day o which banking institutions in the City of Chicago, I linois, or the city where the pri_ncipal office of t.he Bond R gistrar is located are autl�orized by law or executive order t close, then the date for �uch payment shall be the next s cceeding day which is not a Saturday, Sunday, legal holiday o a day on which such banking institutions are authorized to c ose, and payment on such date shall have the same force and effect as if made on the nominal date of payment. No Redemption. The Bonds of this issue are not ubject to redemption and prepayment prior to their maturity. Issuance; Purpose; General Obligation. This Bond is ne of an issue in the total principal amount of $11 , 250, 000 , 11 of like date of origina� issue and tenor , except as to umber , maturity, interest rate, and denomination, which Bond as been issued pursuant to and in ful.l conformity with the onstitution and laws of th� State of Minnesota, including articularly Laws of Minnesota for 1971, Chapter 773 , as amended, and the Charter of the Issuer , and pursuant to a resolution adopted by the City Council of the Issuer on February 23 , 1988 (the "Resolution" ) , for the purpose of 10 ��-��-���� provi ing money to finance the acquisition, construction and repai of various capital improvaments in the City. This Bond is pa able out of the General Debt Service Fund of the Issuer . This ond constitutes a general obligation of the Issuer , and to pr vide moneys for the prompt and full payment of its princ 'pal, premium, if any, and interest when the same become due, he full faith and credit and taxing powers of the Issuer have been and are hereby irrevoc�bly pledged. Denominations; Exchange; Resolution. The Bonds are issu ble originally only as Glol�'al Certificates in the deno ination of the entire prinCipal amount of the issue matu ing on a single date. Global Certificates are not exch ngeable for fully register�d bonds of smaller deno inations except in exchange for Replacement Bonds if then avai able. Replacement Bonds, if made availabl.e as provided belo , are issuable solely as fully registered bonds in the den inations of $5, 000 and int�gral multiples ther.eof of a sin le maturity and are exchangeable for fully registered Bon s of other aui;horized denom'inations in equal aggregate pri cipal amounts at the princi,pal office of the Bond Reg strar , but only in the manner and subject to the lim tations provided in the Resolution. Reference is hereby mad to the Resolution for a descri.ption of the rights and dut 'es of the Bond Registrar . Copies of the Resolution are on ile in the principal office of the Bond Registrar . Replacement Bonds. Replacement Bonds may be issued by the Issuer in the event that: (a) the Depository shall resign or discontinue its services for the Bonds, �nd only if the Issuer is unable to locate a substitute depository within two (2) months following the resignatiom or determination of non- eligibility, or (b) upon a determination by the Issuer in i.ts sole discretion that (1) the cont:inuation of the book-entry system described in the Resolution, which precludes the issuance of certificates (other than Global Certificates) to any Holder other than the Depository (or its nominee) , might adversely affect the interest of the beneficial owners of the Bonds, or (2) that it is in the best interest of the benef.icial owners of the Bonds that they be able to obtain certificated bonds. Transfer . This Bok�d shall be registered in the name f the payee on the books of the Issuer by presenting this 11 ; ����-�y� Bo d for registration to the Bond Registrar , who will endorse hi , her or its name and note� the date of_ registration op osite the name of the payee in the certificate of re istration attached hereto. Thereafter this Bond may be tr nsferred by delivery with �n assignment duly executed by th Holder or his, her or its� legal representatives, and the Is uer and Bond Registrar may; treat the Holder as the person ex lusively entitled to exerc�ise all the rights and powers of a owner until this Bond is p;resented with such assignment for r gistration of transfer , accempanied by assurance of the n ture provided by law that t��he assignment is genuine and e fective, and until such tra�nsfer is registered on said books a d noted hereon by the Bond �Registrar, all subject to the t rms and conditions provided' in the Resolution and to r asonable regulations of the Issuer contained in any a reement with, or notice to,; the Bond Registrar . Tr.ansfer of t is Bond may, at the directi�on and expense of the Issuer , be s bject to certain other restrictions if requir.ed to qualify t is Bond as being "in regis�ered form" within the meaning of S ction 149 (a) of the federal Internal Revenue Code of 1986, a amended. Fees upon Transfer 'or Loss. The Bond Regi.str. ar. may r quire payment of a sum suf�icient to cover any tax or other g vernmental charge payable �n connection with the transfer or e change of this Bond and an� legal or unusual costs regarding t ansfers and lost Bonds. ; Treatment of Regis�ered Owner. The Issuer and Bond R gistrar may treat the person in whose name this Bond is r gistered as the owner herepf for the purpose of receiving p yment as herein provided (�xcept as otherwise provided with r spect to the Record Date) and for all other purposes, ether or not this Bond sha'll be overdue, and neither the Issuer nor the Bond Registra�r shall be affected by notice to he contrary. Authentication. T'his Bond shall not be valid or ecome obligatory for any pu�rpose or be entitled to any ecurity unless the Certificate of Authentication hereon shall ave been executed by the Bdnd Registrar . Not �ualified Tax=Exem�t Obligations. The Bonds ave not been designated by the Issuer as "qualified ax-exempt obligations" for 'purposes of Section 265 (b) (3 ) of he federal Internal Revenu� Code of 1986 , as amended. 12 �(����-��/� IT IS HEREBY CERTI�'IED AND RECITED that all acts, c nditions and things requir.ed by the Constitution and laws of t e State of Minnesota and the Charter of the Issuer to be d ne, to happen and to be pe 'rformed, precedent to and in the i suance of this Bond, have been done, have happen�d and have b en performed, in regular and due form, time and manner as r quired by law, and this Bond, together with all other debts o the Issuer outstanding on; the date of original issue hereof a d on the date of its issua�ce and delivery to the original p rchaser , does not exceed any constitutional or statutory or Charter limitation of indebtedness. IN WITNESS WHEREOF„ the City of Saint Paul, Ramsey ounty, Minnesota , by its Ci;ty Council has caused this F3ond to e sealed with its official seal and to be executed on its ehalf by the photocopied facsimile signature of its Mayor , ttested by the photocopied ;facsimile signature of its Clerk, nd countersigned by the phqtocopied facsimile signature of ' ts Director , Department of ,Finance and Management Services. 13 �,�d��_�y'�' Date of Registration: Registrable by: Payable at: BOND EGISTRAR' S CITY OF SAINT PAUL, CERTI ICATE OF RAMSEY COUNTY, MINNESOTA AUTH TICATION Thi_s Bond is one of the Bond described in the Reso ution mentioned Maycir with n. Attest: , Ci�.y Clerk Bon Registrar By Countersigned: uthorized Signature Director , Department of Finance and Management Services (S AL) G neral Obligation Capital Inhprovement Bond, Series 1988B, No. R 14 ��-���? CERTIFICATE �F REGISTRATION Th transfer of ownership of. the principal amount of the at ached Bond may be made only by the registered owner or his, - he or its legal representative last noted below. DA E OF � SIGNATURE OF RE ISTRATION REGISTERE� OWNER BONll REGISTRAR � ' 15 ' �--��_a�� ABBRE"VIATIONS The following abbreviations, when used in the inscription on the face of this Bond, shahl.l be construed as though they w re written out in full acco;rding to applicable laws or r gulations: T N COM - as tenants in commo�n T N ENT - as tenants by the e�ntireties J TEN - as joint tenants wit'h right of survivorship and not as tenants i'n common U MA - as custodi.;an for (Cust) , (Minor) under the Uniform Transfers to Minors Act (State) Additional abbreviations may also be used though not in the above list. � 16 , ��� ��� ASSTGNMENT For value received„ the undersigned hereby sells, a signs and transfers unto the within Bond and does h reby irrevocably constitute and appoint a torney to transfer the Bond on the books kept for the r gistration thereof, with fu,ll power of substitution in the p emises. D ted: ' Notice: The assignor ' s signature to thi.s assignment must correspond with the name as it appears upon the face of the within Bond in every par. ticular , without alteration or any change whatever . S gnature Guaranteed: S �gnature(s) must be guarant�ed by a national bank or trust c mpany or by a brokerage firm having a membership in one of t e major stock exchanges. The Bond Registrar will not effect transfer of this B nd unless the information concerning the transferee r quested below is provided. Name and Address: ( Include information for all joint owners if the Bond is held by joint account. ) 17 ����y� B. Replacement Bonds. If the City has notified Hold rs that Replacement Bonds �}�ave been made available as prov ded in paragraph 6 , then for. every Bond thereafter tran ferred or exchanged the Bond Registrar shall deliver a cert ficate in the form of the Replacement Bond rather than the lobal Certificate, but the Holder of a Global Certifi.cate shal not otherwise be required to exchange the Global Certif- icat for one or more Replacement Bonds since the City recog- nize that some bondholders may prefer the convenience of the Depository' s registered ownership of the Bonds even though the ent ' re issue is no longer requi.red to be in global book-entry for . The Replacement Bonds, together. with the Bond Reg ' strar ' s Certificate of Authentication, the form of Ass ' gnment and the registration information thereon, shall be in ubstantially the following form: 18 - , �'"�"����-� � , UNITED STA'�'ES OF AMERICA STATF OF' MINNESOTA RAMSE;Y COUNTY CITY OF' SAINT PAUL R- $ GENERAL OBLIGATION CAPITAL IMPROVEMENT BOND, SERIES 1988B INTEREST MATURITY DATE OF RATE DATE ORIGINAL ISSUE CUSIP I _ _ March l, 1988 R GISTERED OWNER: ' P INCIPAL AMOUNT: � DOLLARS KNOW ALL PERSONS BY THESE PRESENTS that the City of S int Paul, Ramsey County, Minnesota (the "Issuer" or "City" ) , c rtifies that it is indebted and for value received promises t pay to the registered owner specified above, or registered a signs, without option of p�epayment, in the manner h reinafter set forth, the principal amount specified above, o the maturity date specifi�d above, and to pay interest t ereon semiannually on March 1 and September 1 of each year ( ach, an "Interest Payment �7ate" ) , commencing September 1, 1 88, at the rate per annum specified above (calculated on the b sis of a 360-day year of twelve 30-day months) until the principal sum is paid or has� been provided for . This Bond ill bear interest from the most recent Interest Payment Date o which interest has been p;aid or , if no interest has been aid, from the date of origi�nal issue hereof. The principal f and premium, if any, on tlhis Bond are payable upon resentation and surrender h'ereof at the principal office of ' , in _, (the "Bor�d Registrar" ) , acting as paying gent, or any successor paying agent duly appointed by the ssuer . Interest on this Bond will be paid on each Interest ayment Date by check or dr�ft mailed to the person in whose ame this Bond is registered (the "Holder" or "Bondholder" ) on he registration books of tlie Issuer maintained by the Bond egistrar and at the addres� appearing thereon at the close of usiness on the fifteenth c�lendar day preceding such Interest ayment Date (the "Regular �2ecord Date" ) . Any interest not so � ' 19 I 1.�- � ��� ti ely paid shall cease to be �payable to the person who is the Ho der hereof as of the Regula�r Record Date, and 5ha11 be pa able to the person who is the Holder hereof at the close of bu iness on a date (the "Speci�al Recor.d Date" ) fixed by the Bo d Registrar whenever money �becomes avai.lable for payment of th defaulted interest. Noti�e of the Special Record Date sh 11 be given to Bondholders not less than ten days prior to th Special Record Date. The 'princi_pal of and premium, if an , and interest on this Bond are payable in lawful money of th United States of America. � REFERENCE IS HFREBY �MADE TO THE FURTHER PROVISIONS OF THIS BOND SET FORTH ON THE � REVERSE HFREOF, WHICH PROVISIONS SH LL FOR ALL PURPOSES HAVE TNiE SAME EFFECT AS IF SET FORTH HE E. IT IS HEREBY CERTIFfED AND RECITED that all acts, co ditions and things requirea by the Constitution and laws of th State of Minnesota and th� Charter of the Issuer to be do e, to happen and to be performed, precedent to and in the is uance of this Bond, have been done, have happened and have be n performed, in regular anN due form, time and manner as re uired by law, and this Bond, together with all other debts of the Issuer outstanding on the date of original issue hereof an on the date of its issuance and delivery to the original pu chaser , does not exceed an� constitutional or statutory or Ch rter limitation of indebtedness. IN WITNESS WHEREOF, the City of Saint Paul , Ramsey Co nty, Minnesota , by its Cit� Council has caused this Bond to be sealed with its official sleal or a facsimile thereof and to be executed on its behalf by �the original or facsimile signature of its Mayor , attes;ted by the original or facsimile signature of its Clerk, and countersigned by the original or f csimile signature of its Di�'rector , Department of Finance and M nagement Services. � , I� 20 I ��.�y� Date o Registration: Registrable by: Payable at: BOND EGISTRAR' S CIT� OF SAINT PAUL, CERTI ICATE OF RAM�EY COUNTY, MINNESOTA AUTHE TICATION This ond is one of the Bond described in the Reso ution mentioned Mayor with n. At�est: , City Clerk Bon Registrar By Cduntersigned: A thorized Signature Director , Department of Finance ar�d Management Services (S AL) 21 .C�-�-� �r���� ON REVE�RSE OF BOND Date of Payment No� Business D�. If the date for p yment of the principal of, premium, if any, or interest on t is Bond shall be a Saturday, Sunday, legal holiday or a day o which banking institution� in the City of Chicago, I linois, or the city where the principal of£ice of the Bond R gistrar is located are authorized by law or executive order t close, then the date for �uch payment shal_1 be the next s cceeding day which is not a Satur.day, Sunday, legal holiday o a day on which such banking institutions are authorized to c ose, and payment on such d�te shall have the same force and e fect as if made on the nominal date o£ payment. No Redemption. Th� Bonds of this issue are not s bject to redemption and prepayment prior to their maturity. Issuance; Purpose; �General Obligation. This Bond is o e of an issue in the total principal amount of $11, 250 , 000, a 1 of like date of original , issue and tenor , except as to n mber , maturity, interest rate, and denomination, which Bond h s been issued pursuant to and in full conformity with the C nstitution and laws of the , State of Minnesota , including p rticularly Laws of Minneso�.a for 1971 , Chapter 773 , as a ended, and the Charter of the Issuer , and pursuant to a r solution adopted by the City Council of the Issuer on F bruary 23 , 1988 (the "Reso�ution" ) , .for the purpose of p oviding money to finance the acquisition, construction and r pair of various capital im rovements in the City. This Bond i payable out of the Genera� Debt Service Fund of the Issuer . T is Bond constitutes a general obligation of the Issuer , and t provide moneys for the prompt and full payment of its p incipal, premium, if any, and interest when the same become d e, the full faith and credit and taxing powers of the Issuer h ve been and are hereby irr�vocably pledged. Denominations; Exchange; Resolution. The Bonds are i suable solely as fully reg�stered bonds in the denominations o $5,000 and integral multiples thereof of a single mai�urity a d are exchangeable for fully registered Bonds of other a thorized denominations in �qual aggr.egate principal amounts at the principal office of the Bond Registrar , but only in the nner and subject to the limitations provided in the R solution. Reference is he�eby made to the Resolution for a description of the rights and duties of the Bond Registrar . opies of the Resolution are on file in the principal office of the Bond Registrar . 22 , ���'-�?y7 � Transfer. This Bomd is transf.erable by the Hol.der i person or by his, her or �ts attorney duly authorized in w iting at the principal off�ce of the Bond Registrar upon p esentation and surrender h�reof to the Bond Registrar , all s bject to the terms and conc�itions provided in the Resolution a d to reasonable regulations of the Issuer contained in any a reement with, or notice to, the Bond Reg.istrar . Thereupon t e Issuer shall execute and the Bond Regi.strar shall a thenticate and deliver , in ' exchange for this Bond, one or m re new fu11 y registered Bor�ds in the name of the transferee ( ut not registered in blank ' or to "bearer" or similar d signation) , of an authoriz�d denomination or denominations, i aggregate principal amounit equal to the principal amount of t is Bond, of the same maturity and bearing interest at the s me rate. Whenever owners�ip of this Bond should be t ansferred under any other �ircumstances or be registered in n minee name only, the regis�ered owner of the Bond shall, if a d to the extent required to qualify this Bond as being "in r gistered form" within the meaning of Section 149 (a) of the f deral Internal Revenue Code of 1986, as amended, and at the d ' rection and expense of the' Issuer, maintain for the Issuer a r cord of the actual owner o� the Bonds. Fees upon Transfer� or Loss. The Bond Regi.strar may r quire payment of a sum sufficient to cover any tax or other g vernmental charge payable an connection with the transf_er or e change of this Bond and any legal or unusual costs regarding t ansfers and lost Bonds. Treatment of Regis�tered Owner . The Issuer and Bond R gistrar may treat the person in whose name this Bond is r gistered as the owner hereof for the pur.pose of receiving p yment as herein provided (except as otherwise provided on t e reverse side hereof with' respect to the Record Date) and f r all other purposes, whetner or not this Bond shall be erdue, and neither the Iss�zer nor the Bond Registrar. shall e affected by notice to the� contrary. Authentication. T�his Bond shall not be valid or ecome obligatory for any pu�rpose or be entitled to any ecurity unless the Certific,ate of Authentication hereon shall ave been executed by the Bond Registrar . Not Qualified Tax-�Exempt Obligations. The Bonds ave not been designated by the Issuer as "qualified ax-exempt obligations" for 'purposes of Section 265 (b) (3) of he federal Internal Revenue Code of 1986, as amended. , 23 � -�7 � ��-� ABBR�VIATIONS The followi.ng abbre'viations, when used in the i scription on the face of tliis Bond, shall be construed as t ough they were written out ,in full according to applicable 1 ws or regulations: T N COM - as tenants in commdn T N ENT - as tenants by the entireties J TEN - as joint tenants with right of survivorship and not as tenants in common U MA - as custodian for (Cust) (Minor) under the Uniform Transfers to Minors Act (State) Additional abbreviations may also be used though not �n the above list. 2� , ����-��7 ASSIGNMENT For value received, the undersigned hereby sells, as igns and transfers unto _ the wi.thin Bond and does he eby irrevocably constitute and appoi.nt at orney to transfer the Bond on the books kept for the re istration thereof, with full power of substitution in the pr mises. Da ed: Notice: The assigC�or ' 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 . S 'gnature Guaranteed: S gnature(s) must be guaranteed by a national bank or trust c mpany or by a brokerage firm having a membership in one of t e major stock exchanges. The Bond Registrar ' will not effect transfer of this B nd unless the information �oncerning the transferee r quested below is provided. Name and Address: ( Includ� information for all jo.int owners if the Bond is held by joint account. ) 25 i , ' ��--���7 ; 10. Execution. T�e Bonds shall be executed on b half of the City by the signatures of � ts Mayor , Clerk and D' rector , Department of Finance and Managemen� Services, each w' th the effect noted on the forms of the Bonds, and be sealed w' th the seal of the City; provided, however , that the seal of t e City may be a printed or, photocopied facsimile; and p ovided further that any of such signatures may be printed or p otocopied facsimiles and t�e corporate seal may be omitted o the Bonds as permitted by' law. In the event of disability o resignation or other absence of any such officer, the Bonds m y be signed by the manual pr facsimile signature of that o ficer who may act on behalf of. such absent or disabled officer . In case any such o�ficer whose signature or facsim.ile of whose signal.ureishall appear on the Bonds shall c ase to be such officer befpre the delivery of the Bonds, such signature or facsimile shall nevertheless be valid and ufficient for all purposes,' the same as if he or she had remained in office until del'ivery. 11. Authentication; Date of Registration. No Bond hall be valid or obligator for any purpose or be entitled to ny security or benefit unde�r this resolution unless a ertificate of Authenticatio!n on such Bond, substantially in he form hereinabove set for�th, shall have been du.ly executed y an authorized representative of the Bond Registrar . ertificates of Authenticati'on on different Bonds need not be igned by the same person. iThe Bond Registrar shall authenti- ate the signatures of offiGers of the City on each Bond by xecution of the Certificate of Authentication on the Bond and y inserting as the date of registration in the space provided he date on which the Bond i�s authenticated. For purposes of elivering the original Global Certificates to the Purchaser , he Bond Registrar shall in�ert as the date of registration he date of original issue, which date is March l , 1988 . The erti£icate of Authentication so executed on each Bond sha_11 e conclusive evidence that �it has been authenticated and elivered under this resolu�ion. 12. Registration; Transfer; Exchange. The City ill cause to be kept at th� principal office of the Bond egistrar a bond register in which, subject to such reasonable egulations as the Bond Reg�strar may prescribe, the Bond egistrar shall provide for the registration of Bonds and the egistration of transfers o� Bonds entitled to be registered r transferred as herein provided. A Global Certific�te shall be registered in the name f the payee on the books of the Bond Registrar by presenting , I 26 �' -��-�;�7 t e Global Certificate for registration to the Bond Registrar , w o will endorse his or her name and note the date of regi- s ration opposite the name o� the payee in the certificate of r gistration on the Global Cer. ti.ficate. Thereafter a Global C rtificate may be transferred by delivery with an assignment d ly executed by the Holder or his, her or its legal repre- s ntative, and the City and �ond Registrar may treat the H lder as the person exclusively entitled to exerc.ise all the r ghts and powers of an owner' until a G] oba.l_ Certifi.cate is p esented with such assignmer�t for registration of transfer , a companied by assurance of t�he nature provided by law that t e assignment is genuine and effective, and until such t ansfer is registered on said books and noted thereon by the B nd Registrar , all subject �o the terms and conditions p ovided in the Resolution amd to reasonable regulations of t e City contained in any agreement with, or notice to, the B nd Registrar . , Transfer of a Global Certificate may, at the d ' rection and expense of the' City, be subject to other r strictions if required to qualify the Global Certificates as b ing "in registered form" within the meaning of Section 1 9 (a) of the federal Intern�l Revenue Code of 1986, as a ended. i Upon surrender for, transfer of any Replacement Bond at the principal office of t;he Bond Registrar , the City shall xecute ( if necessary) , and ,the Bond Registrar shall uthenticate, insert the datie of registration (as provided in aragraph 11) of, and deliver , � n the name c�f the designated ransferee or transferees, one or more new Replacement Bonds f any authorized denominati.'on or denominations of a like ggregate principal amount, !having the same stated maturity nd interest rate, as reques'ted by the transferor ; provided, owever, that no bond may be' registered in blank or in the ame of "bearer" or similar �designation. Whenever ownership f any Replacement Bonds shauld be transferred without urrender of the Replacemen� Bond for transfer or should be egistered in nominee name qnly, the registered owner of the eplacement Bond shall, if and to the extent required to reserve the exclusion from ,gross income of the interest on he Bonds and at the direct�on and expense of the City, aintain for the City a record of the actual owner of the eplacement Bond. At the option of the ��older of a Replacement Bond, eplacement Bonds may be ex�hanged for Replacement Bonds of ny authorized denomination ' or denominations of a like � 27 � , y� ��,���-� aggreg te principal amount and stated maturity, upon surrender of the Replacement Bonds to be exchanged at the principal office of the Bond Registrar. Whenever any Replacement Bonds are s surrendered for exchange, the Ci.ty shall execute ( if neces ary) , and the Bond Registrar shall authenticate, insert the d te of registration of , and 'deliver the Replacement Bonds which the Holder making the exchange is entitled to receive. Globa Certificates may not be exchanged for Global Certi icates of smaller denominations. Al1 Bonds surrendered upon any exchange or tr. ansfer provided for in this resolution shall be promptly cancelled by the ond Registrar and thereafter disposed of as directed by the ity. All. Bonds delivered in exchange for or upon transfer of B nds shall be valid general obligations of the City evid ncing the same debt, and entitled to the same benefits under this resolution, as the Bonds surrendered for such exc ange or transfer . Every Bond presented or sur. rendered for transfer or exc ange shall be duly endorsed or be accompanied by a written ins rument of transfer , in form satisfactory to the Bond Reg ' strar , duly executed by the holder thereof or his, her or its attorney duly authorized i� writing. The Bond Registrar may require payment of a sum su ficient to cover any tax or other governmental charge pa able in connection with th� transfer or exchange of any Bo d and any legal or unusual costs regarding transfers and lo t Bonds. Transf_ers shall also be subject to reasonable r gulations of the City contained in any agreement with, or n tice to, the Bond Registrar , including regulations which p rmit the Bond Registrar to close its transfer books between r cord dates and payment dates. 13 . Rights Upon Transfer or Exchange. Each Bond d livered upon transfer of or in exchange for or in lieu of any other Bond shall carry all the rights to interest accrued nd unpaid, and to accrue, which were carried by such other ond. 14 . Interest Payment; Record Date. Interest on any lobal Certificate shall be paid as provided in the first aragraph thereof, and interest on any Replacement Bond shall 28 ' G,c-��-�y7 b paid on each Interest Payment Date by r,herk or draft mailed t the person in whose name the Bond i.s registered (the " older" ) on the registration books of the City maintained by t e Bond Registrar , and in each case at the address appearing t ereon at the close of business on the fifteenth (15th) c lendar day preceding such Interest Payment Date (the " egular Record Date" ) . Any ' such interest not so timely paid s all cease to be payable to � the person who is the Holder t ereof as of the Regular Re�ord Date, and shall be payable to t e person who is the Holder thereof at the close of business o a date (the "Special Record Date" ) fixed by the Bond R gistrar whenever money becomes available for payment of the d faulted interest. Notice bf the Special Record Date shall b given by the Bond Registrar to the Holders not less than t n (10) days prior to the Special Record Date. The term " older" shall also include those lawfully entitled to take a tions on behalf of the beneficial owners of the Bonds for purposes of any consent or approvals given by f�olders. 15 . Treatment of R_ e�cistered Owner: The City and ond Registrar may treat the, person in whose name any Bond is registered as the owner of such Bond for the purpose of receiving payment of principal of and premium, if any, and 'nterest (subject to the pay'ment provisions in paragraph 14 bove) on, such Bond and for� all other purposes whatsoever hether or not such Bond sha;ll be overdue, and neither the ity nor the Bond Registrar ,shall be affected by notice to the ontrary. 16 . Delivery; Ap�lication of Pr.oceeds. The Global_ ertificates when so prepared and executed shall be delivered y the Director , Department of Finance and Management ervices, to the Purchaser upon receipt of the purchase price, nd the Purchaser shall not �be obliged to see to the proper pplication thereof. 17. Fund and Account. There is hereby created a pecial account to be desigr�ated the "Capital Improvement onds of 1988 Account" (the "Account" ) to be administered and aintained by the City Treasurer as a bookkeeping account eparate and apart from all ' other accounts maintained in the fficial financial records of the City. There has been eretofore created and established the General llebt Service und (numbered 960, herein the "Fund" ) . The Fund and the ccount shall each be mainteined in the manner herein pecified until all of the $onds and the interest thereon have een fully paid. 29 /�����'� ( i ) Account. To the Account there shall be credited the proceeds of the sal.e of the Bonds, less accrued interest received thereon, and less any amount paid for the Bonds in excess of $1]_, 058, 750 (allocating the purctiase price f.or the Bonds and 1988 Urban Renewal Bonds proportionally to the aggregate face amount thereof) . From the Account there shall be paid all costs and expenses of making the Improvements, in�luding the cost of any construction contrac�.s heretofore l�t and all other costs incurred and to be incurred of_ the kind authorized in Minnesota Statutes, Section 475. 65; and the moneys in th�e Account shall be used for no t other purpose except as otherwise prov.i.ded by law; provided that the pr,oceeds of the Bonds may also be used to the extent necessary to pay interest on the Bonds due prior to the anticipated date of commence- ment of the collection of taxes herein covenanted to be levied; and provided further that if upon comple- tion of the Improvements there shall remain any unexpended balance in the Account, the balance may be transferred by t�ie Council to the fund of any other improvement instituted pursuant to Laws of Minnesota for 1971, � Chapter 773 , as amended, or to the Fund. Al1 earnsngs on the Account shall be transferred to the �'und. ( ii) Fund. T�ere is hereby pledged and there shall be credited tlo the Fund, to a special sinking fund account which �is hereby created and established therein for the pa�ment of the Bonds, (a) all accrued interest r�ceived upon delivery of the Bonds; (b) all funds paid for the Bonds in excess of $11,058, 750; (c) ar�y collections of all taxes which are herein levied �or the payment of the Bonds and interest thereon a$ provided in paragraph 18; (d) all funds remaining in the Account after completion of the Improvement� and payment of the costs thereof, not so tr�nsferred to the account of another improvemen�; and (e) all investment earnings on moneys; held in said special account in the Fund or on mon�ys held in the Account. Said special account cr'eated in the Fund shall be used olely to pay the principalland interest and any premiums for edemption of the Bonds and ,'any other bonds of the City eretofore or hereafter iss�ed by the City and made payable rom said special account iri the Fund as provided by law, or 30 � (�j-�-�O O��Y� 7 t pay any rebate due to thelUnited States. No portion of the p oceeds of the Bonds and th� 1988 Urban Renewal Bonds, t eated as one issue, shall be used directly or indirectly to a quire higher yielding investments or to repl.ace funds which w re used directly or indirectly to acquire higher yielding i vestments, except (1) for a reasonable temporary period u til such proceeds are need�d for the purpose for which the B nds and the 1988 Urban Ren�wal Bonds were issued, and (2) in a dition to the above in an 8mount not greater than the lesser o five percent (5%) of the proceeds of the Bonds and the 1988 U ban Renewal Bonds or $100, 000. To this effect, any proceeds o the Bonds and the 1988 Urban Renewal. Bonds and any sums f om time to time held in the Account or said special account i the Fund (or any other City accourit which will be used to p y principal or interest to; become due on the bonds payable t erefrom) i.n excess of amou�ts which under. then-applicable f deral arbitrage regulation� may be invested without regard as to yield shall not be invested at a yield in excess of the pplicable yield restriction's imposed by said arbitrage regulations on such invesi;me'nts after taking into account any pplicable "temporary period�s" or "mi.nor portion" made avail- ble under the federal arbit'rage regulations. In addition, he proceeds of the Bonds an!d the 1988 Urban Renewal Bonds and oney in the Account or the Fund shall not be invested in bligations or deposits issued by, guaranteed by or insured by he United States or any ag�ncy or i.nstrumentality thereof if nd to the extent that such ,investment would cause the Bonds nd the 1988 Urban Renewal Bonds to be "federally guaranteed" ithin the meaning of Sectian 149 (b) of the federal Internal evenue Code of 1986, as amended (the "Code" ) . 18. Tax Le�v; Co�berage Test. To provide moneys for ayment of the princi.pal anc� interest on the Bonds there is ereby levied upon all of tMe taxable property in the City a irect annual ad valorem tax which shall be spread upon the ax rolls and collected wittn and as part of other general roperty taxes in the City for the years and in the amounts as ollows: ; � � 31 ��� -�y'7 ear of Tax Year of Tax Lev Collection Amount 1987* 1988* $1, 572, 900* 1988 1989 1,582, 560 1989 1990 1 , 586, 865 1990 1991 1, 586 ,498 1991 1992 1, 607,498 1992 1993 1, 595, 659 1993 1994 1.,605, 897 1994 ].995 1,635 , 297 1995 1996 1, 630 , 782 1996 1997 1 ,645, 547 *he etofore levied or provided from other available City funds The tax levies are such that if collected in full the , together with estimated collections of any other rev nues herein pledged for the payment of the Bonds, will pro uce at least five percent (50) in excess of the amount nee ed to meet when due the principal and interest payments on th Bonds. The tax levies sha;ll be irrepealable so long as an of the Bonds are outstanding and unpaid, provided that the Ci y reserves the right and power to reduce the levies in the ma ner and to the extent permitted by Minnesota Statutes, Se tion 475. 61, Subdivision 3 . 19. General Obligation Pledge. For the prompt and fu 1 payment of the principal and interest on the Bonds, as th same respectively become due, the full faith, credit and ta ing powers of the City sha11 be and are hereby irrevocably p edged. If the balance in the Fund (as defined in paragraph 1 hereof) is ever insufficient to pay all principal and i terest then due on the Bonds payable therefrom, the d ficiency shall be promptly paid out of any other funds of t e City which are available 'for such purpose, including the g neral fund of the City, and such other funds may be r imbursed with or without interest from the Fund when a s fficient balance is available therein. 20 . Certificate o� Registration. The Director , epartment of Finance and Management Services, is hereby irected to file a certified' copy of this Resolution with the ounty Auditor of Ramsey County, Minnesota, together with such ther information as the Auditor shall require, and to obtain he Auditor ' s certificate tt�at the Bonds have been entered i.n he Auditor ' s Bond Register , and that the tax levy required by aw has been made. 32 � �-6��-��7 2] . Records and CertiEicates. The of.Eir,ers of the C ty are hereby authorized and directed to prepare and f rnish to the Purchaser , anc� to the attorneys approving the 1 gality of the issuance of i.he Bonds, certified copies of all p oceedings and records of the City relating to the Bonds and t the financial condition and affairs of the City, and such o her affidavits, certificates and information as are required t show the facts relating to the legality and marketability o the Bonds as the same app�ar from the books and records u der their custody and control or as otherwise known to them, a d all such certified copies, certificates and affidavits, i cluding any heretofore furr1ished, shall be deemed represen- t tions of the City as to the facts recited therein. 22. Negative Covenant as to Use of Improvements. T e City hereby covenants not to use the proceeds of the Bonds o the 1988 Urban Renewal Bomds or to use the Improvements or t e improvements financed by the proceeds of the 1988 Urban R newal Bonds, or to cause or permit them or any of them to be u ed, or to enter into any d�ferr. ed payment arrangements for t e cost of the Improvements or the improvements financed by t e proceeds of the 1988 Urban Renewal Bonds, in such a manner a to cause the Bonds or the , 1988 Urban Renewal Bonds to be " r. ivate activity bonds" within t.he meaning of Sections 103 a d 141 through 150 of the Code. 23 . Tax-Exempt Status of the Bonds; Rebate. The C ty shall comply with requirements necessary under the Code t establish and maintain thQ exclusion from gross income u der Section 103 of the Code of the interest on the Bonds, i cluding without limitation requirements relating to t mporary periods for investments, limitations on amounts i vested at a yield greater than the yield on the Bonds, and t e rebate of excess investment earnings to the United States. 24 . No Designation of Qualified Tax-Exempt O li ations. The Bonds exceed in amount those which may be q alified as "qualified tax-�xempt obligations" within the m aning of Section 265 (b) (3) of the Code, and hence are not d signated for such purpose. 25. Depositor�Letter Agreement. The Depositor.y L tter Agreement is hereby approved, and shall be executed on b half of the City by the Ma�yor , Clerk and Director , Depart- m nt of Finance and Management Services, in substantially the f rm approved, with such changes, modifications, additions and d letions as shall be necess�ry and appropriate and approved 33 WNITE - CiTV CLE K I�� PINK - FINANCE GITY OF SAINT PAiTL Council CANARV - DEPARTM NT BLUE - MAYOR File NO. �� ��� -- Council ;Resolution Presented By Referre To — ' Committee: Date Out of ommittee By Date by t e City Attorney. Execution by such officers of the Depository Lett r Agreement shall be conclusive evidence as to the necessity and ropriety of changes and their approval by the City Attorney. So 1 ng as Midwest Securities T�just Company is the Depository or i or its nominee is the Holder of any Global Certificate, the ity shall comply with the provisions of the Depository Lett r Agreement, as it may be amended or supplemented by the City from time to time with the �agreement or consent of Midwest Secu ities Trust Company. ' 26. Sever.a.bility.. If any section, paragraph or provision of t is resolution shall be hel� to be invalid or unenforceable for ny reason, the invalidity r unenforceability of such section, para raph or provision shall not affect any of the remaining prov sions of this resolution. 27 . He.adings. Headirigs in this resolution are included for onvenience of reference only and are not a part hereof, and hall not limit or define the meaning of any provision hereof. I i i COUNCIL ME BERS Requested by Department of: Yeas Nays I nimond Finance and Mana ement Services Lo� In Favor Goswitz � �e�j � __ Against i By ` �� � �lesw. FEB 2 31988 Form Approved by City Attorne Adopted by Cou cil: Date � Certified Pa s ncil et �! By By� A►pprov y lilav r: Date FED _ 5 h'ri7� Approv by Mayor for Sub 'ssi tO�Council B �'l' puBIiSHED P�a� - �; 1988. � SPRINGSTED INCORPGRATED � �=�0?�7 . I , PublicFinanceAdvisors I EXHIBIT A 85 East Seventh Place.Su�te ?n0 ,� Sa�nt Paui,Minnesota 55�,��' _'1; � �, 612•223�3000 � �I s� ���5�� CITY OF SAIWT AUL, MIt�ESOTA GE�ERAL OBI�IGATION BONDS Cons�sting of: $11,250,000 General Obligatian Cq�ital Impravement Bo�ds, Series1988B land , $500,000 General Obligation U� Renewal Bonds, Series 1988C , AWARD: HARRIS TRIJST ND SAVINGS BANC NORWEST INVESTMENT RVICES, INCORPORATED FIRST ANC, N.A. And A�ssociafes SALE: Februaty 22, 1988 Moody�s Rating: Aa � S 8�P's Rating: AA+ terest et nterest Bidder �Rates Price Cost & Rate HARRIS TR ST AND SAVINGS BANK 4.80`� 1989 $I 1 ,615,499.25 $4,332,613.25 NORWEST I VESTMENT SERVICES, 5. 10� 1990 (6.163096) INCORP RATED 5.30 1991 FIRST BAN , N.A. 5.50� 1992 American tional Bank and Trust 5.70 1993 Company f Chicago 5.809¢ 1994 Bank One In ianapolis, N.A. 6.00°� 1995 � Cowen & C . 6. 10� 1996 Fleet Natio al Bank 6.25 1997-1998 PRUDENTI L-BACHE SECURITIES 4.75°� I 989 $I I ,599,587.25 $4,365,925.25 INCORP RATED , 5. 10�6 1990 - -- THE_I�lQ13I _Rt�.i -ra� �c�- �-n,•n�•�. _ - ---_ _ _ __ r, ^ .. ,. -- sa�aJ� 86• :�(�ian1�W a6�aany ' SS'L �199 °�O�i'9 8661 °,6SZ'9 %0£'9 ' L661 °roSZ'9 %S I'9 966 I %0 I'9 a�d I S661 °ro00'9 %58'S ' �1661 %08'S ��d ! £661 %OL'S aod , Z661 %OS'S aod j 1661 �0�'S aod 0661 %01'S aod ! 6861 R608'�i . . t Interest Net interest Bidder Rates Price Cost & Rate THE FIRST NATIONAL BANK OF 4.7596 I 989 $I I ,617,765.50 $4,394,659.50 CHICAGO 5.009b 1990 (6.2512�) DREXEL BURNHAM LAMBERT 5.25°b 1991 � INCORPORATED 5.5090 1992 PIPER, JAFFRAY & HOPWOOD 5.709� 1993 INCORPORATED 5.8096: I 994 William Blair & Company 6.0096 1995 Hutchinson, Shockey, Erley & Company 6.20% 1996 LaSalle Nationa( Bank 6.40% 1997 Robert IJV. Baird & Company, 6.50°� 1998 Incorporated Securities Corporation of lowa The Exchange National Bank of Chicago - In Association With - ALEX. BROWN & SONS, INC. DAIN BOSWORTH INCORPORATED Dougherty, Dawkins, Strand & Yost, Incorporoted Howe, Barnes & Johnson, Inc. Juran & Moody, lncorporated John G. Kinnard & Company Incorporated Peterson Financial Corporation CHEMICAL BANK 5. 10% 1989-1990 $11 ,612,249.75 $4,432,550.25 PAINEWEBBER INCORPORATED 5.40� 1991 (6.305196) NATIONAL WESTMINSTER BANK USA 5.60% 1992 Centerre 3ank NA 5.80% 1993 Allison-Williams Company 6.00% 1994 6. 10� 1995 6.25% 1996 6.4096 I 997-I 998 CITICORP INVESTMENT BANK 5.00% 1989 $I 1 ,572,250.00 $4,465,387.50 THE FIRST BOSTON CORPORATION 5.2596 1990 (6.3519�) FIRST INTERSTATE CAPITAL 5.509b 1991 MARKETS tNCORPORATED 5.709i6 1992 MANUFACTURERS HANOVER TRUST 5.909b 1993 COMPANY 6. I 096 I 994 Ehrtich-Bober & Company, Incorporated 6.25% 1995-1998 Bank of Boston Thomson McKinnon Securities, Incorporated The Chicago Corporation Howard, 1�"Jeil, Labouisse, Friedrichs Incorporated Marine Bank, N.A. Roosevelt & Cross, Incorporated Rotan Mosle Inc. R.W. Corby & Company, Inc. E.A. Moos & Co. Inc. Arch W. Roberts & Co. State Street Bank and Trust Company ----------------------------------------------------------------------------------------- REOFFERING SCHEDULE OF THE PURCHASER � • ., -.- ..:_�., SPRINGSTED INCORPORATED i - I C,��a�� , Public Finance Advisors 85 East Seventh Place,Suite 100 I , Saint Paul,Minnesota 55101•2143 612•223•3000 i I � �2���0��00 CITY OF SAIWT�AUL, MII�ESOTA GEPERAL OBLIGATI STREET IMPROVEMENT SPECIAL ASSESSME BOt�S, SERIES 1988D � AW�a FIRST B , N.A. NORVYEST INVESTMENT RVICES, INCORPORATED S�: Febr 22, 1988 Moody's Rating: Aa � S 8� P's Rati : AA+ �9 I terest Netlnterest Bidder 'Rates Price Cost & Rate F1RST BAN , N.A. 5. 10�� 1990 $2,654, 100.00 $2,072,290.00 NORWEST I VESTMENT SERVICES, 5.3 1991 (6.8539�) INCORPO ATED 5.50 1992 5.70 1993 5.85� 1994 6.009'u 1995 6. ISqd 1996 6.30� 1997 6.409q' 1998 6.509'd 1999 6.60� 2000 6.70�q' 2001 6.809'd 2002 6.909'� 2003 7.00� 2004-2005 7. 10 2006-2007 7.209$ 2008-2009 , � . s��aJ. OZ I I :��l�n�oW a6�aand ' SS'L �19 � •��d �� paaa��o�a 6uiaq al� spuo8 asayl i ------- --------------------------------fi------------------------------------------------ ! �(u�dwo� �sn�l puo �u�8 �aaa�S a}��r, i '�� '8 S��a9°2� 'M 4�ab •�ul 'o� '8 sooW •d•3 •�u� '�(u�dwo� '8 �(qaoJ •M•� COOZ-500Z %O�i'L •�u� a�soW uo}o� - --- - --- - - ---- ---�--- �--- -- - — - -- . Interest Netlnterest Bidder Rates Price Cost & Rate GRiFFIN, KUBIK, STEPHENS & 5. 109b 1990 $2,659,447.00 $2, 108,070.50 THOMPSON, INC. 5.40� 1991 (6.972285°6) BLUNT, ELLIS & LOEWI, � 5.6090 1992 INCORPORATED 5.75°�6 I 993 � CLAYTON BROWN & ASSOCIATES 5.90� 1994 6. 10°�'a 1995 6.259�6 I 996 6.40� 1997 6.50% 1998 6.60% 1999 6.7596 2000 6.909b 2001 7.009� 2002 7. 1096 2003 7.209b 2004 ' 7.2596 2005-2009 THE FIRST NATIONAL BANK OF 5.0096 1990 $2,659, I 19.00 $2, 120,541 .00 CHICAGO 5.259b 1991 (7.0135%) DREXEL BURNHAM LAMBERT 5.50°X� 1992 INCORPORATED 5.709b 1993 PIPER, JAFFRAY & HOPWOOD 5.80% 1994 INC'ORPORATED 6.00°,� 1995 William Blair & Company 6.20°Ib 1996 Hutchinson, Shockey, Erley & Company 6.40% 1997 LaSalle National Bank 6.50% 1998 Van Kampen Merritt (nc. 6.70°�6 1999 American National Bank Saint Paul 6.90% 2000 Robert W. Baird & Company 7.00% 2001 Incorporated 7. 10°� 2002 Securities Corporation of lowa 7.20% 2003 The Exchange National E3ank of Chicago 7.25°�b 2004 - In Association V'dith - 7.3096 2005-2009 ALEX. BROWN & SQNS, INC. DAIN BOSWORTH INCORPORATED Dougherty, Dawkins, Strand & Yost, Incorporoted Howe, Barnes & Johnson, Inc. Juran & Moody, lncorporated John G. Kinnard & Company Incorporated Peterson Financial Corporation CITICORP INVESTMENT BANK 5.259'0 1990 $2,654, 100.00 $2, 153,442.50 THE FIRST BOSTON CORPORATION 5.50% I 991 (7.1223%) FIRST 1NTERSTATE CAPITAL MARKETS 5.7096 1992 1NCORPORATED 5.90% 1993 MANUFACTURERS HANOVER TRUST 6. 10� 1994 COMPANY 6.25% 1995 Ehrlich-Bober & Company, Incorporated 6.40% 1996 Bank of Boston 6.SOao I 997 Thomson McKinnon Securities, 6.60% 1998 Incorporated 6.75% 1999 The Chicago Corporation 6.909'0 2000 Howard, Weil, Labouisse, Friedrichs 7.00% 2001 Incorporated 7. 109'0 2002 Marine Bank, N.A. 7.20% 2003 Rnncov�.� �. (�rrce In.....=..�r�fo� — 7 '2(�� '�Qllh - - – -- - SPRINGSTED � ���1 Public Finance Advisors .;. � 85 East Seventh Place,Suite 100 �+K � Saint Paul,Minnesota 55101•2143 6122233000 Feb uary 22, 1988 Mr. Eugene A. Schiller, Director Dep rtment of Finance and Management Services 365 City Hall Sai t Paul , Minnesota 55102 Re: Recommendation for Award of Sale of $11,750,000 General Obligation Bonds, Series 1988 B and C, anid $2,700,000 General Obligation Street Improvement Special Assessment Bonds, Series 1988D Dea Mr. Schiller: We ave attached the tabulation of bids received at 1:00 P.M. , Monday, Feb uary 22, 1988, which bids were opened and reviewed by you, Ms. Davis and Mr. Hart. The e bids represent very competitive proposals, meet or exceed market exp ctations, and as a result are quite acceptable. We recommend the City Cou cil approve the separate resolutions prepared by Briggs and Morgan, which awa d the sale of these obligations and fix the terms and conditions of their iss ance. Sin e the time these sales were approved for market preparation one month ago, the bond market has improved dramat'ically. We have shown below the rates we est mated at that time, compared with the rates actually received today. Januarv 20 Februarv 22 ssue NIC NIR ' NIC NIR Savin s $11 750,000 $4,852,440 6.90% ' $4,332,613.25 6.1630% $519,826.75 $ 2 700,000 $2,250,052 7.442% ' $2,072,290.00 6.8539% $177,762.00 We ppreciate the quality assistance your office, tagether with Mr. Blees' sta f, provided us in preparing these issues for market. Your input con ributed substantially to tHe excellent rating presentations we exp rienced, and permitted Springsted to maintain the necessary schedule for wor completion which made today's successful sale possible. We ppreciate the opportunity to be 'of service to the City of Saint Paul . Res ectfully submitted, � ���e� c�� ' Rob rt D. Pulscher � LSU Chi f Executive Officer Indiana Office: Wisconsin Office: 251 North Illinois Street,Suite 1510 500 Elm Grove Road,Suite 101 Indianapolis,Indiana 46204•1942 Elm Grove,UViscansin53122•0037 317•2373636 414•782•8222 a,�,►�, - � . _. �,��„� _ o„� : /� _ . �'�a`�� - Finance & Manag' t.S 3: � 2/18/.88 ' �L7���� ������ NQ: ��'���;.� ; CONrACr nEV�p�r�xr owECron w�v�ow��nwT� , Shirley DBVis w�FoR 2 �:wr«c�e�r�o.�c.�ran �«nae+� _ . . ppU71NCi euoaer o�croA • Finance/Tressu � ,,. ,..�92-703$ o�R: 1 �.,,,o� ,. . . .. , . Resolutian.prov3.d ng for the acceptance of bids on the sale of $L1,250,000 Capital Iffiprov�ez�t ond s s � �� �Y„�, y,;�� � ��r ,,,,, = w� �..., �. __ :_, � � " � � - � _ _ - _ �� _ °� �_ ���"` �oa►no�t�vwor.uU �(R>) own+ca. ; . : _ : -. pu�oo�rss�oN a��co�u�oH a��r� a► arr �,rsr �No. m��s qoM�oN reo e�e:ac►aa eo�no � . �.- t1 .$FARf .' ' . ..�ON�R'T!R OOM�10l1 ' . C�PLE'!E A616 . .. ACO'[�1'O.ACO�� . tETD TG�GOtITA�f ' pGN6JRi�if �. � .. o�snrcrca� A CIB Co�ittee —. —�r���t�o. !�c�oom* *ocnnw►„a+: =- s�rvon,s'wwa,oou�cw A Bond Eounsel , . A, .Fiscal Advisor ; . . .M�ri�A�11o�ta�,e�ui. (wi,o.wnaa,wn.n.wnene.wny�: - - General Obligat n Bond Issues�Sale is seheduled for February 22, 1988, �nd t�e award to the lowest bidder m t be aeted upon w3.t�►�. tweaty f r hours of sale in order to aehic+ve market ' ' interest r�te. ' ive affirmative CouaciT �iot�s a e required to accept the most fa�orable bid. ausnAa►non�. �.r• ,. _ : . . . : . :: Issuance of th e bonds carries out the City's apftal Ymprovem�n� Program, and Street :. . _ Improveaent Pr . ram. . ;f1YffIR; aqd.7a11YFwm�i . , - . .>' ,, _ _ , _ -� ; .' , '�he faiLure of thi$-resolutfon would rec�uire r cheduling of the issues, t�ereby iaapoai.n� additional cos s to the City aad delay in cons ction ;p�grsms. � _ � . � . , .. �r.�n+�: ,. w�os ccws -.` , . weso�r�rs: Each qear, t City markets general obligatio boads to fund the Capital Improvement Budget. �Program. , _. . t.r���s: Bonds are aw rded as authorized by City Stat e and Stat. L,aw. L�gal issues have been ' addressed lry .City Attorney and Bond Counsel. e � : r .