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271039 � WHITE� �'� CiTV�CLERK � . PINK -FINA'NGE 1 � CANARV - DEPARTMENT � G I TY OF SA I NT PALT L COUflCll � ����� � � Bl_UE � 1 MA�p�R s � File �0. �-�"- �'�%' ' � Council olu io , „ Presented By Referred To Committee: Date Out of Committee By Date RESOLUTION PROVIDING FOR THE ISSUANCE AND SALE OF $2,950,000 WATER REVENUE BOltTDS OF 1978, SERIES 1 WHEREAS: A. The City of St. Paul owns and operates a muni- cipal water utility hereinafter referred to as the "Water Utility" which is under the jurisdiction of the Board of Water Commissioners hereinafter referred to as the "Board" , and said Water Utility has been under the jurisdiction of the Board since it was acquired in approximately 1885; B. The Board and the Council deem it necessary and expedient to improve the Water Utility, all as more fully described herein; C. To provide for such improvements the Board has recommended and the City proposes to issue its revenue bonds ^' , to be designated "Water Revenue Bonds of 1978, Series 1" , in •--� accordance with and pursuant to the provisions of Section 10. 11. 2 of the City Charter; D. There are no bonds, certificates or other obli- gations payable out of the "Net Revenues" (as herein defined) of said Water Utility constituting a lien or charge thereon, except $1,180,000 Water Revenue Bonds of 1977, Series 1 issued pursuant to resolution adopted by this City Council on February 1, 1977 of which $1,180,000 remain outstanding and undis- charged; . _ E. Paragraph 9 of ,said resolution authorizing the issuance and sale of $1,180,000 Water Revenue Bonds of 1977, � a a it ie bonds as follows: COUNCILMEN Requested by Department of: Yeas Nays In Favor Fi na � and M ement Servi ces � � � __ Against Form Approved by ity ttorney� Adopted by Council: Date — � � Certified Yassed by Council Secretary BY / By _,� � .. Approved by Mayor: Date _ Approv by Mayor for Submis �on Qouncil BY — — BY . . � , � �� 8� , � ' ' � ,�.'�'�_ _�� "9. The revenue bonds issued hereunder shall be a first charge and lien upon the Net Revenues of the Water Utility and no part of such Net Revenues shall ever be pledged to the payment of any general obligation bonds issued by the City while any bonds of this issue or bonds issued on a parity therewith remain outstand- , ing and undischarged. No additional revenue obligations payable from the Revenue Bond Debt Service Account shall be hereafter issued unless the same are expressly made a second and subsequent lien upon the Net Revenues of the Water Utility, provided however, that additional obligations may be issued on a parity of lien with the bonds herein authorized, pro- vided that the annual Net Revenues of said Water Utility for each of the two completed fiscal years immediately preceding the issuance of such additional obligations shall have been one and one-half times the maximum annual principal and interest coming due thereatter ' on all outstanding revenue obligations payable from and having a parity of lien upon the Net Revenues of the Water Utility Fund, including the additional obligations so to be issued; pra- vided further however that if the annual Net Revenues in either or both of the aforesaid two completed fiscal years shall be insufficient to meet this test then any reasonably projected increase in Net Revenues for the fiscal year immediately following such secand completed fiscal year may be added to the Net Revenues for such completed fiscal years or either of them (but the total of such pro�ected increase in Net Revenues may be added only once} in ap- plying the foregoing test. Such facts shall be � shown by the Certificate of the General Manager of the Board of Water Commissioners and shall be a finding of and recited in the resolution of the City authorizing any such additional series. In addition, the following condi- tions shall be met: " (a) The payments required to be made (at the time of the issuance of such parity lien bonds) into the various funds and accounts provided for in this resolution have been made. � -2- � . • � , . , " (b) All such parity lien bonds shall have a December 1 maturity or maturities and shall. have semiannual interest payments on June 1 and December 1 in each year. " (c) The proceeds of such parity lien bonds shall be used only for the purpose of making improvements, addi- tions, extensions, renewals or replace- ments to the Water Utility, "' F. In accordance with advice received from the Board the Council finds, determines and declares that it is necessary and expedient to provide moneys in the amount of $2,950,000 to improve the Water Utility, establish a Reserve and provide for the costs of the issuance thereof from the proceeds of revenue bonds, payable solely from the Net Revenues of the Water Utility; NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of St. Paul, Niinnesota, as follows: 1. It is hereby found, determined and declared that it is advisable, expedient and necessary to provide money in the amount of $2, 950, 000 to make improve�nents to the Water Utility of the City, including but not limited to the following, to wit: a. Water Treatment Plant - Sludge Thickener b. St. Anthony Park Elevated Tank c. Booster Station Improvements & Discharge Piping d. Auxiliary Lime Feeder - Water Treatment Plant e. Vadnais Well System Improvements f. Hamline Yard Warehouse and to establish a Reserve and pay £or the costs of the issuance of said revenue bonds. 2. Neither the City nor the Board has any out- standing bonds, warrants, certificates, or other obliga- tions of evidences of indebtedness, or money borrowed for or on account of said Water Utility or indebtedness for which any of the Net Revenues of all or a part of said Water Utility have been pledged or which are a prior lien on such Revenues except $1,180, 000 Water Revenue Bonds of 1977, Series l. -3- , • . . 3. All payments required to be made prior to the date hereof into the various funds and accounts of the "Water Utility Fund" established pursuant to resolutio� of this Council adopted on February l, 1977 which resolution authorized the issuance of $1,1$0, 000 Water Revenue Bonds of 1977, Series 1 have been made. The annual Net Revenues of the Water Utility for each of the two completed fiscal years immediately pre- ce�ding the issuance of the obligations herein authorized have been one and one-half times the maximum annual principal and interest coming due hereafter on all outstanding revenue obligations payable from and having a parity of lien upon the Net Revenues of the Water Utiiity Fund including the obliga- tions herein authorized and proposed to be issued, to wit: Net Revenues 1976 $2, 612, 210.40 Net Revenues 1977 $2,010,407.34 Maximum Annual Principal and Interest on $I,180,000 Water ' Revenue Bonds af 1977, Series 1 $ I66,110.�0 Maximum Annual Principal and Interest on $2,950,000 Water Revenue Bonds of 1978, Series 1 (assuming a net interest rate of 4.50%) $ 444,125.OQ TOTAL $ 610, 235.00 One and One-half Times Total Maximum Annual Principal and Interest Requirements $ 915,352.50 The Council has been furnished with the Ce��ificate __ of the General Manager of the Board of Water Commissioners attesting to the foregoing facts. 4. The Council pursuant to advice from the Board hereby finds, determines and declares that the estimated revenues to be derived from the operation of the Water Utilit� during the term of the re�enue bonds authorized by this reso- lution will be more than sufficient to provide Net Revenues as defined herein adequate to pay principal and znterest when due on the revenue bonds authorized herein and on those which are now outstanding and to maintain the Reserves required therefor. 5. The City shall forthwith issue and sell $2, 950, 000 negotiable Water Revenue Bonds of 1978, Series -4- 1 and the director of the Department o� Finance and Management Services is hereby authorized and directed to give notice of sale by publication in the official newspaper, the Daily Bond Buyer and in Commercial West at least ten days in advance of the date of sale. Notice shall be in substantially the following form: . -S- qF�ICI�� TER�tS 0� BOND SALE $2� 9.50, 000 CITX Ok' SA�NT ��UL, MINNESO�'A WATER REV�NU� �ONDS O�' 1978, S�R��S 1 These Bonds (the "pb�.a,c�ati,ons") w:tll be of�ered �or sale on sealed bids on Tuesday, June 13, 1978. Bids wi11 be opened at 10 :00 A.M. , Centra7. Time, at the Off�.ce of Bernard J. Carlson, Director, Department of Finance and Management Ser- vices, 109 City Ha11., Saint Paul, Minnesota, 55102 and will be presented to and acted upon by the City Council at 11:00 A.M. , Central Time of the same day. The Obligations will be of�ered upon the �ollowing terms: DATE AND INTEREST PAY'MENTS OF THE OBLIGATIONS The Obligations will be dated July 1, 1978, and will bear in- terest payable on ea,ch Deceznber 1 and June 1 to maturity, commencing December l, 1978 . TXPE AND PURPOSE QF THE OBLTGATTONS The Obligations will be payable solely from net operating revenues of the Water Utility of the City of Saint Paul. The Obligations will be non registrable in bearer form with interest coupons attached, and wil.1 be of the denomination of $5,000 each. The proceeds wi11 be used �or construction of improve- ments of the Watex Utility of the City. MATUR,TTIES AND REDEMPTION The Obligat�,ons wil�. mature December l, in the amounts and years as follows: $ 50,000 1978 $275,000 1979-1987 $425, 000 1988 All Obligations will be without the right of prior redemption. PAYING AGENT The First National Bank of Saint Paul, Minnesota and The Chase Manhattan Bank, N.A. , New York, New York, have been designated by the City as a].ternate Paying Agent for this issue. -6- CUSIP NUMBERS It is anta.cipated that �,� the Obligations �ua1�,�y fox asszgn- ment o� CUSIP numbers such CUSIP numbers w�,ll be �xinted on the Obla�gations at the Zssuex' �. ex�ense, but nea,ther the fa�.luxe to pza,nt such, numbex on a,nx Qb1�,cJat�,on nox a,ny erroz with respect thereto sha�.l. constitute cause �or fa�,lure or re- �usal by the Purchaser to accept del�very of the Obligations. The CUSIP Sexvice Bureau chaxge �or the assi,gnment of CUSIP identification numbers Shall� be paid �or by the Purchaser. SETTLEMENT The Obligati.ons will be deJ.ivered without cost to the Pur� chaser at a place mutually satisfactory to the Tssuer and the Purchaser within 40 days �ollowing the date of their award. Delivery will be subject to receipt by the Pur- chaser of an approving legal opinion of Briggs and Morgan, Professional Association of Saint Pau1, Minnesota, which opinion will be printed upon the Obligations, and of cus- tomary closing �apers, �.ncluding a no-�litigation certifi- cate. Payment for the Qbla,gations must be made by the Pur- chaser in Federal or equivalent funds on the day of settle- ment in a timely manner so as to be available to the Tssuer on said day. At settlement, the Purchaser will be �urnished with a certi- ficate signed by apprapri.ate officers of the Tssuer on behaTf of the Issuer to the e��ect that the Ofii�i:a1 Statement pre- pared for the Issue da.d not and does not contain any untrue statement of a material �act oz omit to state a material fact necessary in order to make the statements therein, in light of the circumstances under which they were made, not mis- leadi,ng. One copy of the Offi.cial Statement will be furnished without cost to any interested party upon request. Additional copies of the Official Statement will be furnished without cost to the Purchaser upon request in reasonable quantity within a reasonable time of such request. TYPE OF BID ' Sealed bids for not less than par and accrued interest on the total principal amount of the Obligations, and a certified or cashier' s check in the amount of $29,500 payable to the order of the Treasurer of the Issuer must be filed with the under- signed prior to the time of sale. No bids will be considered which are not accom�anied by the requi.red certified or cashier' s check. The certified or cashier' s check of the Purchaser will be retained by the Tssuer as liquidated damages in the event the Purchasex �a�-ls to comply with the accepted bid. No bid may be withdrawn until the conclusion of the meeting of the Issuer at which bids are to be acted upon. -7- : , ., � � �.,�,�_��:� RATES Biddexs �ust .s�eci�y zate� Which do nat exceed 70 �er �nnum. All Obl.ic�a,tions of the ��me �natur�,tx lnust bear a ��.ngle rate fzom the date o� issue to tn�tura,t�. No rate ma,x exceed the rate specified �or any Subsequent matur�,t� by more than 1/2 of 1� per annum. Addit�,onal coupon� maX not be used. No limitation is placed upon the numbex o� rates wh�.ch may be specified. AWARD Award wa.11 be made on the basis of the lowest dollar interest cost determi,ned by the deduction o� any premium from the total interest on a7,1 Obligati,ons �rom their date to their stated maturity as computed on the basis of the schedule of bond years �.n the Official Statement published for the Obligations. The �ssuer reserves the right to reject any and a11 bids, to waive informalities and to adjouxn the sa1e.. Dated 1978 BY ORDER Ok' THE CITY COUNCIL /s/ Bernard J. Caarlson � Director, Department o� Finance and Management Services. -8- 6. Each and all of the terms and provisions of the foregoing "Official Terms of Bond Sa1e" are hereby adopted as the terms and conditions of said bonds and of the sale thereof. 7. Said bonds and the interest coupons to be attached thereto shall be in substantially the following form: -9- . ��,�.��� UNzT�D ST�3,T� QF AI�'�.ERICA STAT� �� MINNESOTA R�SEY COUNTY C�TX OF S1-�INT PAUL WATER REVENUE BOND Ok' 197 8, SERIES 1 . No. $ KNOW ALL DZEN BY THESE PRESENTS that the City of Saint Paul, Ramsey County, Minnesota, hereby acknowledges that it a,s indebted and �or value received will pay to bearer hereof without option of prepayment, solely out of the Revenue Bond Debt Service Account of the Board af Water Commissioners Water Utility Fund, the principal sum o� THOUSAND DOLLARS on the first day of Decembex, 19 , and will pay interest thereon, solely out of saa.d Account, from the date hereof until sai.d principal sum is paid, at the rate of percent ( %) per annum, payable December l, 1978 and semiannually therea�ter on June l and December 1 of each year, as the same severally become due. Both pri.ncipal and interest are payable at The First National Bank of Saint Paul, St. Paul, Minnesota or at The Chase Manhattan Bank, N.A. , New York, New York, or at the office of any du].y appointed successor paying agent, at the option of the holder in any coin or currency of the United States of America, which on the date of payment is legal tender �or public and private debts. This bond is one of an issue in the total principal amount of $2,950,000, all of like date and tenor, except as to serial number, maturity, interest rate and priorlty as to payment in the event the funds in the Revenue Bond Debt Ser- vice Account should ever be insufficient as mare fully speci- fied in paragraph 13 of the authorizing resolution adopted , 1978, which bond has been issued for the pur- pose of providing money to finance the cost of improvements to the City' s Water Utility. Said bonds and the interest thereon are payable solely and exclusively from the Net Revenues of the Water Utili.ty of the City pledged to the payment thereof, and do not constitute a debt of the City or of the Saint Paul Board of Water Commissioners within -•10- the meaning of any constitutional, charter or statutory limita- tion of indebtedness. Tn the event of any default hereunder, the holder a� this bond may exercise any of the rights and privileges granted by the laws of the State of P�innesota sub- ject to the provisions o� the authorizing resolution of the City. The bonds of this issue, together with $1,180,000 Water Revenue Bonds o� 1977, Series 1 are a first and prior lien upon the Net Revenues of the Water Utility of the City, except that the City is authorized under certain conditions to issue addi- tional revenue obligations on a parity of lien with these bonds, all as provided in the resolution authorizing the bonds of this issue. The holders of 200 or more in aggregate principal amount of bonds at any time outstanding may, either by law or in equity, by suit, action, or other proceedings, protect and en�orce the rights of a11 holders of bonds then outstand- ing, or enforce and compel the performance of any and aZl of the covenants and duties specified in the authorizing reso- lution of the City to be performed by the City or the Board of Water Commissioners or their officers and agents; pro- vided, however, that nothing shall affect or impair the right of any bondholder to enforce the payment of the prin- cipal of and interest on any bond at and after the maturity thereof, or the obligation of the City to pay the principal of and interest on each of the bonds issued to the respec- tive holders thereof at the time and place, from the source and in the manner provided in said bonds and the appurtenant coupons. IT IS HEREBY CERTTFIED AND RECTTED that all acts, conditions and things required by the Constitution and Iaws of the State of Minnesota and the Charter of the City of Saint Paul to be done, to exist, or to be performed prece- dent to and in the issuance of this bond, have been done, have happened, and have been performed in due form and manner as required by law; that the issuance of this bond does not cause the indebtedness of the City to exceed any constitu- tional, charter or statutory limitation of indebtedness; that the City will establish rates and charges for the water service furnished by said Water Utility sufficient in amount to promptly meet the principal and interest requirements of this issue. IN WITNESS WHEREOF, the said City of Saint Paul, Ramsey County, Minnesota, by its Council has caused this bond to be sealed by the facsimile of its Official Seal, -11- 8. The bonds shal� be sealed by the facsimile of the Official Seal of the City of Saint Paul and signed by the facsimile signature of �ts Mayor, attested by the facsimile signature of its City Clerk, and cauntersigned by the manual signature of its Director of Finance and Management Services; and the interest coupons thereto attached shall be executed by the facsimile signatures of said officers. When so prepared and executed, the Director of Finance and Management S�rvices shall cause the bonds to be delivered ta the purchaser thereof, upon payment of the agreed purchase price, and the purchaser shall not be obligated to see to the use and agplication thereof, but such proceeds shall be used and applied only as herein provided. 9. For the convenience and proper administration of the proceeds from the sale of the bonds herein authorized and for the payment of principal of and interest on said bonds, the Board of Water Commissioners Water Utility Fund (here- ina�ter referred to as the "Water Utility Fund") heretofore created sha11 continue in force and effect as a separate fund of the City and of the Board of Wa�er Commissioners until all of the bonds herein authorized are fu1Zy paid and re- tired. In said Fund, there are and there shall continue to be the following accounts : (a) A "Capital Aacount" into which there shall be paid the proc�eds from the sale of the bonds herein authorized, less any premium and accrued interest (if any) paid by the purchaser upon delivery and the amount (if any) capital- ized for the "Reserve Account" herein estab- lished. From the Capital Account sha11 be paid all costs of the improvements to be � financed by the bonds herein authorized, in- cluding legal, engineering, financing and other such expenses incidental thereto. Any balance remaining in the said account after the payment of such costs shall be trans- ferred to the Revenue Bond Debt Service Account herein established. (b) An "Operation and Maintenance Aceount" into which sha11 be paid all gross revenues and earnings derived from the operation of the Water Utility system including any assessments which may from time to time be levied in re- spect of the Water Utility. From this account there shall be paid a11, but only, current expenses of said system. Current expenses shall include the reasonable and necessary -14- to be Si�ned by the �a�s�m��e si�nature o� its MaXor, attested by the �acsimile signatuxe p� �ts CitX Clexk, and counters�gned by the manual signatuxe o� its D�xector of ��nance and Management Servxces, and ea�h o� the interest coupons hereto �ttached to be executed by the �acsimile signa- tures o� sa�d o��icexs, as o� the f�rst day of July, 1978. (facsim'ile) George Latimer 1Kayor (SEAL) Attest: (facsimile) Rose Mix Ci.ty Clerk Countersigned: Director of Finance and Management Services --12- ' � � � �"�'�:��� (�orn} c�� Coupqn) No. . . , $ . On the ��.rst day o� Decenlber (June) , 1978, the City o� Sa�,nt Paul, Ranlsey Cpunty, Minnesot�, wi�.l �a� to bearer out o� the Revenue Bond Debt Service Account of the Board o� Water Comnti,ssioners Water Utili.tX Fund at The Fizst National Bank of Sa�,nt Paul, St. Pau7., Minnesota or at The Chase Manhattan Bank, N.A. , New York, New York or at the o�fi.ce o� any duly appoa.nted successor paying agent, at th,e option of the holdex the sum shown hereon for interest then due on its Water Revenue Bond of 1978, Ser�.es 1, dated July 1, 1978, No. . (Facsimile) George Latimer Mayor Attest: (Facsimi.le) Rose Mix City Clerk Countersigned: (Facsimile) Bernard J. Carlson Di,rector of Finance and Management Services -13-- cost� a� ad.min��terin�, ..o��ratin�, �ainta�n�n� and insuring th� syStem, :salar�e�, WageS, costS of matex�als and sup�l�es, .costs o� w�tez �zo- duct�on and d�str�bution, necessax� lega�, en� gineer�ng dnd aud�t�n� serv�ces, and all other items wh�ch, by sound account�ng pzact�ces con- stitute normal, xeasonable and current costs o� operation and ma�ntenance, but excluding any allowance for depreciation, extraordinary repa�rs and payments into the Revenue Bond Debt Service Account and the Reserve Account. There shall at a11 t�mes be maintained in said account a reserve in an amount sufficient to cover the operation and maintenance costs of the Water Utility system for the ensuing fif- teen day period. The balance from time to time remaining in the Operation and Maintenance Account, including interest or other earnings received from the investment o� any moneys in the Water Util�ty Fund, after paying or providing �or the foregoing items sha11 con- � stitute and are referred to in this resolution as "Net Revenues. " (c) A "Revenue Bond Debt Service Account" into which there sha11 be credited and to which there is hereby irrevocably pledged from the Net Revenues o� the operation of the Water Utility system monthly coznmencing July l, 1978 a sum equal to at least 1/12 of the total principal and interest on the bonds herein authorized and any other bonds issued on a pari.ty therewith dux�.ng the ensuing 12 months provided, however, that no further payments need be made to said account when the moneys held therein are sufficient for the payment of all principal and interest due on said bonds on and prior to the next maturity date. In addition there shall be credited to said Revenue Bond Debt Service Account the accrued interest and premium (if any) paid by the purchaser of said bonds upon delivery thereof. No money shall be paid out of said account except to pay principal, premium, if any, and interest on the bonds issued hereunder and any other bonds which are issued on a parity with said bonds. (d) A "Reserve Account" which is hereby created to be used only when and if moneys in -15- the Revenue Bond Debt SeXy�ce �ccount or other moneXs aya��able thexe�ox are insu��icient to paX �r�nc��al, prem�um, i� anX, and interest on the bonds �a.Xab�e �rom the �eVenue Bond Debt Sezvice Account; proyided, however, that the maneys in the Resexve �ccount may be used to prepay said bonds, when such prepayment wi�1 retire all of the bonds then outstandzng. There is hezeby credited from the proceeds of the bonds herein authorxzed to this Reserve Account the sum of $405, 000 and there is hereby trans- ferred fram the "Revenue Bond Reserve Account" established pursuant to resolution No. 2638 adopted by the Board of Water Commissioners on February 23, 1977 the sum of $174,000 as authorized by paragraph 5. of sa�d resolution 2638. Whenever the moneys in the Reserve Account exceed an amount equal to the maximum annual pr�ncipal and interest coming due there- after on a11 outstanding revenue obligations ;. payable from the Net Revenues of the Water Utility Fund such excess may be trans�erred to the Revenue Bond Debt Service Account, and whenever the moneys in said Reserve Account shall be less than said amount the Reserve Account shall be restored to said amount from the next ava�lable Net Revenues. (e) Net Revenues in excess of those re- quired �or the foregoing purposes may be used for any proper purpose. (f) The money �n the Water Utility Fund shall be allotted and pa�d to the various accounts hexein established in the order in which said accounts are listed on a cumulative basis, a�nd if in any month the money in said accounts is insufficient to place the required amount in any accounts, the deficiency shall be made up in the following month or months after payment into all other accounts having a prior claim on said Net Revenues have been made in full. (g) Al1 money held in the Revenue Bond Debt Serv�ce Account and the Reserve Account created by th�s resolution sha11 be kept separate and apart �rom all other municipal funds and accounts. -16� i � ' � ����.��� 10. The revenue bonds issued hereunder shall be a first charge and lien upon the Net Revenues of the Water Utility and no part of such Net Revenues shall ever be pledged to the paXment of any general obligation bonds issued by the City while any bonds of this issue or bonds issued on a parity therewith remain outstanding and undi,scharged. No additional revenue obligations payable from the Revenue Bond Debt Service Account shall be hereafter issued unless the same are expressly made a second and subsequent lien upon the Net Revenues of the Water Utility, provided however, that addi- tional obligations may be issued on a parity of lien with the bonds herein authorized, provided that the annual Net Revenues o� said Water Utility for each of the two completed fiscal years immediately preceding the issuance of such additional obligations sha11 have been one and one-half times tne maximum annual principal and interest coming due thereafter on all outstanding revenue obligations payable from and having parity of lien upon the Net Revenues of the Water Utility Fund, including the additional obligations so to be issued; provided further however that if the annual Net Revenues in either or both of the aforesaid two_, completed fiscal years shall be insufficient to meet this test then any reasonably projected increase in Net Revenues for the fiscal year imm�diately following such second completed fiscal year may be added to the Net Revenues for such : completed fiscal years or either of them (but the total of such projected increase in Net Revenues may be added only once) in applying the foregoing test. Such facts shall be shown by the Certificate of the General Manager of the Board of Water Commissioners and shall be a finding of and recited in the resolution of the City authorizing any such additional series. In addition, the following conditions shall be met: (a) The payments required to be made (at the time of the issuance of such parity lien bonds) into the various funds and accounts provided for in this resolution have been made. (b) Al1 such parity lien bonds shall have a December l maturity or maturities and shall have semiannual interest pay- ments on June 1 and December 1 in each year. -17- 1 t � (c) The proceeds af such parity lien bonds sha11 be used only for the purpose of making improvements, additions, extensions, renewals o� replacements to the Water Utility, and capitalizing interest or establ.ishzng , Reserves and paying the costs of such fi- nancing. 11. The City also reserves the right and privilege of issuing additional revenue bonds if and to the e�tent needed to refund maturing bonds payable from the moneys in the Water Utility Fund in case the moneys in the Revenue Band Debt Service Account, are insufficient to pay the same at maturity, which refunding revenue bonds may be on a parity with this issue as to interest payments, but shall mature subsequent to a11 the revenue obligations which are payable from the Net Revenues of the Water Utility Fund and which are still outstanding upon completion of such refunding. v� 12. Except as authorized in paragr�iphs 10, 11 and 17 hereaf, the City covenants and agrees that it will issue or incur no obligations payable from the Net Revenues of all or a part of said Water Utility or constituting in any manner a lien thereon, unless such obligations are expressly made junior and subordinate to the lien and charge of the bonds herein authorized on said Net Revenues, provided that the bonds herein authorized, or any part thereof, may be refunded with the consent of the holders thereof (except as to maturing bonds in which case such consent shall not be required) and the refunding bonds issued shall enjoy complete equality of lien with the portion of the bonds not refunded and any other then outstanding bonds payable from the Revenue Bond Debt Service Account, if any there be. The refunding bonds shall continue to have whatever priority of lien over sub- sequent issues that the refunded bonds may have had. If only a portion of the outstanding bonds shall be so refunded and if such bonds shall be refunded in such manner that the interest rate of any refunding bond shall be gr�ater than the interest ra-te of the corresponding refunded �bond, (or the average net interest rate of the refunding bonds shall be, or shall be reasonably estimated to be, higher than the average net interest rate of the refunded bonds) or that the maturity date of any refunding bond shall be earlier than the maturity date of the corresponding refunded bond, (or the average maturity of the refunding bonds shall be earlier than average maturity of the refunded bonds} then such bonds may not be refunded without the consent of the holders of the unrefunded portion of the bonds issued here- under ancl any other then outstanding bonds payable from the Revenue Bond Debt Service Account. --18- 13. In the eyen�k that the T�toneys i.n tk�e Reyenue Bond Debt Serv�,ce Accouri�, Shal�. be insu���,c�,ent at any par-- ticul.ax time to paX the �x�.nci��l then due a,nd inte�est then accxued on all bonds �aXable .the�e�xozn, sa�,d moneys shal.l �i,rst be a�pl�,ed to the paX�rtent �ro xata of the accrued i,nterest on a11, such bonds, and any ba�.ax�ce shall be appli,ed in payment pro rata of the �ri,ncipa]. on al,l such bonds; prov�ded �urther that i� it shal], ever be detexmi,ned by a court of competent jurisdiction while �ny such bonds remain outstanding that the sums avazlable and to become available for the payment of the principal thereof and i.nterest thereon are insufficient whether or not then due, then the moneys in said Revenue Bond Debt Service Account sha11 be applied in payment of a11 then out- standing principal whether or not then due and the interest accrued thereon to the date o� payment ratably according to the aggregate amount thexeo� without any preference or priority. 14. The holders of 200 or more in aggregate princi- pal amount o� bonds issued under this resolution and at any time outstanding may, either at law or in equity, by suit, action, or other proceedings, protect and enforce the rights of all holders of bonds issued hereunder and then outstanding or enforce or compel the performance of any and a11 of the covenants and duties specified in this resolution, to be per- formed by the City or the Board or their officers and agents, including the fixing and maintaining of rates and charges and the collection and proper segregation of revenues and the application and use thexeo�. 15. For the protection of the holders of the bonds herein author�.zed, the City herein eovenants and agrees to and wi.th the holdexs thereof from time to time as follows: (a) Tt wi,l1. at all times through its Board adec�uately ma�.nta�,n and ef�iciently operate the Water Utility as a City utility. It will from time to time make a11 needful and proper repairs, replacements, additions and better- ments to the equipment and facilities of said , yv'ater Utility so that they may at all times be operated properly and advantageously, and whenever any equipment of said system shall have been worn out, destroyed or otherwise be- come insuf�ica.ent for proper use, it shall be prompt7.y replaced or arepaired so that the value and efficiency of the facilities shall be at a11 times �ully ma�ntained and its revenues unencumbered by reason thereof. (b) The ra,tes �or all water service and the charges for all water supplied by the Water Utility to the City and its residents and to all -19- other consumers shall be reasonable and just, taking into account the cost and value of the Water Utility, the cost of maintaining and operating the Water Utility and the proper and necessary allowances for depreciation, the amounts required for the payment of prin- cipal and interest on the bonds payable from the Net Revenues of the Water Utility, and alI other sums customarily paid from the revenues of the Water Utility. (c) It will as required by Section 10.11.2 of the City Charter (and it will con- tinue to do so whether or not required by said Charter) establish, maintain and collect such charges and rates as will produce revenues sufficient to pay the reasonable cost of oper- ation, repair and maintenance of the Water Utility and to pay the interest on and prin- cipal of the bonds herein authorized as and when they become due as well as to provide , sufficient money to make the required appro- priations to the various funds and accounts established herein. Tne City will review the schedule of rates and charges for the Water Utility at least annually when the Board budget is reviewed. (d) The City will not se11, lease, mortgage, or in any manner dispose of the Water Utility or any part thereof including any and all extensions and additions that may be made thereto until all revenue bonds payable from the Net Revenues of the Water Utility or any part thereof have been paid in full; provided, however, that the City may sell the Water Utility or any part thereof if simultar.eously with or prior to said sale all of the outstanding bonds are discharged in accordance with paragraph 17 of this resolution. This covenant shall not be construed to prevent the sale by the City at fair market value of real estate, eguipment or other non-revenue-producing properties which in the judgement of the City have become unnecessary, uneconomical or in- expedient to use in connection with the Water Utility provided that suitable facilities are obtained in place thereof and provided further that nothing herein is intended to prevent the City or the Board from terminating or other- wise preventing the termination of contracts for the furnishing of water. -20- � t . � � (e) The City shal�, cause to be ke�t pro�er book�, record.s, ancl accounts ada�ted to the Wa,ter Util�,ty separat� �xoz� other �ccounts to b� audited at the end o� ea;ch �a,scal �ear. A, ca�y o� �aid aud�,t shall be �'uxnished, without cost, to the oxi.y�,nal purchasex� of the bonds hexei;n authox- ized. Z� the C�,t� fa,i,1S to provi,de such aud�,t W�.thin a xea,sonable tin�e after the end o£ said f�,sca,l year, the holders o� 20% oz more of the outstanc�i,ng bonds may cause such aud.it to be made at the expense of the City. The expense o� preparing such audit sha11 be paid as cur- rent operating expenses o� the Water Utility. The origi.nal purchasers o£ the bonds and the holders th,ereof, or thea.r duly appointed representatives, �zozn time ta time sha11 have the ri.ght at a11 reasonable times, to inspect the Water Uta.l�ty system and to inspeet and copy the books, xecords, accounts and data relating thereto. The City agrees to furnish cop�.es af such audi.t, without cost, to any holder or holders of the bonds at their re- quest within a reasonable time a�ter the end of each fiscal year. (f) Tt wi.11 �ai.thfully and punctually per- form all duties wi,th reference to the Water Util�.ty requized by the Ca.ty Charter, the Con- stitution and laws o� the State of Minnesota and this resolut�,on. (g) The Ci,ty wi].7. grant no franchise to any competa.ng uta,lity. 16. No change, a,mendment, modifi.cation or alter- ati,on sha,ll be made zn the covenants made with holders. of the bonds authorized by this resolution without the consent of the holders of not less than 60% in princi- pal amount of then such outstanding bonds except for ' changes, amendments, modifications and alterations made (a) to cure any ambiguity or formal defect or omission, or (b) any other change which would not materially pre- judice the holders of such outstanding bonds; provided, however, that nothing herein contained shall �ermit or be construed as permitting (1) an extention of the maturity of the principal of or the interest on any such bonds, or (2) a reduction in the principal amount o� any such bond or the rate of intezest thereon, or (3) a pri- vilege or priora.ty of any such bond or bonds over any ather bond or bonds except as otherwise provided herein, or (4) -21- . ,� , �.- .�� � �� _ 2�1�.��� a reducta,on in tk�e a,�gz��at� principal a�ount o� such bonds rec�u�,red �ar consent a� any�� �hanc�e, a�endz�tent, ;z�odi�icati,on or alt�ration, or (5) perm�.t .the creation o� anx l�,en �ank�.ng pxi,ox to or on a �ara..tX wi,th the l�,en o� �uch bonds, exce�t as hexeinbefoxe expresslX pe�,^m�,tted, ox (.6) znod�,�X anX o� the �xovisions of th�,s �azagzaph without the consent o� the holders o� one hundred �exc�nt (1000) o� the pxincipal amount af such boncls outstanding, 17. When all bonds a.ssued under this resolution, and a11 eoupons appertaa.ning thereto, have been discharged as provided i.n this paxagraph, a11 pledges, covenants and other rights granted by this aresolution to the holders of the bonds shall cease. The C�.ty may discharge a11 bonds and coupons which are due on any date by depositing with the paying agent �or such bonds on or before that date a sum sufficient for the payment thereof in fu11; or if any bond or coupon should not be paid when due, it may never- theless be discharged by depositing wa.th the paying agent a sum su��icient for the payment thereof in fu11. The City may also discharge any prepayable bonds which are called for redemption on any date when they are prepayable accord- ing to their terms, by depositing with the paying agent on or before that date an amount equal to the principal, in- terest and redemption premium, i.f any, which are then due, provided that notice of such redemption has been duly given as prova,ded in the resoluta.on author,izing the bonds. The City may also at any time da.scharge this issue of bonds i.n its entirety by complying with the applicable provisions of Minnesota Statutes, Section 475. 67, and any amendments thereto, except that the funds deposited in escrow in accor- dance wi.th said provisions may but need not be in whole or part proceeds of advance re�unding bonds. The City may da,scharge bonds and coupons as herein provided without the cansent of any bondholders. 18. As used in this resolution the words "fiscal year" sha1.1 mean the 12 month period beginning on January 1 � of each year and ending on December 31 of the same year. Should it be deemed advisable at some later date to change its fiscal yearly basis, the same may be done by proper actions to that effect which change shall not constitute an amendment or modification at this resolution. 19. If any section, paragraph or provision of this resolution shall be held to be invalid or unenforce- able �ox any reason, the invalzdity or unenforceability of such section, paragx'aph o� provision sha11 not affect any of the rema�,n,ing provisions of this resolution. -22- WHITE — CIT�i CALE9lCy � � ��f_ PINK — FINANCE G I TY �OF SA.I NT �A l.1 L COUI1C11 ���^_�;� CANARY — DEPARTMENT BL�E ,�^. MAYOR . F�IE NO. � � � � � �� ' Council Resolution � • Presented By � Referred To Committee: Date Out of Committee By Date 20. The City Clerk is authorized and directed to prepare and furnish to the original purchasers of said bonds, and the attorneys approving the same, certified copies of all ordinances and resolutions of the City relating to the Water Utility system, and the issuance of the bonds, and all other proceedings or records showing the right, power and authority of the City to issue t�ie same and to provide funds for the payment thereof, and such certified copies and certificates shall be deemed representations of the City as to all statements therein. 21. Each and all of the terms and provisions of this resolution shall be and constitute a covenant on the part of the City to and with each and every holder from time to time of the bonds issued hereunder. 22. The City Clerk is authorized and directed to file a certified copy of this resolution and the resolution accepting the bid on the bonds with the County Auditor of Ramsey County, and obtain a certificate that the bonds herein authorized have been duly entered in his Bond Register. COUNCILME[V Requested by Department of: Yeas Nays „r $iJt�@( � "°�a [n Favor Fi nan and Ma ement Servi ces Hunt ' Levine � B � �: p„o,+�4� __ Against �� . Tn.�nSCO �A� � � ���� Form Approved by City Attor�gey Adopted by Co Date �_ i I� � �'� i � Certi P� ss Cou c' r�fary� By ' _ / ._ � Appr v d y .Vlayoc: Date �� 1 5 19� Appro Mayor for Submissi o Cou cil By By PueusHEO MAY 2 G i97� �., � bl� 12/1975 Y. . ,:�. . 8�v.. 9�8/76 : , �. . i , � � �x�.nruTZOx oF A�ixis�T�v� axn�e�s, '� ���:��� . ; �« _ �soR.v�rio�s, ANn o�ni�xc�s , . , . �. ; r,. . � �� D�e. May 9, 1978 • , t: �;; ,� � MAYO�. GEUR�G� LATII�x � �,.; ��� " i�' Beraard J. Cstlson . '�1, .� � � �� �� . �... . . �.. � , . . . : . . -. . . �i- . . .- .. . R� P�QPOiBB�? t�1�C�f. RESO�UTIOA PBOitYDII�G FOR TEL I3SIIA�CE [l�iD � , �� SALB � WATE� iitf�$ REVBNtJE BOIiDS :' � � �; 'i � �� I 3�, i At��t� R&QUESTED• i ' , .�,.�....�• � 3��� . � �: Sn�b�itt�d far iuforoztibaal parpoaei�. . . � I �: i � � K fg�� . �i L,': ' � � i _ r:.. .. . ... � . � _ � . � . •. � . . . � � . . . . "', �� , ; . . ..�. _,. .�..�:�D RA���LE F4x THIS ACTION: � � �`' The Board of aater Coa�iasioners at a special.retting oa l�lay 2,i 1978, ��,�" ps��d s '�Eeso�ution rec�sestiag that-the�City Coruuil aut�toria� �nd �+�o�r�de �. �i�� �he ��1�of $2,950,Of�0 Qf WaR�er Wor9� H�+iraaue- Bonds. � _ � �-. J�me �,3, 1978, fs Che propoaed date of s�rle. The attscbsd �eso�atina �uld ' � ' '''� s��rise the DiM�tor of Ffnance to proceed with tha sale of s#id boads. �� - : . . . . . . .. . . . . . j . . i . it. . . . � . . . . . - . ' . � .. . . . � .. . � � . . ' . �'�. . � � . . . . � ' � � . . . . . . . . . . . . . � . . . ;����:. � .. " . ' . . . . . .. - ' � . .. � . . � . . . � . . �µ� � - . . . .. . . . . . . .. .. _ . .� . . . ti'L. . . .�. .. � - � �. . . _. . .. � . .. .. . - . : � . . � . . . .. 1: . . . . . . � - . . . . . . . . ..:.: . . . . �� .� � . . � . . . . . - . . .. , . . � . . . . . . . ... . .�.. . �a:�. . .�. � � , � � .. � � �. � . ' .. . . � . . �� . � . . .. -. � ' . . � ; �rrrs: _ �.. �� Copy of,@rcpoaed Councii Beaolutio�. - . .�.. �':; . ;.; ,�. ;W ,4� _ . . . . � . . � . � . � .. � ,� . . �, . � �. . .. .. . .. . � � . . .�.. .. ' , � .r�j; �. , � .. . � . . . . . .. . � � _ . ... � � � � . . . . . . .�, . . � .. . . . . . - . . . . � . � . . . . � . . . .� .'�{a ... � . . - . . . . , � � . . . . . �� . . . � ' � . . _ . _ , . _ _.� �F . � . , . . . � � � � . . � � � . _ . _ . . � � . � . . , : . . . � . r � � � � � � �9 � ST11TE Or A1INNl::�UTA ) CERTIr�C11�E COUNTY OF RAMSEY ) ss LITy OF SAINT �'AUL ) • I I, the undersiyned, k�eing the c]uly qualified and I . ac�:ing General Aianayer of the.. noard o� ��'ater CorNnissioners of the City o:E St. Paul in accordance �•:ith the provisibr�s ef , paragra�h 9 of that certain resolu�ion �ahich provided far the � issuance 3nd sale of $1,180, 000 Z�?ater Revenue nonc]s of 1°77 , I Series 1 adopted on Fek�ruury 1, 1977 by the City Council of I �he City of S�. Paul do hereby cer�if}� as .folto�as : i 1, �111 payments requz�ed to be madA prior -to ; the date hereof into the various funds and accounts a� the "jvater Utility Fiind" established pursuant to said resolution of the City Council of the City of St. Paul adopt�d on February 1, 1977 �;hich resolution authorized the issuance of $1,180, 000 t-7ater Revenue Bonds of 1977 , Series 1 have bzen made. 2. The annual net reven=e�hof�th�ecomaletedlfisc�al of th� Cit}� o� St. Paul for each o_ years immediately preceeding ihe propos��d issuance of the $2,950, 000 Water Revenue Bonds of 1973 , Series 1 have be�n one and one-half times the ma�:irnum annual principa]_ and interest coming due hereafzer on all ciutstandinu re��enue obligations payable from an3 having a parity of lien unon the net re.�enues oi the ti;ater Utility Fun3 including �he obligations proP�sed I to be issued, to wit: � 53, 031,685. 29 Net Revenues 1976 $2� 41gr162.82 Net Revenues 1977 rsaximur.� Annual Princi�al 'n3 � Interest on $1,180, 000 ;:a;-.er 166, 1?0 �OG Revenue Bonds of 1977 , S�rzes 1 $ I�Iaximum Ar_r_ual Princip�7. a:�� In}erest on $2,950, 000 �•�a�-°r i Revenue Bonds of 1°.7?, :�zr�es 1 ; (assur:iing a net ir�e:c'�s� '-"Gt� � ��,c, 2�25 . 00 � of 4. 50�) � TOTAL - $ 610r235. 00� One and One-nual Princip�l��r�d biaYimum An $ g�•5� 3�2. SO Interest Pequiremen�s - r LAw OP'FIGE 73 I� I G G S A N D M O FL G A N TF.iER W. SIPHINS OHARI.EF W.HRlOCi5 DOUOLAS L.SRON J.NHIL MOttTON FROFF,SSIONAL ASSOOIATION MICHAF.L H.JF.BONIMiJS EIONARD E.AYLF. R.S0077 DAVIES SAMUP.L A.1dOH(7AN JAMAS N. LITTI.FPISLD rawxa N.OHAHAM 2.200 F1RST NAT70NAL BANH HUILDINO flavos G.EOA80LM COLE OF.FILER - .TOHN H.VAN DE HOBTN,JR. e.�.wvasxcs DAVIS SAINT PAUL� MINNESOTA 55101 gICHARD D. tiOLPEB FBANH HAMMOND 81GHAHD O• MABH LEONABD J. 8EYE5 (Q12) 281�1216 Ci1`."BAI.D L.SVOHODA B C H�,1, ANDHEW G.BECHEB JOEIN M.SULLIVAN M.T.FeHYANSKE HEBNAHD P.FEIEL Ma �O �A�� JEPOME A.OEIS HDBT E.SWANSON y � y DAVID L.MIT02IELL BONNIE L.HEHE20VS1LY M.S.pALVIN,J8. DAVID G.FOESBEBO STEVE A.B&AND JOHN J•MoNEELY � MABH W M'85T8A JEFFHEY F. SFIAW MaNEIL V. SEYMOUE,JH. DeVID O.OEEENINO EDWAHD G.SiEINOEH DAVID H.SAND TEEENCB N.DOYLE BE?TY L•AIIM HICHARD H.HYLE . GHAPLES E.HAYNOB JONATHAN H•MOPOAN ANDgEA M.HOND JOHN L.DE�'NEY � MAfiTIN H.FISH F.L.SOHENSON JOHN BULTENA PETEB H•SEHD BIGHABD H.MABTIN PHILIP L.BHIINHE MABY L.IPPEL SAMIIEL L.FiANSON �- HOSYN L.HANSEN fiONALD E.OPOHAHD EONALD L.ABPAMS JOHN fi.HENEFIGH JOHN 8.FBIEDMAN ANDHE J.ZDEAZIL � DAVID J.SPENGEH � DANIEL.T.COLE�JE. Mr. Elmer Huset General Manager Board of Water Commissioners Room 216 City Hall St. Paul, Minnesota 55102 Dear Mr. Huset: In accordance with the discussion we had today in going over the Offering Circular, I am enclosing herewith revised copy of paqe 1 of your Certificate for execution by you as the General Manager of the Board of �nlater Com- missioners. The revisions are to the net revenue figures for 1976 and 1977. I understand that the earlier estimates were preliminary and not final. It will, of course, be necessary for the original resolution of the City Council to be amended to reflect this fact, and I will see to inserting the necessary amendatory language in the Resolu- tion Awarding Sale, which will be adopted on June 13. I am advising Mr. Segal of these changes by transmitting to him a copy of this letter and a copy of the revised page l. Very truly yours, r..�., ,����� y '�` ,i u: � Bernard P. Fri �`'� _ ��;. BPF:paa -� ,, • 3�t r�_ `�: - � � �_�;; Enclosure "�C=sr �8 ''�;� .�`. • ` cc: Jerome Segal ,� '�:�;;�s �';'(�� ;��; . �i: �y� 7 \4,'%i � v